Alltel subsidiaries tender for 6.65%, 7.6%, 8% notes

By Jennifer Chiou

New York, Oct. 15 - Alltel Corp. announced that its wholly owned subsidiaries, Alltel Communications Inc. and Alltel Ohio LP, began a tender offer and consent solicitation for their outstanding debt securities.

Affected notes include Alltel Communications's $38.98 million of 6.65% senior notes due 2008 and $52.97 million of 7.6% senior notes due 2009 as well as Alltel Ohio's $297.34 million of 8% notes due 2010.

The companies are also soliciting consents to amend the note indentures to eliminate or make less restrictive certain restrictive covenants and conditions to defeasance, as well as certain events of default.

On Aug. 29, Alltel shareholders voted to approve the company's purchase by TPG Capital and GS Capital Partners at a special meeting. The tender offer and solicitation are linked to the merger.

The consent deadline is 5 p.m. ET on Oct. 26. The tender offer expires at 8 a.m. ET on Nov. 13.

The companies said that they will determine the payouts using the 4 3/8% Treasury due Dec. 31, 2007 and a fixed spread of 25 basis points for the 6.65% notes, the 4½% Treasury due March 31, 2009 and 20 bps for the 7.6% notes and the 4 1/8% Treasury due Aug. 15, 2010 and 50 bps for the 8% notes.

The payouts will include a $30 consent payment for each $1,000 principal amount for those who tender by the consent deadline.

The companies will also pay accrued interest to but excluding the settlement date.

Pricing will be set at 2 p.m. ET on Nov. 7.

The offer is conditioned on the closing of the merger and receipt of valid tenders from holders of a majority of the notes.

Citi (800 558-3745) and Goldman, Sachs & Co. (877 686-5059) are the dealer managers. Global Bondholder Services Corp. is the depositary and information agent (866 540-1500).

Based in Little Rock, Ark., Alltel owns and operates the nation's largest wireless network and has 12 million wireless customers.

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