Anteon gets consents from 12% noteholders

New York, Dec. 8 - Anteon International Corp. (B2/B-) said that it had received a sufficient number of consents to proposed indenture changes from the holders of its 12% senior subordinated notes due 2009, as part of its previously announced tender offer for the notes and related consent solicitation.

The company said that as a result of having obtained the required consents by the now-expired Dec. 5 consent deadline, it executed and delivered a supplemental indenture incorporating the desired amendments, which will only become operative when all validly tendered notes are purchased under the terms of the tender offer.

The tender offer itself meanwhile continues and is scheduled to expire on Dec. 19, subject to possible extension.

As previously announced, Anteon, a Fairfax, Va.-based information technology and systems engineering and integration company, said on Nov, 20 that it had begun a tender offer and consent solicitation for all of its $75 million of outstanding 12% notes.

It set a now-expired consent deadline of 5 p.m. ET on Dec. 5 and set 12 a.m. ET on Dec. 19 as the expiration deadline, subject to possible extension.

Anteon said that under the terms of the tender offer, the consideration to be paid for the notes will be calculated on the third business day before the tender offer expires (currently Dec. 16, subject to possible extension), based on a formula using the yield of the 3.25% U.S. Treasury note due May 31, 2004 plus 100 basis points. The total consideration includes a consent payment of $20 per $1,000 principal amount for those notes tendered by the consent deadline - the company was seeking noteholder consents to eliminating substantially all of the restrictive covenants and certain events of default under the indenture for the notes, and for certain other amendments.

Holders tendering after the consent deadline will receive the tender offer consideration but not consent payment.

Closing of the tender offer is subject to: the closing by Anteon of certain amendments to its existing credit facility, the proceeds of which will be used in part to pay for the tender offer and consent solicitation; the receipt of the required consents from the holders of notes; and other customary conditions.

Credit Suisse First Boston LLC is the dealer manager and solicitation agent for the tender offer and consent solicitation (call Liability Management Group at 800 820-1653 or 212 538-4807). D.F. King & Co., Inc. is the information agent (212 269-5550 or 888 644-6071).

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