Elan subsidiaries tender, seek consents for two series of 8¾% notes

By Susanna Moon

Chicago, Sept. 24 - Elan Corp., plc said its wholly owned subsidiaries, Elan Finance plc and Elan Finance Corp., began a cash tender offer for their outstanding $472.1 million of 8¾% senior notes due 2016 issued on Oct. 2, 2009 and $152.4 million of 8¾% senior notes due 2016 issued Aug. 17, 2010.

The total purchase price will be $1,093.34 per $1,000.00 principal amount of each series of notes tendered by 11:59 p.m. ET on Oct. 5, the consent payment deadline.

The total payment includes a consent premium of $40.00 per $1,000.00 of notes.

The issuers also are soliciting consents from holders to amend the notes to eliminate or modify substantially all restrictive covenants and events of default.

Holders who tender their notes will be deemed to consent to the proposed amendments, and they may not deliver consents without tendering their notes.

The tender offer will end at 11:59 p.m. ET on Oct. 22.

Those who tender their notes after the consent deadline will receive only the tender offer payment of $1,053.34 per $1,000.00 of notes.

Holders also will receive accrued interest to but excluding the settlement date.

The company said it may settle notes tendered by the consent deadline before the offer ends and will settle notes tendered after the consent date the first business day after the offer expires.

The issuers plan to redeem any notes that remain outstanding after the tender offer at a redemption price of 108.75% of par plus accrued interest to but excluding the redemption date, according to a press release by Elan.

The tender offer and consent solicitation is conditioned on a financing with proceeds to be used to fund the offer.

Morgan Stanley (800 624-1808 or collect 212 761-1057) is the dealer manager for the tender offer and consent solicitation. D.F. King & Co., Inc. (800 431-9645 or banks and brokers 212 269-5550) is the information agent.

Elan is a neuroscience-based biotechnology company based in Dublin.

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