Innova sets pricing in tender for 9 3/8% notes

New York, April 27 - Innova, S de RL de CV announced pricing in its cash tender offer for all $300 million of its 9 3/8% senior notes due 2013, according to a 6-K filing with the Securities and Exchange Commission.

The company will pay $1,123.29 per each $1,000.00 principal amount of notes, including the $20.00 per $1,000 consent payment which will be paid to all who tender.

As of 5 p.m. ET on April 21, holders had tendered $281.3 million or 93.8% of the notes. The offer was scheduled to expire at 11:59 p.m. ET on April 25.

Innova noted that the response was sufficient to approve changes to the indenture.

At the previous announcement on April 10, Innova increased the size of the tender to all $300 million from $195 million originally.

Innova also it again extended the offer, this time to 11:59 p.m. ET on April 25. The deadlines previously were 11:59 p.m. ET on April 11 and April 10.

The consent solicitation was also extended to 11:59 p.m. ET on April 25 from 5 p.m. ET on March 27.

The Mexico City provider of satellite television services is soliciting consents to amend the notes' indenture to eliminate Innova's requirement to file reports and other information with the SEC.

For each $1,000 principal amount of notes, the company said it will base its payout on the yield to Sept. 19, 2008, the earliest redemption date for the notes, discounted using the yield to maturity of the 3 1/8% Treasury due Sept. 15, 2008 and 75 basis points. The payout includes a $20.00 consent payment that will now be paid for all tendered securities.

Pricing was calculated at 2 p.m. ET on April 21.

Innova noted it will also pay accrued interest up to but excluding the settlement date.

The company said it is seeking to reduce its overall interest expenses.

Innova said it intends to finance the offer with borrowings under a Ps. 2.1 billion 10-year bank loan that bears interest at 8.74% with Banco Nacional de Mexico, SA and cash on hand.

The company began the offer on March 14.

Citigroup Corporate and Investment Banking is the dealer manager and solicitation agent (800 558-3745 or call collect 212 723-6108). Global Bondholder Services Corp. is the information agent (866 470-3800 or call collect 212 430-3774).

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