Acterna lenders OK amendment facilitating 9 ¾% '08 notes tender

Acterna Corp. (Caa3/nr) said on Monday (July 15) that its senior secured credit facility lender group will permit the company to use $24 million to purchase a portion of the 9¾% senior subordinated notes due 2008 issued by its Acterna LLC subsidiary, under terms of a previously announced tender offer for the notes. Acterna further announced that it had reached agreement with the lender group on an amendment to its credit agreement, with the lenders, among other things, to approve the sale of Acterna's Airshow business to Rockwell Collins and to consent to a change to certain financial covenants in the credit agreement upon consummation of the Airshow sale. Acterna said the amendment clears the way for the company to proceed with the tender offer for the bonds, and said the revised financial covenants would provide additional financial flexibility as the company works through "difficult industry conditions."

AS PREVIOUSLY ANNOUNCED, Acterna, a Germantown, Md.-based - communications test and management company, said on June 24 that along with its 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. Aceterna 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 Payment for validly tendered notes not subsequently withdrawn will be made promptly following expiration of the offers.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 Aceterna'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.

AK Steel redeems 9 1/8% '06 notes

AK Steel Corp. (B1/BB) said on Friday (July 12) that it had redeemed all of its outstanding 9 1/8% senior notes due 2006 as scheduled on July 11. The redemption, which had previously been announced, was funded with the proceeds of the company's recent sale of new 10-year notes.

AS PREVIOUSLY ANNOUNCED, AK Steel, a Middletown, Ohio-based producer of carbon, stainless and electrical flat-rolled steel, said on June 3 that it planned to sell $550 mill ion of new 10-year notes in the Rule 144A market, and would use the expected proceeds of the offering to re-finance the 9 1/8% notes. AK did not at that time give a timetable for the expected refinancing of the existing notes. High yield syndicate sources heard that the company would begin a short roadshow for the new offering Tuesday (June 4), with pricing likely for Thursday (June 6) via book-running manager Credit Suisse First Boston and co-manager Goldman Sachs. On June 6, the syndicate sources reported that AK Steel had sold $550 million of new 7 ¾% senior notes due 2012. On (June 11, the company said that it would redeem all $550 million of its outstanding 9-1/8% notes on July 11, financing the redemption with the proceeds from its recently completed sale of new 7¾% notes. AK Steel said the 9 1/8% notes would be redeemed at a price of 104.56% of their par value (i.e., $1,045.60 per $1,000 principal amount).

SpectraSite ends tender offers for five series of notes

SpectraSite Holdings Inc. (Caa3/B) said on Friday (July 12) that its previously announced tender offers for portions of its five issues of senior and senior discount notes had expired at 5 p.m. ET that day with no further extension. The company said that it would not purchase any notes under the tender offers because the conditions for the consummation of the offers were not satisfied, and said that all tendered notes would be promptly returned to their holders of record. SpectraSite noted that previously, certain of the noteholders had filed legal action against the tender offers and certain other related transactions, and said that although the court rejected the request from the noteholders to temporarily restrain SpectraSite from consummating the tender offers, the company had decided not to further extend the tender offers because, among other things, the issues raised in the lawsuit remain unresolved. SpectraSite also announced that it would terminate its previously announced private offers to bondholders deemed "Qualified Institutional Buyers" under federal securities laws to exchange a portion of their outstanding notes for up to $75 million of new convertible notes. These notes were to have been issued by SpectraSite itself and SpectraSite Intermediate Holdings, LLC, its wholly-owned subsidiary. The exchange offers were conditioned upon the completion of the tender offers.

