Sensus USA begins tender offer, consent solicitation for 8 5/8% notes

By Angela McDaniels

Tacoma, Wash., April 12 - Sensus USA Inc. began a tender offer for its $275 million of 8 5/8% senior subordinated notes due 2013, according to a company news release.

The company is also soliciting consents to proposed amendments to the indenture governing the notes that would eliminate substantially all of the restrictive covenants, some repurchase rights and some events of default and related provisions.

The payment on offer is $1,019.38 per $1,000 principal amount of notes. This includes a consent payment of $30.00 for each note tendered by 5 p.m. ET on April 25, the consent time.

The company will also pay accrued interest up to but excluding the settlement date, which will be before the offer expiration for notes tendered by the consent time.

The tender offer will expire at midnight ET on May 9.

Sensus plans to enter into new senior secured credit facilities and to use borrowings under the facilities plus cash on hand to fund the tender offer. The company will hold a meeting of prospective lenders on April 14 to discuss the new facilities, which would also refinance and replace existing senior secured credit facilities.

The company said it anticipates calling for redemption any notes that remain outstanding following the tender offer.

The completion of the tender offer is conditioned on the timely receipt of consents from the holders of at least a majority of the outstanding notes and the completion of the proposed financing arrangements described above.

The dealer managers and solicitation agents are Credit Suisse Securities (USA) LLC (800 820-1653 or 212 325-5912) and Goldman Sachs & Co. (800 828-3182 or 212 902-5128). The information agent is Global Bondholder Services Corp. (212 430-3774 or 866 294-2200).

Sensus makes technologies for the energy and water industries and is based in Raleigh, N.C.

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