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Published on 3/4/2010 in the Prospect News High Yield Daily.

Goodyear gets tenders for 40.3% of 7.857% notes in exchange offer

By Jennifer Chiou

New York, March 4 - Goodyear Tire & Rubber Co. announced the receipt of tenders from holders of $262 million of notes in its exchange offer for its $650 million principal amount of 7.857% notes due 2011.

The tendered notes amount to 40.3% of the securities.

In exchange, the company said it will issue about $282 million of a new series of 8¾% notes due 2020. Settlement is slated for March 5.

The exchange offer and consent solicitation expired at 11:59 p.m. ET on March 2. The offer began on Feb. 2.

Goodyear was also soliciting consents from the noteholders to delete many of the restrictive covenants and some events of default in the indenture governing the notes. Holders could not deliver consents to the proposed amendments without tendering their notes and vice versa.

The company noted that the proposed amendments will not be adopted.

For each $1,000 principal amount of notes tendered, holders will receive $1,080 principal amount of new notes as well as a cash payment for accrued interest up to but excluding the settlement date.

The new notes will be senior unsecured obligations of Goodyear and will be guaranteed on a senior unsecured basis by some of the company's subsidiaries. The old notes are not guaranteed by any Goodyear subsidiaries.

Goodyear said it was conducting the offer in order to extend the maturity of a portion of its debt coming due in 2011.

The completion was subject to some conditions, including the receipt of tenders for at least $260 million principal amount of notes. The offer was not conditioned on Goodyear's receipt of the consents necessary to make the proposed amendments.

Citi (212 723-6106) was the dealer manager and solicitation agent, and Global Bondholder Services Corp. (866 924-2200) was the information agent and exchange agent.

Goodyear is a tire company based in Akron, Ohio.


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