AS PREVIOUSLY ANNOUNCED, Spectra Site, a Cary, N.C.-based communications antenna tower operator, said on May 16 that it would shortly commence debt tender offers to repurchase certain of its senior notes. The company said it expected to begin the tender offers no later than May 22. SpectraSite said it would repurchase portions of the five outstanding issues of its senior notes at a maximum aggregate purchase price of $340 million. The offers would have a minimum condition requiring that the company receive tenders for notes with an aggregate purchase price of $300 million (this was subsequently adjusted downward to $150 million). SpectraSite said it would make a separate offer for each issue of notes, with tenders to be accepted within price ranges specified by SpectraSite. The company said it planned to purchase up to $115 million of its $200 million of currently outstanding 10¾% senior notes due 2010 at a price within a range of $435 to $495 per $1,000 principal amount, for a total expected expenditure for that series of notes of $50 million. It planned to purchase up to $110 million of its $200 million of currently outstanding 12½% senior notes due 2010 at a price within a range of $455 to $520 per $1,000 principal amount, for a total expected expenditure for that series of notes of $50 million. It planned to purchase up to $148 million of its $225 million (principal amount at maturity) zero-coupon/12% senior discount notes due 2008, at a price within a range of $305 to $350 per $1,000 principal amount at maturity, for a total expected expenditure for that series of notes of $45 million. It planned to purchase up to $392 million of its $587 million (principal amount at maturity) zero-coupon/11¼% senior discount notes due 2009, at a price within a range of $255 to $290 per $1,000 principal amount at maturity, for a total expected expenditure for that series of notes of $100 million. And it planned to purchase up to $413 million of its $560 million (principal amount at maturity) zero-coupon/12 7/8% senior discount notes due 2010, at a price within a range of $230 to $260 per $1,000 principal amount at maturity, for a total expected expenditure for that series of notes of $95 million. The maximum amount of each series of notes to be purchased would assume the lowest price in the range of prices specified. SpectraSite said it planned to use up to $340 million of the proceeds of a new $350 million financing to be provided, subject to certain conditions, by the private equity firm of Welsh, Carson, Anderson & Stowe to acquire the outstanding bonds through a "modified Dutch auction." SpectraSite said it would use $10 million of the proceeds of the new financing to refinance a portion of its senior credit facility. SpectraSite further said that if the debt tender offers were completed, subject to certain conditions to be set forth in the official Offers to Purchase, Welsh Carson had agreed to fund up to $350 million of new convertible term notes. SpectraSite said it would also make private offers to bondholders deemed "Qualified Institutional Buyers," to exchange the same issues of senior notes for up to $75 million of new convertible debt. The exchange offers would close after the debt tender offers, and the debt tender offers would not be conditioned on the exchange offers. The interest rate and conversion price of the notes offered in the exchange offers would likely be similar to those contained in the new Term Notes, which were to have had a 12 78% coupon and a $0.65 per share conversion price. The notes offered in the exchange offer would not be registered under the Securities Act of 1933 and could not be offered or sold in the United States, absent registration or an applicable exemption from registration requirements.

The company said that notes tendered under terms of one of its offers could be withdrawn at any time prior to the expiration date. It said the debt tender offers would be subject to customary conditions as well as the minimum condition (the company ultimately decided to scrub the exchange offer, along with the aforementioned tender offers). On May 20, SpectraSite said in an 8-K filing with the Securities and Exchange Commission that it had begun its cash tender offers for the five issues as previously outlined, and set June 18 as the expiration date for the tender offers, which was subsequently extended. Besides the minimum tender condition - now adjusted downward - and the Welsh Carson convertible term note financing condition, as previously outlined, SpectraSite said the tender offers would also be subject to the receipt of all necessary consents from the lenders under SpectraSite's existing credit facility. In addition to the tender offers for the five series of notes, SpectraSite and its SpectraSite Intermediate Holdings, LLC affiliate also began a previously outlined offer to qualified institutional buyers within the meaning of Rule 144A of the Securities Act of 1933 to exchange up to $75 million of newly issued 12.875% convertible notes due 2008 for a portion of the outstanding notes not purchased in the aforementioned tender offers, and said the new exchange notes would be structurally senior to the existing notes. SpectraSite said that while the tender offers would not be conditioned on the exchange offers, the exchange offers - which were expected to expire after the expiration of the tender offers - would be conditioned upon, among other things, the completion of the tender offers to the extent necessary to satisfy the aforementioned $300 million minimum tender condition.

