USG concurrently settling tender, bond offers under new SEC ruling

By Lisa Kerner

Charlotte, N.C., Feb. 17 – USG Corp. is the first company to concurrently settle tender and bond offers under the Securities and Exchange Commission’s recent ruling on five-day tender offers, according to a market source.

On Tuesday, USG announced a cash tender offer to buy all of its $350 million of 8 3/8% senior notes due 2018. The company also priced a private offering of $350 million of its 5½% senior notes due 2025 on the same day, according to a news releases.

Both offers are expected to close on Feb. 24.

Unlike traditional tender offers, USG’s eliminates the early tender premium.

USG said all or a portion of the net proceeds from the offering of new notes will be used to repurchase the outstanding 8 3/8% notes due 2018 that are tendered.

Wynn Las Vegas, LLC and Univision Communications Inc. were the first companies to take advantage of five-day tender offers, said the source.

Univision began a cash tender offer on Feb. 11 for its $1.2 billion of outstanding 6 7/8% senior secured notes due 2019. The offer ends Feb. 18.

Univision also priced on Feb. 10 an upsized $1.25 billion two-part secured notes deal that settles on Feb. 19.

Wynn Las Vegas began a cash tender offer on Feb. 10 for all of its $1.23 billion of 7¾% first mortgage notes due 2020 and $377.01 million of 7 7/8% first mortgage notes due 2020. The offer ends at midnight ET on Feb. 17.

Wynn Las Vegas, along with Wynn Las Vegas Capital Corp., announced it would issue $1.8 billion of 5½% senior notes due 2025. The new notes will settle on Feb. 18.

As previously reported, the SEC agreed on Jan. 23 to take no enforcement action if an offeror conducts a five-business-day tender offer. The commission had responded to a Jan. 23 letter from James J. Clark and Michael J. Ohler of Cahill Gordon & Rendel LLP. The letter had the support of the Credit Roundtable, an association of fixed-income institutional investors and money managers seeking to improve the regulatory and market environment for investors in corporate debt securities.

USG is a Chicago-based manufacturer and distributor of building products.

Wynn Las Vegas is a wholly owned subsidiary of Wynn Resorts, Ltd., a developer, owner and operator of destination casino resorts.

Univision is a Los Angeles-based Spanish-language media company.

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