Alliant starts brief consent solicitation for 6¾% notes due 2027

Chicago, Oct. 5 – Alliant Holdings Intermediate, LLC and Alliant Holdings Co-Issuer, Inc. began a consent solicitation on Monday relating to the issuers’ $990 million outstanding 6¾% senior notes due 2027, according to a market source.

Alliant is soliciting consents to amend the limitation on restricted payments in order to allow a one-time restricted payment by the company to its direct parent entity, Alliant Holdings LP.

The payment would allow the parent to repurchase for cash certain equity interests, including equity interests owned by investment funds managed by an affiliate of Stone Point Capital LLC and management and employees of the parent.

A consent payment of $2.50 per $1,000 principal amount of notes will be paid to noteholders who give consents by the early deadline, 5 p.m. ET on Oct. 9. The early deadline is also the revocation deadline.

The consent solicitation expires at 5 p.m. ET on Oct. 15.

Add-on note offering

Alliant is also conducting an offer of an additional $350 million of notes. The add-on notes, if issued, are also included in the consent solicitation.

If the notes are issued, consents will need to be obtained from noteholders representing $670 million principal amount of notes, of an expected $1.34 billion total of outstanding notes with the additional offering.

The new notes will essentially be issued with deemed consent, leaving it necessary for only 33% of existing noteholders as requisite for the necessary consents to be obtained.

No consent fee will be paid on the deemed consents for the additional notes.

Also happening

Alliant, in connection with the proposed restricted payment and simultaneous to the consent solicitation and additional notes offering, will also seek to incur an additional $850 million of debt.

The company will also seek an amendment under its credit facilities for a similar amendment, including the proposed restricted payment.

Alliant plans to increase its revolver to $400 million from $300 million and extend the maturity to 2025.

The additional notes, the additional debt and cash on the balance sheet will be used for the proposed restricted payment.

Details

The solicitation agents for the consent solicitation are Morgan Stanley & Co. LLC (800 624-1808, 212 761-1057) and J.P. Morgan Securities LLC (866 834-4666, 212 834-2045).

D.F. King & Co., Inc. is the information, tabulation and paying agent (212 269-5550, 866 406-2287, alliant@dfking.com).

Alliant is a Newport Beach, Calif.-based specialty insurance brokerage firm.

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