DriveTime gets tenders, consents for 71.46% of 12 5/8% notes due 2017

By Susanna Moon

Chicago, June 3 - DriveTime Automotive Group, Inc. and DT Acceptance Corp. obtained the needed consents to amend the $250 million outstanding 12 5/8% senior secured notes due 2017.

As a result, the company entered into a supplemental indenture to amend the notes, including the release of the collateral, according to a press release.

As of 5 p.m. ET on June 2, the consent date, investors had tendered $178.64 million principal amount, or 71.46%, of the outstanding notes, and the company accepted the tendered notes for purchase.

The early settlement occurred concurrently on Tuesday with the closing of the company's private offering of $400 million principal amount of 8% senior secured notes due 2021.

The tender offer will continue until 12:01 a.m. ET on June 17. The offer began May 19.

As previously announced, the total price per $1,000 principal amount of notes will be $1,071.25, which includes a consent payment of $30.00 to holders who tender their notes by the early deadline.

Holders who tender after the early tender deadline will receive the total amount less the consent payment.

The company also will pay accrued interest to but excluding the payment date.

Tendered notes may no longer be withdrawn, as of the early tender date.

The proposed amendments will eliminate restrictive covenants and the collateral securing the obligations of DriveTime and its subsidiary guarantors under the notes.

DriveTime was seeking consents to all of the proposed amendments to the indenture and the security documents and the release of collateral as a single proposal, and the company needed the consent of holders of at least 66 2/3% in aggregate principal amount of the outstanding notes.

Holders were not permitted to tender their notes without delivering consents or deliver consents without tendering their notes.

The tender offer and consent solicitation are subject to a financing condition, which has now been satisfied.

Wells Fargo Securities, LLC (866 309-6316 or 704 410-4760) is dealer manager and solicitation agent. Global Bondholder Services Corp. (212 430-3774 or 866 470-3800) is the tender agent and information agent.

DriveTime is a Phoenix-based used vehicle retailer that focuses on sales and financing services to the subprime market.

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