Gemsa, Central Termica give early participation results of exchange offer

Chicago, Nov. 10 – Argentina’s Generacion Mediterranea SA (Gemsa) and Central Termica Roca SA announced the early participation results of its offer to exchange any and all of the $336 million outstanding 9 5/8% senior notes due 2023 (Cusips: 36875LAA7, P4621MAA3) for newly issued 9 5/8% senior notes due 2027, according to a press release.

As of the extended early deadline to 5 p.m. ET on Nov. 10, noteholders tendered $268.76 million of the notes, or 80% of the principal amount of outstanding notes.

As of the original early deadline at 5 p.m. ET on Nov. 4, noteholders validly tendered $267,133,000 or their notes, or 79.5% of the principal amount of the outstanding existing notes.

The company was also extending the invitation for new notes to lenders on $51,217,055 of its loans. Whether exchanged early or late, lenders would receive new notes on a one-to-one basis.

As of the original early deadline, lenders tendered all of the outstanding principal amount for exchange.

The expiration date had previously been extended to 5 p.m. ET on Nov. 26, moved back from 5 p.m. ET on Nov. 23.

Offer recap

The offer is to exchange $1,020 of new notes for $1,000 of existing notes, if noteholders tender their notes by the now extended early participation date. If noteholders tender their existing notes after the early deadline, the exchange will be a one-to-one exchange.

The new Rule 144A and Regulation S notes will be issued under the companies’ $700 million debt program.

Holders who wish to participate will need to complete an eligibility letter and file it with the information and exchange agent.

Unpaid interest will also be paid.

Consents

The issuers are additionally soliciting consents to amend certain provisions of the notes. The proposed amendments will substantially eliminate certain restrictive covenants and events of defaults.

Tendering noteholders will also be providing consents to the proposed amendments.

No separate or additional consideration will be paid in connection with the consent solicitation.

At least 75% of the outstanding amount of notes had to be tendered and not withdrawn for the consummation of the offer.

The companies have already received the necessary consents.

All of the loans that are part of the offer also needed to be tendered. This was also completed by the early deadline.

A meeting to adopt the proposed amendments will be held on or around Nov. 30.

Settlement is expected for Dec. 1.

D.F. King & Co., Inc is the information and exchange agent for the offer (800 967-7510, 212 269-5550, albanesi@dfking.com).

Citigroup Global Markets Inc., J.P. Morgan Securities LLC and UBS Securities LLC are the dealer managers and solicitation agents.

The issuers are subsidiaries of Albanesi SA, an electricity and natural gas company based in Buenos Aires.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.