On June 12, SpectraSite said that it had amended its previously announced tender offers to reduce the minimum tender condition, so that the offers would now be conditioned on the company receiving valid tenders, not subsequently withdrawn, for notes having an aggregate purchase price (as determined by the "modified Dutch auction" process) of at least $150 million, down from the original minimum tender threshold of $300 million. SpectraSite said the other conditions of the tender offers and the price ranges of the "modified Dutch auctions" remain unchanged. The conditions to the previously announced funding of an issue of up to $350 million of new Term Notes by Welsh, Carson in connection with the tender offers also remained unchanged, including the condition that SpectraSite complete purchases of the outstanding notes at an aggregate purchase price of at least $300 million. SpectraSite further said that if the amount funded by Welsh Carson exceeds the total amount used to repurchase the existing notes in the tender offers (plus another $10 million that would be used to refinance indebtedness under SpectraSite's existing credit facility), SpectraSite would then use the excess cash proceeds for general corporate purposes, which could include purchasing additional existing notes in the open market. The company said it reserved the right, at its sole discretion, to purchase any notes remaining outstanding following the tender offers and the related exchange offers. Such purchases could be made from time to time through open market or privately negotiated transactions, via one or more additional tender or exchange offers, or otherwise upon such terms and at such prices as SpectraSite might determine, with such excess proceeds or other available funds. The prices the company would pay in such subsequent purchases might be either higher or lower than those in the current tender offers. SpectraSite further said that the tender offers for the notes had been extended from the earlier June 18 deadline and would now expire at 5 p.m. ET on June 19, subject to possible further extension. It added that no securities had been deposited to date.

On June 17, SpectraSite said that it had been informed that certain holders of the outstanding notes had filed a complaint in the U.S. District Court in Wilmington, Del. seeking, among other things, to prevent SpectraSite from continuing and completing its tender offers for the notes. SpectraSite said the complaint alleged that the tender offers and the transactions contemplated in connection with the tender offers, including the funding of an issue of up to $350 million of new Term Notes by Welsh, Carson, Anderson & Stowe in connection with the tender offers, violated the notes' indentures, as well as the Trust Indenture Act and other securities laws and further contended that the offer resulted in a breach of the fiduciary duties owed by SpectraSite, its Board of Directors and Welsh Carson to holders of the notes. SpectraSite said in response that it believed the claims were without merit and vowed to vigorously defend against the action. On June 19, SpectraSite said that it would continue the tender offers as scheduled, following the issuance the previous day (June 18) by the presiding judge in the case of an order stating that the court would not consider the plaintiffs' request for a temporary restraining order prior to the (then-currently) scheduled expiration time of the tender offers. SpectraSite said that it had accordingly advised the court that it would proceed with the tender offers and that it planned to close the tender offers as soon as it believed that all of the conditions to the tender offers had been satisfied or waived. Later on June 19, SpectraSite said that it had again extended the tender offers for the five series of notes to 5 p.m. ET on June 26, subject to possible further extension, fronm the prior June 19 deadline. SpectraSite said that as of that prior deadline, noteholders had tendered to the company $40.9 million principal amount of SpectraSite's 10¾% notes, $18.4 million principal amount of its 12½% notes, $16.8 million principal amount at maturity of its 12% discount notes, $9.5 million principal amount at maturity of its 11 ¼% discount notes, and $1.2 million principal amount at maturity of its 12 7/8% discount notes. It said the tendered notes would have an aggregate purchase price under the terms of the tender offers of approximately $38.7 million. SpectraSite said the tendered notes could be withdrawn by their holders at any time prior to the now-extended expiration date. SpectraSite also said that the court case brought by bondholders objecting to the offers was continuing, with a hearing on the plaintiffs' request for a temporary restraining order scheduled to take place on Friday afternoon, June 21. On June 21, SpectraSite said that the court hearing had been rescheduled for the afternoon of June 24. On June 25, SpectraSite said that the court had again rejected the application of the plaintiffs that it temporarily restrain the company from consummating tender offers for the notes. SpectraSite reiterated that it will continue to vigorously defend against the action and expeditiously seek dismissal of the remaining claims. In addition, it also again extended the expiration date for each of the offers to 5 p.m. ET on July 12, subject to further extension. As of the close of business on June 25, $36.5 million principal amount of the 10 ¾% notes, $17.2 million principal amount of the 12 ½% notes, $6.4 million principal amount at maturity of the 12% discount notes, $9.5 million principal amount at maturity of the 11 ¼% discount notes and $1.2 million principal amount at maturity of 12 7/8% discount notes had been validly tendered, representing notes with an aggregate purchase price of approximately $32.3 million. On July 2, the company again extended the tender offers, to 5 p.m. ET on July 15, subject to possible further extension, from the previous July 12 deadline. It said that that no securities had been deposited up to that date. Goldman, Sachs & Co. (call 800-828-3182) was the dealer manager for the debt tender offers. D.F. King & Co. Inc. (call 800-431-9633 or 212/269-5550) was the information agent.

