Skye CLO, Solar, Lunar skip solicitation; RBS wraps tender offer

By Jennifer Chiou

New York, Dec. 15 - Skye CLO 1 Ltd., Solar Funding I Ltd. and Lunar Funding I Ltd. announced that they will not move ahead with the consent solicitation to amend the terms and conditions of their notes so that Royal Bank of Scotland plc would have an option to buy the securities.

The meeting for the holders of the eight series of notes was to be held at 5 a.m. ET on Dec. 21.

At the same time, RBS said that it will hold the following notes on completion of its tender offer:

• €32 million of Skye's €35 million class A secured floating-rate credit-linked notes due 2019, with a purchase price of 99. This series had an unsuccessful tender amount of 0.25 and a mandatory purchase price adjustment of 0.50;

• €28.9 million of Skye's €50 million class B secured floating-rate credit-linked notes due 2019, with a purchase price of 97, an unsuccessful tender amount of 0.5 and a mandatory purchase price adjustment of 1.50;

• €5.5 million of Skye's €20 million class C deferrable interest secured floating-rate credit-linked notes due 2019, with a purchase price of 92.25, an unsuccessful tender amount of 0.75 and a mandatory purchase price adjustment of 2.75;

• €15,784,000 of Skye's €25 million class D deferrable interest secured floating-rate credit-linked notes due 2019, with a purchase price of 92, an unsuccessful tender amount of 1 and a mandatory purchase price adjustment of 4.25;

• €25 million of Skye's €27.5 million class E deferrable interest secured floating-rate credit-linked notes due 2019, with a purchase price of 89, an unsuccessful tender amount of 1.25 and a mandatory purchase price adjustment of 6;

• All of Lunar's €10 million series 2 secured asset-backed notes due 2019, with a purchase price of 133, an unsuccessful tender amount of 0.7 and a mandatory purchase price adjustment of 3.91;

• €47,300,285 of Skye's €52.5 million subordinated secured variable-rate credit-linked notes due 2019, for which the minimum purchase price was to be 25, with an unsuccessful tender amount of 1.5 and a mandatory purchase price adjustment of 9; and

• All of Solar's €7.7 million series 20 secured asset-backed notes due 2019, for which the minimum purchase price was to be 95.5, with an unsuccessful tender amount of 0.62 and a mandatory purchase price adjustment of 3.71.

The purchase prices in the tender offer were set through a modified Dutch auction. Holders will also receive accrued interest.

The offer and solicitation began on Nov. 28.

The company said that all of the Solar notes have been canceled.

RBS added that it will hold €5 million of Skye's combination notes due 2019, which is a controlling interest from the settlement date of the offer. The bank may exercise the call option for those securities.

Consent solicitation nixed

When the solicitation was announced, the three issuers were seeking to give RBS an option to buy all - but not some - of the notes from each series at any time up to Jan. 31.

Holders of Solar and Lunar notes ware also being asked to give instructions for voting the related notes issued by Skye in favor of the solicitation.

Noteholders could have participated on a competitive basis, in which case they had to include a tender price, or make non-competitive offers, allowing their notes to be bought at the purchase price.

The tender ended at 11 a.m. ET on Dec. 8. Settlement is earmarked for Jan. 4.

The dealer manager was Royal Bank of Scotland plc (+44 20 7085 5991, attention Ally Richardson or e-mail liabilitymanagement@rbs.com). The tender agent is Lucid Issuer Services Ltd. (+44 20 7704 0880, attention David Shilson or Yves Theis or e-mail rbs@lucid-is.com).

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