Euramax accepts tendered 11¼% notes for purchase

New York, Aug. 6 - Euramax International, Inc. (B2/B) said that it had accepted for payment and will purchase all of the 11¼% senior subordinated notes due 2006 issued by Euramax InternationalLtd. , Euramax European Holdings Ltd. and Euramax European Holdings, BV which were validly tendered and not withdrawn as of 5 p.m. ET on Aug. 5 under the terms of its previously announced tender offer and consent solicitation for all of the outstanding notes. That offer is scheduled to expire at 5 p.m. ET on Aug. 7, subject to possible further extension.

The company said it was informed by its depositary for the offer that as of Aug. 5, approximately $112.8 million in aggregate principal amount of the notes had been validly tendered and not withdrawn by the time Euramax declared its acceptance of the tendered notes. The aggregate cost to purchase the accepted notes, excluding interest, is approximately $115.9 million. Following the purchase of the notes accepted in the tender offer, approximately $22.2 million in aggregate principal amount of the notes will remain outstanding and are scheduled to mature on Oct. 1, 2006.

Euramax also said that proposed changes in the notes' indenture - which were previously consented to by a required majority of the noteholders and written into a supplemental indenture which it executed along with certain of its subsidiaries and JPMorgan Chase Bank, as trustee - became operative on Aug. 6.

Additionally, Euramax announced the official completion of its previously announced private offering of new eight-year senior subordinated notes, the proceeds of which are being used for debt repayment.

As previously announced, Euramax, a Norcross, Ga. producer of aluminum, steel, vinyl and fiberglass products, said on July 10 that it had begun a cash tender offer for any and all of the 1¼% notes, and was also soliciting consents to proposed amendments to the note indenture.

Euramax said the offer would expire at 5 p.m. ET on Aug. 7, subject to possible extension. It also set a now-expired consent deadline of 5 p.m. ET on July 24 (Euramax said on July 29 that it had received valid consents from the holders of record of more than a majority of the notes to the proposed indenture changes).

Euramax said it would pay 102% of the principal amount of the notes in the tender offer. Holders tendering by the consent deadline would also receive a consent payment of 0.75% of the principal amount. In addition to the appropriate consideration, all l tendering holders would also receive accrued interest up to, but not including, the payment date.

The company said the tender offer would be subject to the now-fulfilled requirement for a majority of noteholders to consent to the indenture amendments and a majority of the notes be tendered; the receipt of proceeds from a planned new debt offering or other sources of cash; and its receipt of lender consents under its senior secured credit facility for the tender offer and new offering.

On July 21, the company announced plans to sell $200 million of new eight-year senior subordinated notes in a Rule 144A private placement transaction, with the net proceeds earmarked for debt repayment. High yield syndicate sources said on July 30 that the company had sold $200 million new 8½% notes due 2011.

UBS Securities LLC (Call Kevin Reynolds collect at 203 719-4210) is the lead dealer manager and solicitation agent and Banc of America Securities LLC is co-manager. D.F. King & Co., Inc. (800 431-9643 or 212 269-5550) is information agent. JP Morgan Chase Bank is the depositary.

© 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.