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Kissner gets consent to skip change-of-control offer for 7¼% notes
By Angela McDaniels
Tacoma, Wash., Chicago, April 20 – Kissner Milling Co. Ltd. received enough consents to amend its 7¼% senior secured notes due 2019 to avoid a change-of-control offer, according to a company news release.
The consent solicitation began April 20 and ended at 5 p.m. ET on April 24.
Krystal Acquisition Co. Inc. has agreed to acquire a majority stake in Kissner Milling and Kissner Group Inc. Krystal is controlled by an affiliate of Metalmark Capital Partners Cayman II, LP, MCP II (Outbound), LP, MCP TE II (Outbound), LP, Metalmark Capital Partners II Co-Investment, LP, MCP (Silo) II AIF Offshore, LP, Metalmark Capital Partners II Executive Fund, LP and Silvertree-KMC II, LP.
Had the consent solicitation not been successful, the issuer would have been required to make a change-of-control offer to purchase the notes at 101% of par plus interest after the acquisition.
A supplemental indenture containing the amendments has been executed, but the amendments will not become effective until the acquisition closes.
The amendments will also add to, amend, supplement or change defined terms and other provisions, including to treat certain payments to the investors or their affiliates after the acquisition in a similar way to payments of the issuer’s shareholders.
Consents were needed from the holders of at least a majority of the outstanding notes.
The consent payment is $2.50 per $1,000 principal amount. The company expects to make the payment on May 15.
Barclays (800 438-3242 or 212 528-7581 collect) is the solicitation agent. D.F. King & Co., Inc. (866 828-0221 or 212 269-5550) is the information agent and tabulation agent.
Kissner is a Cambridge, Ont.-based producer of rock salt and salt products primarily for de-icing.
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