J. Crew Group completes exchange offer and consent solicitation

J. Crew Group, Inc. said Friday (May 2) that its offer to exchange new 16% senior discount contingent principal notes due 2008 of J. Crew Intermediate LLC for all of its outstanding 13 1/8% senior discount debentures due 2008 and a related consent solicitation aimed at eliminating most of the restrictive covenants in the indenture governing the existing debentures had expired as scheduled.

The New York-based clothing retailer said that as of 12:01 a.m. ET Friday, a total of approximately $120.3 million in aggregate principal amount of the existing debentures, or about 85% of the outstanding amount, had been tendered in the exchange offer and consent solicitation.

J. Crew has advised the exchange agent for the exchange offer and consent solicitation, U.S. Bank National Association, that all validly tendered existing debentures have been accepted for exchange in the exchange offer and consent solicitation and that all of the conditions to the exchange offer and consent solicitation have been satisfied.

It said that the indenture governing the new notes is expected to be executed by J. Crew and U.S. Bank NA, as trustee, and the exchange of new notes for existing debentures is expected to take place on Tuesday (May 6).

Accrued interest on the existing debentures that were not tendered in the exchange offer is expected to be paid on May 6, together with interest thereon at an annual rate of 13 1/8% from April 15 through the settlement date.

Credit Suisse First Boston LLC acted as dealer manager for the exchange offer and consent solicitation. Mellon Investor Services LLC acted as information agent in connection with the exchange offer and consent solicitation.

Acindar amends and extends 11 ¼% '04 notes and dollar-debt tender offer

Acindar Industria Argentina de Aceros SA said on Friday (May 2) that it had amended and extended its previously announced modified dutch auction tender offer for its 11¼% notes due 2004 and certain other dollar-denominated debt, increasing the total amount it plans to spend on the offer to $30 million from the originally announced $20 million.

The company said that the offer amount was increased to permit a greater number of the Acindar's creditors to participate in the tender offer and to provide the company with increased flexibility in conducting such offer.

The tender offer expiration deadline and the early tender deadline were also both extended to 12 p.m. ET on May 16 from, subject to possible further extension, from the previously announced May 12 deadlines.

Other terms of the offer are unchanged from what was previously announced.

Acindar said that as of 5 p.m. ET on May 1 holders of approximately US$24.3 million aggregate principal amount of notes and dollar debt had tendered in the offer, unchanged from the amount announced on April 28, when the offer had been previously extended.

Credit Suisse First Boston LLC (call 212-538-8474 or 800 820-1653) is dealer manager for the offer. The depositary is JPMorgan Chase. Georgeson Shareholder (banks and brokers call 212-440-9800, others in North America call 800 368-2245, others in Europe and Latin America call +39 06 42 171 777) is information agent.

AS PREVIOUSLY ANNOUNCED: Acindar, a Buenos Aires, Argentina-based steel company, on April 10 announced a tender offer to purchase its 11¼% notes due 2004 and certain other dollar-denominated debt, including debt held by the International Finance Corp. and commercial banks, and said that it would spend up to $20 million in the offer.

It initially set an expiration deadline for the offer for 5 p.m. ET on May 9 and an early tender deadline of April 25, with both deadlines subsequently extended.

The company said that the tender offer would be structured as a modified dutch auction, under which holders of notes or debt may make offers within a price range from $450 to $650 per $1,000 principal amount. Tender prices within the price range must be in multiples of $10.

Acindar said that it would accept notes and dollar debt validly tendered in the offer in the order of the lowest to the highest tender prices, specified by holders within the price range, and would select the lowest price that would enable the company to purchase notes and dollar debt for the $20 million total.

In addition, Acindar offered an early tender payment for holders who validly tender and do not withdraw notes or dollar debt prior to the early tender deadline, saying that should the offer be completed and the notes and dollar debt purchased, such holders would receive an extra $50 per $1,000 principal amount.

The company said that notes and dollar debt tendered in the offer could not be withdrawn unless Acindar extends the expiration date until after June 9, or makes an amendment to the offer that is adverse to any holder that has tendered notes or dollar debt in the offer.

Acindar will not pay any accrued and unpaid interest on any notes or dollar debt that are tendered for purchase.

Acindar said it will pay soliciting dealers named in a letter of transmittal a retail solicitation fee of $5 per $1,000 of notes or dollar debt tendered by the holder and accepted in the offer. It said that as of April 7, the principal amount of notes and dollar debt outstanding was $277 million, which includes $100 million of notes and $177 million of dollar debt.

Acindar said it is currently involved in discussions with an ad hoc committee of its creditors about a restructuring of its debt. The tender offer would take place prior to the proposed restructuring.

On April 28, Acindar extended the tender offer deadline to 12 p.m. ET on May 12 from the originally announced 5 p.m. ET on May 9, and also extended the early tender date to 12 p.m. ET on May 12 (thus coinciding with the offer expiration), pushed back from the original April 25 deadline. Both deadlines are subject to possible further extension. The company said that as of 5 p.m. ET on April 25, holders of $24.3 million aggregate principal amount of notes and dollar debt had tendered.

Multicanal extends solicitation, tender offer

Multicanal SA said it extended its consent solicitation and cash tender offer to 5.00 p.m. ET on May 9 from May 1.

Covered by the solicitation and the tender are Multicanal's 9¼% notes due 2002, 10½% notes due 2007, 13.125% series E notes due 2009, series C 10½% notes due 2018 and series J floating-rate notes due 2003. The tender offer also applies to the Buenos Aires, Argentina company's bank debt.

Multicanal said that as of 5.00 p.m. ET on May 1 holders of $289.97 million or 55% of the existing debt (notes plus bank debt) had either tendered or agreed to participate in the consent solicitation, up from of $280.4 million or 53.2% on April 22. Of this $147.6 million was for the tender offer and $142.4 million for the solicitation, up from $138.1 million and $142.4 million respectively on April 11.

Under the tender offer, Multicanal is offering to buy its existing debt - notes or bank debt - at $300 per $1,000 principal amount in cash.

The solicitation is for consent for powers of attorney in favor of an attorney-in-fact to execute an acuerdo preventive extrajudicial (APE).

On approval of the APE by the bankruptcy court, holders who accept the solicitation will receive for each $1,000 principal amount of existing debt, at the holder's option either $1,000 principal amount of 10-year step-up notes or $315 principal amount of either 7% seven-year notes or seven-year floating rate. Holders will also receive 598 shares of class C common stock.

Multicanal is seeking to exchange approximately $100 million principal amount of its existing debt for $100 million of 10-year notes, $157.4 million principal amount of its existing debt for $102.3 million of its seven-year notes (either fixed or floating) and capitalize approximately $167.4 million principal amount of existing debt.

Multicanal will not pay any accrued and unpaid interest (including default interest and additional amounts, if any) on existing debt that is exchanged or capitalized under the APE.

The information agent for the cash tender offer and the APE solicitation is D.F. King & Co., Inc. (212 493-6920); the depositary is JPMorgan Chase Bank (212 623-5162).

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