Mariner Energy to redeem 10.5% notes

New York, June 23 - Mariner Energy, Inc. said it will redeem its $100 million 10.5% senior subordinated notes on Aug. 1.

The Houston oil and gas exploration company will redeem the notes at par plus accrued interest.

Mariner will fund the redemption with proceeds from the sale of its Falcon and Harrier projects in the first quarter of 2003.

TransWorld announces 98.75% noteholder participation in 12% '05 notes exchange offer

New York, June 23 - TransWorld Corp. said that as of 5 p.m. ET on June 19, total participation in its previously announced offer to exchange all of its 12% senior secured notes due 2005 for either common stock or variable-rate promissory notes was 98.75%; it said $18.45 million principal amount of the notes had been tendered for shares of the company's common stock and $1.3 million principal amount had been tendered for its promissory notes due 2010 for a total of $19.75 million out of the $20 million of outstanding 12% notes.

The company said that based on the tenders to date and assuming that the results of the note exchange offer do not change as of the current expiration date (June 26), the number of shares of common stock to be issued at the closing of the note exchange offer will be 24,550 per $1,000 principal amount on notes tendered.

As previously announced, TransWorld, a New York-based owner and operator of three casinos in the Czech Republic, said on May 15 that it had begun an offer to exchange stock shares or replacement promissory notes for its $20 million of 12% notes.

Under the terms of the exchange offer as initially announced, each $1,000 of the 12% notes validly tendered and not withdrawn would be exchanged for either 22,640 shares of the company's common stock (this was subsequently raised) or for $1,000 principal amount of replacement notes, at the noteholder's option. The company said the new notes will pay 6% interest for the first three years, 9.3% in the fourth year and 10% after that. They mature after seven years.

TransWorld said that if the noteholders exchange all of their notes for shares of the company's common stock, it would reduce its long-term debt to $2.8 million from $21.1 million as of Dec. 31, 2002.

Noteholders would own 95.9% of the company's common stock.

The company originally set 5 p.m. ET on June 11 as the expiration date (this was subsequently extended). The offer requires that 100% of the noteholders tender and that at least 92% of the principal amount of the outstanding notes be tendered for shares of the company's common stock.

Of the accrued and unpaid interest on the notes, $2.5 million will be paid by as new three-year 8% promissory interest notes to those tendering noteholders who did not receive it previously. The remainder and all unpaid penalties totaling $4 million as of Dec. 31, 2002 will be cancelled.

Interest on the replacement notes will accrue at 6% per year for the first three years, half of which will be payable in cash annually while the other half will accrue and be payable at maturity; and at the rate of 9.3% for year four and at the rate of 10% for the last three years, each of which will be payable annually.

The replacement notes will be subordinated to the interest notes and will rank equally with all other debt of the company unless otherwise requested by a financial institution lender, in which case they will be subordinated to that senior debt of the company.

TransWorld may redeem the replacement notes at any time at par plus accrued and unpaid interest.

On June 11, TransWorld (in addition to extending the offer to 5 p.m. ET on June 26) raised the amount of common stock it was offering to its noteholders in exchange for their notes.

It said that $18.450 million principal amount of the $20 million of outstanding 12% notes had been tendered for shares of the stock as of 5 p.m. ET on June 10, and another $1 million principal amount had been tendered for the promissory notes due 2010.

Accordingly, because less than 100% of the notes had been tendered for shares of common stock, TransWorld said it would increase the number of shares of common stock to be issued to each noteholder who tendered for common stock, by 1,910 shares.

It said that assuming that the results of the note exchange offer do not change as of the revised expiration date, the number of shares of common stock to be issued at the closing of the note exchange offer for each $1,000 principal amount of the notes would increase from 22,640 to 24,550.

The company said it planned to notify each noteholder directly of these matters.

Nextel Partners gets requisite consents in 14% '09 notes tender offer

New York, June 23 - Nextel Partners, Inc. (Caa1/CCC+) said that the consent solicitation connected with its previously announced tender offer for its 14% senior discount notes due 2009 expired as scheduled at 5 p.m. ET on June 20 without extension.

The company has accepted for purchase $375.8 million aggregate principal amount at maturity of the 14% notes (about 94% of the outstanding amount) which had been tendered by that now-expired consent deadline.

