Ferrellgas Partners tender for 9 3/8% '06 notes

Ferrellgas Partners, LP (B1) said on Monday (July 1) that it was beginning a tender offer for all of its $160 million of outstanding 9 3/8% senior secured notes due 2006, as well as related solicitation of noteholder consents to proposed indenture changes. Ferrellgas, a Liberty, Mo.-based retail marketer of propane gas (second-largest in the U.S.) said that the tender offer will expire at 9 a.m. ET on July 30, while the consent solicitation deadline will be 5 p.m. ET on July 16, with both deadlines subject to possible extension. The company set the total consideration for its offer at $1,032.50 per $1,000 principal amount of the notes tendered, plus accrued and unpaid interest up to, but not including, the payment date. The total consideration will include a consent payment of $1.25 per $1,000 principal amount, payable to those holders who validly tender their notes by the consent deadline, and who do not subsequently withdraw them, thus giving their consent to the proposed indenture changes which will, among other things, eliminate specified obligations, covenants and events of default in the notes and the indenture governing the notes. The company said it will not accept tenders of notes up to the consent deadline unless they are also accompanied by a valid consent to the indenture changes, while a consent will not be accepted unless a valid tender of the notes also accompanies it.

The company said that the tender offer and consent solicitation is conditioned upon, among other things, the receipt by Ferrellgas of proceeds from a public offering of new senior notes sufficient to pay the principal amount of the notes being purchased, plus, to the extent that proceeds will be available, accrued interest and all related premiums, costs and expenses, on terms and conditions satisfactory to Ferrellgas. Credit Suisse First Boston Corp. (call 800 820-1653 or 212 538-8474) is acting as dealer manager in connection with the tender offer and consent solicitation. The information agent for the tender offer is Georgeson Shareholder Communications Inc. (call 800 645-7638 or 212 440-9800).

Anchor Gaming gets requisite consents in 9 7/8% '08 note tender

Anchor Gaming (Ba3/BB) said Monday (July 1) that it had received consents to proposed indenture changes from the holders of more than 99% of its outstanding 9 7/8% senior subordinated notes due 2008 as part of its previously announced tender offer for the notes and related solicitation of noteholder consents to the indenture changes. The consent solicitation portion of the tender offer expired as scheduled at 5 p.m. ET on June 28, without extension. Tendered notes may no longer be withdrawn and tendered consents may no longer be revoked, except as described in the official Offer to Purchase and Consent Solicitation. Anchor said that in conjunction with the notes' indenture trustee, it had executed and delivered a supplemental indenture incorporating the amendments. Those amendments will not become operative, however, unless and until Anchor accepts the notes for purchase under terms of the pending tender offer. If the amendments become operative, holders of all of the notes remaining outstanding will be bound by them.

AS PREVIOUSLY ANNOUNCED: Anchor Gaming, a Las Vegas-based maker of slot machines and other forms of gaming technology was acquired last year by its Reno, Nev.-based rival, International Game Technology (Ba1/BBB-), in a deal which closed on Dec. 31, 2001, and which triggered a change-of-control offer to its bondholders to purchase all of its outstanding 9 7/8% notes at a price of 101% of the principal amount ($1,010 per $1,000 principal amount) plus accrued and unpaid interest up to the expiration of the order . Anchor said on Feb. 14 that it had completed its change-of- control offer to, but also said that as of the offer's expiration at 5 p.m. ET on Feb. 6, none of those notes had been tendered to the company under the offer, and no payments were made on the Feb. 11 payment date. Anchor's change-of-control offer had begun on Jan. 7, when details were sent to the noteholders, but no public announcement of the offer was made at the time the offer began. On May 14, IGT said in a Securities and Exchange Commission 10-Q filing that it had bought back a total of $42.2 million of notes during April, including $25 million face value of Anchor Gaming's 9 7/8% notes, which were purchased at an average price of 111.75. IGT also said that it had repurchased $17.2 million face value of its own 8 3/8% senior notes due 2009 at an average price of 105. On June 17, Anchor Gaming said that it had begun a cash tender offer and consent solicitation for all of the remaining outstanding 9 7/8% notes (out of the $250 million originally sold in October 2000). It said the tender offer would expire at 11:59 p.m. ET on July 15, while the consent solicitation portion would expire at 5 p.m. ET on June 28, with both deadlines subject to possible extension. The total consideration to be offered in the tender offer and the consent solicitation will be determined two business days prior to the expiration date of the tender offer (July 11 is the tentative pricing date). The consideration will be based on a fixed 75-basis point spread over the yield to maturity on the reference security, the 6% U.S. Treasury Note due Aug. 15, 2004, plus accrued and unpaid interest. The total consideration will include a consent payment of $30 per $1,000 principal amount of the notes, which will be payable only to noteholders tendering their notes and thus providing their consents to proposed indenture changes (which would eliminate substantially all restrictive covenants in the indenture) before the consent solicitation deadline. Anchor said noteholders could not tender their notes without delivering the consent and could not deliver a consent without tendering their notes. Holders tendering their notes after the consent solicitation expiration date will not be entitled to receive the consent payment as part of their consideration. Payment for validly tendered notes is expected to be made on the first business day following the expiration date of the offer (July 16 is the tentative settlement date). Anchor said the tender offer would be subject to certain conditions, including the valid tender of notes and delivery of consents by the holders of at least a majority of the outstanding notes. Merrill Lynch, Pierce, Fenner and Smith Inc. (call 888 654-8637 or 212 449-4914) is the dealer manager and solicitation agent for the current tender offer and the consent solicitation. The information agent is D.F. King & Co, Inc. (call 800 431-9643 or 212 269-5550)

© 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.