Alere calls off consent bids for three notes, offers termination fee

By Wendy Van Sickle

Columbus, Ohio, June 5 – Alere, Inc. terminated its consent solicitations launched on June 1 for its 6½% senior subordinated notes due 2020, 6 3/8% senior subordinated notes due 2023 and 7¼% senior notes due 2018 after filing its 10-K report for 2016 on Monday, according to a press release.

The company also announced on Monday that it will pay a termination fee to holders who have delivered or deliver consents by the original consent deadline, 5 p.m. ET on June 7, although it is under no obligation to do so and the consents will have no effect other than to entitle holders to the termination fee.

The termination fee will be $1.00 per $1,000 principal amount of notes.

The company said on May 8 that it obtained holder approval to delay filing its 10-K report for 2016 with the Securities and Exchange Commission until 5 p.m. ET on June 15.

One June 1, Alere asked to extend the deadline for filing its financials in three separate waiver dates until Oct. 4. The company said it expected to file its financials by June 15 but asked for the extra time just in case.

Specifically, the first waiver deadline was to be 5 p.m. ET on Aug. 4, the second 5 p.m. ET on Sept. 5 and the third 5 p.m. ET on Oct. 4.

The cash consent payment for each $1,000 principal amount was to be $20.00 for the 6 3/8% notes, $15.00 for the 6½% notes and $12.50 for the 7¼% notes through the first waiver date; if any default or event of default remained uncured, the second consent fee will be $5.00 for each $1,000 principal amount of notes through the second waiver deadline; and after that, $7.50 for each $1,000 principal amount of notes.

Before the previously granted waiver, the deadline for filing the report in order to avoid a default was May 16 for the 7¼% notes, May 19 for the 6½% notes and June 2 for the 6 3/8% notes.

On April 12, the audit committee of the company’s board of directors concluded that the company’s financial statements and other financial data for 2013, 2014 and 2015, for each of the quarterly and year-to-date periods in 2015 and for the first three quarterly and year-to-date periods in 2016 should not be relied upon because of certain misstatements.

J.P. Morgan Securities LLC (866 834-4666, 212 834-4811 or 212 270-0844) was the solicitation agent. D.F. King & Co., Inc. (800 829-6551 or 212 269-5550) was the information and tabulation agent.

Alere is a Waltham, Mass.-based provider of near-patient diagnosis, monitoring and health management.

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