Nextel Partners paid aggregate total consideration of $398.1 million for those notes.

The notes were purchased with most of the net proceeds from the company's private placement sale of new 8 1/8% senior notes due 2011, which priced on June 16 and which officially closed Monday June 23.

Nextel Partners also said that it had received the consents necessary to approve previously announced amendments in the indenture governing the 14% notes.

The tender offer will continue through its scheduled expiration on July 10, subject to possible extension.

As previously announced, Nextel Partners - a Kirkland, Wash.-based company that markets Nextel Communications Inc. (B3) branded wireless service - said on June 11 that it had begun its cash tender offer and consent solicitation for its 14% notes.

It set the now expired consent deadline of 5 p.m. ET on June 20, and said the offer would expire at 5 p.m. ET on July 10, subject to possible extension.

Nextel Partners said that it would pay $1,059.35 per $1,000 principal amount at maturity of the notes validly tendered by the consent deadline and accepted for payment, which would include a consent payment of $25 per $1,000 principal amount.

For notes tendered after the consent date but before the expiration deadline, the company will pay $1,034.35 per $1,000 principal amount at maturity.

Nextel Partners said it would fund the tender with an offer of $425 million of new senior notes and available funds (the Rule 144A offer, which priced on June 16, was upsized to $450 million).

In connection with the tender offer, Nextel Partners said it would also solicit consents to amend the indenture to the 14% notes to eliminate substantially all restrictive covenants and certain events of default.

The company said the tender would be subject to the now fulfilled condition of the company receiving the requisite consents to the amendments, and the now-fulfilled financing condition.

Credit Suisse First Boston (800 820-1653 or 212 538-8474, attention: Liability Management Group) and Morgan Stanley (800 624-1808 or 212 761-1123, attention: Jeff Kelly) are dealer managers and Mellon Investor Services (800 522-6645 or 917 320-6286) is information agent.

Maxim/Anthony Crane extends exchange offer for 10 3/8% '08 notes, 13 3/8% '09 debentures

New York, June 16 - Maxim Crane Works (C) again extended its previously announced exchange offer and consent solicitation for the 10 3/8% senior notes due 2008 of its Anthony Crane Rental, LP and Anthony Crane Capital Corp. subsidiaries and the 13 3/8% senior discount debentures due 2009 of Anthony Crane Rental Holdings, LP and Anthony Crane Holdings Capital Corp, the name under which Maxim formerly did business.

The offer has now been extended to 12:01 a.m. ET on June 28, subject to possible further extension, from the prior deadline of 12:01 a.m. ET on June 21.

The company said that holders of 94.2% of the senior notes and all of the senior discount debentures had delivered their waivers and consents, unchanged from previously announced holder participation levels.

As previously announced, the Pittsburgh-based crane rental company is offering new notes in exchange for its senior discount debentures; the new notes would initially pay 12 5/8% annual interest on a PIK (payment-in-kind) basis through Feb. 1, 2004. After that, interest would accrue at the annual rate of 9 3/8% and would be paid in cash.

It also said that its Anthony Crane Rental LP subsidiary had begun a similar offer to exchange new 9 3/8% senior notes due 2008 for its outstanding 10 3/8% senior notes due 2008.

Maxim originally said that it would pay holders of its senior notes a total $1.8 million as a consent fee, although it subsequently raised that to $2.21 million; it will pay a total consent fee to holders of its senior discount debentures of $190,000.

The depositary for the exchange offer is U.S. Bank NA.

Autopistas del Sol extends APE solicitation, tender offer

New York, June 23 - Autopistas del Sol SA said it is extending its solicitation from holders of its 9.35% series A senior notes due 2004 and series B senior notes due 2009 and other unsecured debt of powers of attorney in favor of an attorney-in-fact to execute a consent to an acuerdo preventivo extrajudicial.

The solicitation now ends at 5.00 p.m. ET on July 3 unless further extended.

Autopistas del Sol also said it is extending its offer to spend up to $18 million to purchase for cash part of its existing debt through a modified dutch auction to 5.00 p.m. ET on July 3.

As of 5.00 p.m. ET on June 20, $202 million principal amount of debt had been tendered in the APE solicitation and $5 million in the cash tender offer.

The information agent D.F. King & Co., Inc. (212 493-6920).

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