Riverwood Int'l extends 10 7/8% '08 and 10 5/8% '07 note tender offers

Riverwood International Corp. (B2/B) said on Friday (July 12) that it had extended its previously announced tender offers for its outstanding 10 7/8% senior subordinated notes due 2008 and its 10 5/8% senior notes due 2007 to 5 p.m. ET on Aug. 2, from the previous July 12 deadline. As of 5 p.m. ET on July 11, Riverwood had received tenders of approximately $306 million of the $400 million outstanding principal amount of the 10 7/8% notes, up from the $225.7 million which had been tendered by June 26, the last previous time when totals had been tabulated. As of July 11, the company had also received tenders of approximately $200.6 million of the $250 million outstanding principal amount of the 10 5/8% notes issued in July 1997, up from $162.1 million previously, and approximately $206.2 million of the $250 million outstanding principal amount of the 10 5/8% notes issued in June,2001, up from $128.6 million previously.

AS PREVIOUSLY ANNOUNCED, Riverwood Holding, an Atlanta Ga.-based paperboard maker and the corporate parent of Riverwood International Corp., filed a registration statement with the Securities and Exchange Commission on May 3 for an initial public offering of $350 million of its common stock, and said it would also take out an additional term loan under its credit agreement and sell senior notes. Riverwood said the proceeds of the stock, bank loan and note sales would be used to repay its outstanding senior notes and senior subordinated notes and part of the borrowings on its revolving credit facility. Riverwood did not at that time disclose the size of the new term loan or the note offering, although the registration statement disclosed that the outstanding notes which it plans to redeem have a total principal amount of $900 million, consisting of $400 million 10 7/8% senior subordinated notes due 2008 and $500 million 10 5/8% senior notes due 2007. Riverwood also had $250 million of 10¼% senior notes due 2006 outstanding, which were to be redeemed on May 23, using the proceeds of a new $250 million term B loan drawn on April 23, along with $12 million drawn on the existing revolving credit facility (the new money borrowed totaled more than $250 million because of fees, costs and expenses). Riverwood did not disclose underwriters for the prospective note offering or the banks for the new loan. On May 30, Riverwood said that it had begun cash tender offers for all of its outstanding 10 7/8% and 10 5/8% notes (the latter consists of two separate tranches, one issued in July 1997 and the other in June 2001). The company also began soliciting noteholder consents to proposed amendments to the notes' indentures, which would eliminate substantially all of the restrictive covenants, certain repurchase rights and certain events of default and related provisions contained in such indenture. The company initially set 5 p.m. ET on June 14 as the consent solicitation deadline IF Riverwood has made a public announcement at least one day prior to that date that it has received the requisite consents for each such issue of notes; otherwise, the consent solicitation expiration would be on the first date after June 14 on which Riverwood will have received such consents the day before and will have made a public announcement regarding such receipt. It also set 12 midnight ET on June 26 as the tender offer expiration; the consent and expiration deadlines were subsequently extended. Riverwood set the tender offer consideration for validly tendered 2007 senior notes at $1,053.13 per $1,000 principal amount of the notes, and set it at $1,040.78 per $1,000 principal amount for the 2008 senior subordinated notes, with all holders also eligible to receive accrued and unpaid interest up to - but not including - the payment date for the notes. It said that noteholders who validly consent to the proposed amendments on or before the consent expiration deadline would be entitled to a consent payment in the amount of $2.50 per $1,000 principal amount. Holders tendering their notes on or before the consent expiration date are obligated to consent to the related proposed amendments, while holders consenting to the amendments are required to tender their notes in the related offer and may not revoke their consent without withdrawing the tendered notes. Holders tendering their notes after the applicable consent expiration date will not be entitled to receive the consent payment. Tendered notes may be withdrawn and related consents may be revoked at any time on or prior to the consent expiration date for the related offer, but not after that. Riverwood said that it is making a separate offer each issue of notes, and no offer is conditioned on the consummation of any other offer. Completion of each offer is subject to certain conditions, including (1) the consummation of the proposed initial public offering of common stock by Riverwood's corporate parent, Riverwood Holding Inc., and the consummation of certain other anticipated financing transactions, in each case on terms satisfactory to Riverwood, and (2) the receipt of the requisite consents to the proposed indenture amendments and the execution of the related supplemental indentures. On June 12, Riverwood said that it had extended the expiration and consent deadlines on the tender offers, as well as the related consent solicitations. The deadlines for the respective tender offers for the notes were extended to 5 p.m. ET on July 12, subject to possible further extension, from the originally announced deadline of 12 midnight ET on June 26. On June 27, Riverwood said that it had received the requisite amount of noteholder consents to the proposed indenture changes from the holders of its outstanding 10 7/8% senior subordinated notes due 2008 and its 10 5/8% senior notes due 2007 as of the close of business on Wednesday (June 26), as part of its previously announced tender offers for the notes. As of that deadline, Riverwood had received tenders of approximately $225.7 million of the $400 million outstanding principal amount of the 10 7/8% notes; it had received tenders of approximately $162.1 million of the $250 million outstanding principal amount of the 10 5/8% notes issued in July 1997 and approximately $128.6 million of the $250 million outstanding principal amount of the 10 5/8% notes issued in June 2001. Riverwood said that under the terms of the consent solicitations, each consent solicitation would thus formally expire at 5 p.m., ET on June 28, and that each holder validly consenting to the proposed amendments by that time would be eligible to receive a consent payment as part of the total compensation, as previously outlined. Riverwood said that along with the trustee under each indenture, it intended to execute a supplemental indenture incorporating the indenture changes promptly after the applicable consent expiration date. Each consent solicitation was meanwhile extended to 5 P.M. ET on June 28, subject to possible further extension, from 5 p.m. ET on June 14.

