Alis tenders for three index-linked notes, seeks consents to add call

By Susanna Moon

Chicago, July 6 – Alis Finance ARL began a tender offer and consent solicitation for three series of index-linked notes.

The issuer is a special purpose entity formed for the purpose of issuing notes to raise capital for the Societe Autoroute de Liaison Seine Sarthe (Alis).

In the consent solicitation, holders are being asked to add a call option to redeem all but not some only of the notes on completion of the offers at an amount equal to the early redemption amount, according to a company notice.

Pricing for the tender offer will be set at 6 a.m. ET on July 28 using a benchmark security plus a purchase spread as follows, with an early tender premium per €1,000 principal amount of notes tendered by the early date of 11 a.m. ET on July 20:

• €80.5 million of class A1 index-linked notes due 2017 using the OATi 2017 plus 20 basis points and early premium of €10 per €1,000 of notes;

• €180 million of class A2 index-linked notes due 2027 using the OATi 2023 and OATi 2029 plus 135 bps and early premium of €40; and

• €200 million of class A3 index-linked notes due 2032 using the OATi 2029, OATei 2032 and OATei 2027 plus 165 bps and €50.

The purchase price is the clean price applied to the index nominal amount.

The company also will pay accrued interest.

The offers will remain open until 4 a.m. ET on July 26, with settlement slated for Aug. 3.

The company is making the offers “to adapt the senior debt profile of Alis to the long term nature of the A28 motorway concession that it operates,” according to the notice.

Alis said it “has carried out market soundings” and has had preliminary talks with class A noteholders representing about €333 million, or 72%, of the aggregate principal amount of the outstanding notes.

Holders who submit tender instructions will also be sending votes in favor of the proposal at the meeting set for July 28 in London.

The joint dealer managers are Deutsche Bank AG, London Branch (+44 207 545 8011 or liability.management@db.com) and HSBC Bank plc (+44 207 992 6237 or liability.management@hsbcib.com). The tender and information agent is D.F. King (+44 20 7920 9700, +852 3953 7230 or alis@dfkingltd.com or sites.dfkingltd.com/alis).

The trustee is Law Debenture Trustees Ltd. (+44 20 7606 5451 or fax +44 20 7606 0643).

The principal paying agent is KBL European Private Bankers SA (+352 4797 2679 or KBLUX-NEWISSUES.IFIMA@kbl-bank.com).

Alis Finance is based in St Helier, Jersey, Channel Islands.

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