L-3 sells bonds to fund 10 3/8% '07 notes tender, calls remaining untendered notes

L-3 Communications (Ba3/BB) said on Tuesday (June 25) that its wholly owned L-3 Communications Corp. subsidiary had initiated a full redemption of all of its outstanding 10 3/8% senior subordinated notes due 2007. L-3 said that as of 5 p.m ET on June 24 - the expiration date of the early tender period for the company's previously announced tender offer under which it would purchase for cash any and all of its outstanding 10 3/8% notes - it had received tenders from the holders of $176.925 million (approximately 79%) of the outstanding notes. It said that all notes not tendered under the current offer (which expires on July 3) are to be redeemed on July 25, at a redemption price of 105.188% of the principal amount (i.e., $1,051.88 per $1,000 principal amount), plus accrued and unpaid interest up to July 25. The company said that holders should present their notes to The Bank of New York, as paying agent for the redemption, at the address set forth in the official Notice of Redemption which was sent to all registered noteholders. Interest on the notes will cease to accrue on and after July 25, so that the only remaining right of noteholders will have after that will be to receive payment of the redemption price upon surrender to the paying agent, plus accrued and unpaid interest up to - but not including-July 25. Separately, high yield market syndicate sources heard on June 25 that L-3 had sold $750 million of new 7 5/8% senior notes due 2012, a portion of the proceeds of which are to be used to repurchase the outstanding 10 3/8% notes. AS PREVIOUSLY ANNOUNCED, L-3 Communications, a New York-based maker of defense and aerospace electronics, said on June 6 that it had begun a tender offer for all of its outstanding $225 million of 10 3/8% notes through L-3 Communications Corp. It said the offer was scheduled to expire at 5 p.m. ET on July 3, subject to possible extension, although it also initially set an early tender deadline of 5 p.m. ET on June 19, which was subsequently extended. The total consideration to be paid for each validly tendered note accepted for payment would be $1,053.50 per $1,000 principal amount of notes, plus accrued and unpaid interest. That total consideration would include an early tender premium of $20 per $1,000.00 principal amount, for holders tendering their notes by the extended early tender deadline. Holders tendering their notes after the early tender deadline but before the expiration would receive $1,033.50 per $1,000 principal amount, plus accrued and unpaid interest. Tenders of notes made by the early tender deadline could not be validly withdrawn or revoked, unless L-3 were to reduce the tender offer consideration or the principal amount of notes subject to the tender offer, or unless the company was otherwise required by law to permit withdrawal. It further said that tenders of notes made after the early tender deadline could be validly withdrawn at any time until the expiration deadline. L-3 said the tender offer would be conditioned upon the satisfaction of certain financing conditions (L-3 separately announced plans on June 6 to sell $750 million of 10-year Rule 144A senior subordinated notes and use a portion of the proceeds to repurchase the 10 3/8% notes; it said it would also use some of the proceeds to repay outstanding debt under its senior subordinated interim loan agreement). It would also be subject to the satisfaction of other customary conditions. L-3 said that if the tender offer were consummated, it planned to promptly afterward call for redemption - in accordance with the amended terms of the indenture governing the notes - all notes remaining outstanding. The remaining notes would ill be redeemed at the applicable price of $1,051.88 per $1,000 principal amount, plus interest accrued up to the redemption date. On June 19, L-3 said that it had extended the early tender deadline to 5 p.m. ET on June 24, subject to possible further extension, from the originally announced June 19 deadline. The company said that holders tendering by the early tender deadline would be eligible for a payment as part of their total consideration, and that all other previously announced provisions and terms remained unchanged. Lehman Brothers (call Scott Macklin at 212 528-7581or toll free at 800 438-3242) is the dealer manager for the tender offer. Georgeson Shareholder Communications, Inc., (call 866 283-1866) is the information agent.

Acterna tenders for 9 ¾% '08 notes

Acterna Corp. (Caa3/nr) said on Monday (June 24) that along with an affiliate, it had begun cash tender offers for a total of up to $155 million of its outstanding 9¾% senior subordinated notes due 2008. The consideration for any notes tendered and accepted for payment under either of the tender offers will be $220 per $1,000 principal amount of notes tendered. Germantown, Md.-based Aceterna - the world's second-largest communications test and management company - said the tender offers are not conditioned on the tender of any minimum principal amount of notes being tendered by their holders. The tender offers are being made by Acterna's Acterna LLC subsidiary and by its CD&R VI (Barbados), Ltd. affiliate, and will expire at midnight ET on July 22, subject to possible extension. Payment for validly tendered notes not subsequently withdrawn will be made promptly following expiration of the offers. Acterna's own offer is for $109 million of the notes, while CD& R Barbados' offer is for $46 million of the notes, and is subject to a number of conditions set forth in the official Offers to Purchase, document, including the purchase by Acterna of the first $63 million of the notes which are tendered. Acterna's offer is subject to a number of conditions, including obtaining from its senior secured credit facility lenders consent to amend or waive certain provisions of that credit agreement. Acterna cautioned that it could offer no firm assurance that the consent sought by the company would be obtained on the terms sought on or before the expiration date of the tender offers, if at all. In connection with its offer, CD&R Barbados expects to agree with Acterna's senior secured credit agreement lenders to invest all cash interest received (on an after-tax basis), on the notes it purchases in the tender offer or otherwise which it will otherwise hold in new Aceterna senior secured convertible notes. Dresdner Kleinwort Wasserstein, Inc. (call Marc D. Puntus at 212 895-1819) is acting as the exclusive Dealer Manager. MacKenzie Partners, Inc. (call 800 322-2885) is the information agent.

Corporacion Durango sells new bonds to fund 12 5/8% '03 note tender

Corporacion Durango (B3/B+) was heard by high yield syndicated sources on to have sold $175 million of 13¾% senior notes due 2009 on June 18, with a portion of the proceeds slated to be used to tender for the company's outstanding of 12 5/8% senior notes due 2003. AS PREVIOUSLY ANNOUNCED, Corporacion Durango, a Durango, Mexico-based integrated paper producer was heard by the syndicate sources on June 7 to be preparing to bring a Rule 144A offering of notes to market via bookrunning manager Morgan Stanley and co-manager Banc of America Securities. They said that proceeds would go to tendering for the $122 million of outstanding 12 5/8% notes and to repay bank debt.

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