Aegis holders may convert, redeem £190.6 million 2.5% convertibles

By Toni Weeks

San Luis Obispo, Calif., March 28 - The acquisition of Aegis Group plc by Dentsu Inc. became effective on March 26, resulting in a change of control for the £190.6 million of 2.5% guaranteed convertible bonds due 2015 issued by Aegis Group Capital (Jersey) Ltd. According to a company filing with the London Stock Exchange, the entire issued share capital of Aegis is now owned by Dentsu.

As a result, bondholders may convert their bonds during the change-of-control period, which begins Thursday and runs through May 27, at the change-of-control exchange price of £1.3912. The exchange price immediately prior to the change of control was £1.5926, according to the notice.

Bondholders may also require redemption of their Aegis convertible bonds during the change-of-control period. The change-of-control put date is June 14.

The company noted that the closing price of ordinary shares on the London Stock Exchange as of March 25 was 239.8p per share.

As previously reported, Dentsu made a cash offer on March 14 to purchase the convertibles. The offer will expire at 1 p.m. ET on April 11, according to a previous news release.

Dentsu announced that based on a conversion price of £1.3912, the change-of-control amount is £172,512.00 per £100,000 principal amount of Aegis convertible bonds.

The offer amount is £173,762.00 per £100,000 principal amount of convertibles, provided that settlement of the cash offer occurs by April 19.

Aegis is a media and digital communications group based in London. Dentsu is a Tokyo advertising and public relations company.

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