BMC Software gets needed consents for 7¼% notes due 2018

By Toni Weeks

San Luis Obispo, Calif., June 20 - BMC Software, Inc. received the needed consents to approve proposed amendments to the indenture governing the company's 7¼% senior notes due 2018, according to an 8-K filing with the Securities and Exchange Commission.

The consent solicitation began June 7 and ended at 5 p.m. ET on June 19. Consents may not be revoked.

The proposed amendments were being sought in connection with the merger plan with Boxer Parent Co. Inc., the filing said. Boxer was formed by a group of private equity firms.

The acquisition would constitute a change of control under the note terms, so the company sought consents from noteholders to amend the definition of "change of control." It needed consents from holders of at least a majority of the outstanding notes to pass the amendments.

The consent fee of $3.75 in cash for each $1,000 principal amount will be paid when all conditions, including the completion of the acquisition, have been satisfied. BMC said it currently anticipates the closing of the acquisition to occur in the third calendar quarter of 2013.

Holders needed to be of record as of 5 p.m. ET on June 6 to participate in the solicitation.

Credit Suisse Securities (USA) LLC (800 820-1653 or collect 212 538-2147) was the solicitation agent. D.F. King & Co., Inc. (800 967-5550, for banks and brokers call 212 269-5550, fax 212 809-8838 and confirmation at 212 709-3328) was the information and tabulation agent. Wells Fargo Bank, NA is the trustee.

The software company is based in Houston.

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