DigitalGlobe holders tender 100% of 10½% notes by consent deadline

By Angela McDaniels

Tacoma, Wash., Oct. 11 - DigitalGlobe, Inc. received tenders for 100% of its $355 million of 10½% senior secured notes due 2014 by 5 p.m. ET on Oct. 11, which was the consent payment deadline in a tender offer and consent solicitation that began Sept. 21.

The company reserves the right to modify the terms of the offer at any time until its expiration, midnight ET on Oct. 25.

The company will pay $1,110.55 for each $1,000 principal amount of notes. This includes a consent payment of $30.00 for each note tendered by the consent payment deadline.

DigitalGlobe will also pay accrued interest up to but excluding the settlement date, which is expected to be Oct. 12.

The company is soliciting consents to authorize the elimination of most of the restrictive covenants and some of the events of default contained in the note indenture and the appointment of a new collateral agent under the security documents governing the notes. Holders who tendered their notes had to deliver consents and vice versa.

The company previously announced that it had received consents from holders of a majority of the notes, enough to make the amendments. A supplemental indenture has been executed.

On Oct. 3, the company revised the pricing terms and extended the consent payment deadline from Oct. 4 and the tender offer expiration from Oct. 19.

Before the offer was revised, the purchase price was going to be the sum of the present value of $1,052.50 on May 1, 2012 and the present value of the interest that would accrue with respect to that date determined using the yield to maturity of the 1% Treasury due April 30, 2012 plus 50 basis points, minus the accrued interest from the most recent interest payment date for the notes to Oct. 7.

The amount of the consent fee is unchanged.

Proceeds from the company's new $600 million senior secured credit facility will be used to fund the tender offer and for general corporate purposes, including stock repurchases and acquisitions.

The conditions of the offer include the completion of the new debt financing and a majority of notes being tendered.

The dealer managers are Morgan Stanley (800 624-1808 or 212 761-1057) and JPMorgan (800 245-8812 or 212 270-1200). The depositary is U.S. Bank NA, and the information agent is i-Deal, LLC (888 593-9546 or 212 849-5000).

DigitalGlobe is a Longmont, Colo.-based provider of high-resolution earth imagery products and services.

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