DigitalGlobe extends tender offer for 10½% notes, changes pricing

By Angela McDaniels

Tacoma, Wash., Oct. 3 - DigitalGlobe, Inc. extended the tender offer and consent solicitation for its $355 million of 10½% senior secured notes due 2014 and revised the pricing terms, according to a company news release.

The consent payment deadline was extended to 5 p.m. ET on Oct. 11 from 5 p.m. ET on Oct. 4, and the tender offer expiration was extended to midnight ET on Oct. 25 from midnight ET on Oct. 19.

The company will pay $1,110.55 for each $1,000 principal amount of notes. This includes a consent payment of $30.00 for each note tendered by the consent payment deadline.

DigitalGlobe will also pay accrued interest up to but excluding the settlement date.

Before the offer was revised, the purchase price was going to be the sum of the present value of $1,052.50 on May 1, 2012, the redemption date, and the present value of the interest that would accrue with respect to that date determined using the yield to maturity of the 1% Treasury due April 30, 2012 plus 50 basis points, minus the accrued interest from the most recent interest payment date for the notes to Oct. 7.

The amount of the consent fee is unchanged.

The company is soliciting consents to authorize the elimination of most of the restrictive covenants and some of the events of default contained in the note indenture and the appointment of a new collateral agent under the security documents governing the notes. Holders who tender their notes must deliver consents and vice versa.

The settlement date is expected to be Oct. 12 for notes tendered by the consent payment deadline and Oct. 26 for the remaining tendered notes.

As of 5 p.m. ET on Sept. 30, holders had tendered $50.4 million of notes, which is 15.2% of the outstanding principal amount.

Proceeds from the company's proposed $600 million senior secured credit facility will be used to fund the tender offer and for general corporate purposes, including stock repurchases and acquisitions.

The offer is subject to completion of the new debt financing and a majority of notes being tendered.

The dealer managers are Morgan Stanley (800 624-1808 or call collect 212 761-1057) and J.P. Morgan (800 245-8812 or call collect 212 270-1200). The depositary is U.S. Bank NA, and the information agent is i-Deal, LLC (888 593-9546 or call collect 212 849-5000).

DigitalGlobe is a Longmont, Colo.-based provider of high-resolution earth imagery products and services.

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