Deutsche Bank Securities Inc. (call 212 469-7772) and J.P. Morgan Securities Inc. (call 800 831-2035) are the dealer managers for the tender offers and solicitation agents for the consent solicitations. MacKenzie Partners, Inc. (call 800 322-2885) is the information agent and State Street Bank and Trust Company is the depositary in connection with the offers and solicitations.

Ispat again extends swap offer for Imexsa 10 1/8% '03 certificates

Ispat International NV (B3/B+) said on Friday (July 12) that its Mexican operating subsidiary, Ispat Mexicana, SA de CV - commonly known as Imexsa (D) - has once again extended its previously announced exchange offer for all of the outstanding 10 1/8% Senior Structured Export Certificates due 2003 of its Imexsa Export Trust No. 96-1. The offer was extended to 5 p.m. ET on July 29, subject to possible further extension, from the previous July 12 deadline. The company said the exchange offer was being extended to allow for additional time to complete documentation required under the agreed upon terms of the exchange. AS PREVIOUSLY ANNOUNCED, Ispat International, an international steel producer based in Rotterdam, the Netherlands, said on Jan. 25 that Imexsa, its Mexican operating subsidiary, had begun an exchange offer for all the outstanding 10 1/8% certificates issued by Imexsa Export Trust No. 96-1. The exchange offer was originally slated to expire at 5:00 p.m. ET, on Feb. 22, although this deadline was subsequently extended several times. Under the original terms of the exchange offer, Imexsa offered to exchange its 10 1/8% senior notes due 2008 for the Imexsa export certificates (this was subsequently amended to change the notes being offered to new Imexsa Export Trust No. 96-1 10 5/8% Senior Structured Export Certificates due 2005), which would be fully and unconditionally guaranteed by Ispat on a senior unsecured basis. Ispat said the exchange offer is conditioned upon the holders of at least 95% of the Imexsa senior certificates having validly tendered them and not withdrawn them prior to the expiration date and upon the other terms and conditions set forth in Imexsa's official Offering Memorandum and Consent Solicitation Statement dated January 24 (the threshold was subsequently raised slightly to 96%). Ispat further said that Imexsa was soliciting consents from holders of the senior certificates to amend the agreements governing them. Holders tendering their senior certificates in the exchange offer would also have to deliver consents, which could not be withdrawn after the earlier of either a) the expiration date, or b) whenever the requisite consents required to amend the agreements governing the senior certificates are received. On May 15, Ispat said that the exchange offer had been extended to 5 p.m. ET on May 31 from the previous expiration deadline of 5 p.m. ET on May 15. On June 3, Ispat said that Imexsa had again extended the exchange offer to 5 p.m. ET on June 21, subject to possible further extension, from the previous May 31 expiration date. IST said that the exchange offer was extended following an agreement in principle on the final terms of exchange reached with a group of holders representing over 75% of the outstanding certificates. Under the agreed upon terms of the exchange offer, Imexsa would offer to exchange new 10 5/8% Senior Structured Export Certificates due 2005 to be issued by Imexsa Export Trust No. 96-1 for the validly tendered existing certificates which are accepted for exchange (this in place of the 10 1/8% senior notes due 2008 which the company initially offered to the certificate holders). The new certificates would be fully and unconditionally guaranteed by Ispat and certain of the subsidiaries of Imexsa on a senior unsecured basis. The new certificates would also be secured on a pro-rata basis with Imexsa's bank loans by liens on certain of the company's assets and by a pledge of the stock of Imexsa and Grupo Ispat International SA de CV The