Colombia's Transtel Intermedia ends exchange offer for 12% notes

By Jennifer Chiou

New York, May 22 - Transtel Intermedia SA said it obtained tenders for $163.43 million, or 96.1%, of its 12% senior notes due 2016 in the private exchange offer and consent solicitation for the notes.

As previously noted, the company offered one new unit for each $100,000 principal amount of notes. Each unit consists of $100,000 or the peso-equivalent of $100,000 principal amount of new senior secured amortizing step-up notes due 2016 and 100 warrants to purchase shares of common stock.

The new warrants will expire on Dec. 1, 2016, and each new warrant will entitle holders to purchase fully paid and non-assessable shares at an exercise price of 1 Colombian peso per share.

As already announced, the company made previous changes to the offer that included:

• Making certain amendments to documentation relating to the indentures of the existing notes, the 12.5% senior secured convertible notes due 2008, the warrant agreement, the security documents relating to the existing notes and certain other documentation; and

• Waiving some events of default relating to the 12.5% convertibles and the existing notes.

The offer ended at 5 p.m. ET on May 20, previously extended from May 15 and May 1.

The deadline before that was April 13. As of 5 p.m. ET on May 12, investors had tendered $119.9 million of notes, up from $58.9 million of notes on April 13, $58.8 million on March 27, $58.4 million on March 13, $58.2 million on Feb. 20, $58.3 million on Feb. 13, $56.3 million on Feb. 6 and $44.5 million on Jan. 30.

The offer began on Jan. 23.

The company was also soliciting consents to delist the 12% notes from the Euro MTF, the alternative market of the Luxembourg Stock Exchange, and to make some amendments to the indenture governing the notes.

The offer was conditioned on the receipt of tenders for at least 95% of the notes.

HSBC Bank USA, NA was the exchange agent. Morgan Stanley & Co. Inc. (800 624-1808 or call collect 212 761-1864) was the dealer manager and solicitation agent.

The company is a privately held fixed-line telecommunications service provider based in Cali, Colombia.

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