amended exchange offer would be conditioned upon the holders of not less than 95% of the outstanding existing certificates having validly tendered their certificates and not withdrawn them prior to the expiration date (subsequently raised to 96%) and upon the other terms and conditions outlined in Imexsa's official Offering Memorandum and Consent Solicitation Statement; the company said a supplement to the original Offering Memorandum would be distributed to senior certificate holders containing the amended terms of the exchange offer. The terms of the related previously announced consent solicitation were unchanged. Ispat further said that Imexsa had also reached an agreement in principle with all of its bank lenders on the proposed terms of a restructuring of its bank loans. In connection with the bank debt restructuring and the amended exchange offer, Imexsa's shareholders agreed to provide a $20 million loan for working capital purposes. On June 20, Ispat said that Imexsa had issued the supplemental offering memorandum, letter of transmittal and other ancillary documents amending and supplementing the exchange offer, as previously outlined. It said that the group of bondholders with whom the company had agreed on the amended terms for the offer indicated that it currently intends to participate in the amended exchange offer, which was also been extended to 5 p.m. ET on June 28, (this deadline was subsequently extended again, first to July 12 and then to July 29 ). It said the amended exchange offer would be conditioned upon the holders of not less than 96% of the outstanding principal amount of senior certificates (up from 95% previously) having validly tendered and not withdrawn them by the extended expiration deadline, and upon the other terms and conditions set forth in the supplemental documents.

Dresdner Kleinwort Wasserstein (call 212 969-2700, ask for Mark Hootnick) is the dealer manager and solicitation agent, and D.F. King & Co., Inc. (call 800 847-4870, ask for Tom Lang) is the information agent for the exchange offer.

Nationwide Credit extends 10 ¼% '08 exchange offer

NCI Holdings, Inc. and Nationwide Credit, Inc. (Ca) said Friday (July 12) that they had extended their pending offer to exchange all of Nationwide's outstanding 10¼% Senior Notes due 2008 for common stock of NCI Holdings, Inc. The Kennesaw, Ga.-based financial services company said the offer - which had not been publicly announced previously - is now scheduled to expire at 5 p.m. ET on July 19. Nationwide said that to date, it has received tenders of senior notes from the holders of approximately 67.9% of the outstanding notes under the terms of the exchange offer. The transaction is being handled by State Street Bank and Trust Co., the depository for the offer as well as trustee for the notes.

Clarent Hospital calls remaining 11½% '05 notes

Clarent Hospital Corp. said Thursday (July 11) that it has given The Bank of New York, as Trustee for the notes, notice that it plans to redeem the remaining outstanding $19.712 million of its 11½% notes due 2005 (out of the $130 million originally issued) on Aug. 15. The notes will be redeemed at a price of 105.75% of par ($1,057.50 per $1,000 principal amount). After Aug. 15 the senior notes will cease to accrue any further interest. Clarent, a Houston-based hospital operator, said as part of its release of financial results for the quarter ended March 31 that as the result of its change-of-control offer to purchase the 11½% notes (which ended on March 15) that it had repurchased $2.326 million of the notes at 101% of par. Clarent said that it subsequently repurchased an aggregate of $107.962 million of the senior notes in privately negotiated transactions initiated by a small number of institutions that held large blocks of senior notes, for a total consideration of approximately $117.279 million, leaving the $19.712 million being called still outstanding.

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