Matterhorn receives consents to amend four series of notes

New York, March 9 – Matterhorn Telecom Holding SA and Matterhorn Telecom SA said that they received the requested consents to amend four series of their notes.

By March 8, holders had delivered consents for a majority of Matterhorn Telecom SA’s CHF 410,637,000 of 3 5/8% senior secured notes due 2022, €1 billion of 3 7/8% senior secured notes due 2022 and its €265 million of floating-rate senior secured notes due 2022 and Matterhorn Telecom Holding’s €181,866,000 of 4 7/8% senior notes due 2023.

The company has executed a supplemental indenture.

Closing of the solicitation is subject to completion of a financing.

Matterhorn said that it has launched an offering of fixed-rate senior secured notes by Matterhorn Telecom SA, of senior notes by Matterhorn Telecom Holding and floating-rate notes. The total size will be CHF 686 million equivalent of which CHF 200 million equivalent is expected to be floating-rate notes.

As announced on March 3, the issuers were seeking to increase the restricted payments capacity under each indenture so that they can make a one-time distribution to indirect shareholder NJJ, a payment to be made by Dec. 31. They also want to raise the limitation on indebtedness to allow a one-time increase in debt to fund the part of the distribution that will not be drawn from cash on the balance sheet.

Holders of Matterhorn Telecom SA’s senior secured notes who deliver consents will receive a total of CHF 22.1 million in cash, to be paid in either Swiss francs or euros. For the holding company senior notes, the payment will be €3.6 million.

The solicitation ended at 11 a.m. ET on March 9.

Matterhorn will pay the consent fee “promptly” after completion of the new financing and before the distribution permitted by the amendments. The solicitation is conditional on the financing being completed by Aug. 11, although the issuer may waive this condition.

Alongside the consent solicitation, Matterhorn Telecom SA is tendering for its €265 million of floating-rate senior secured notes due 2022.

The price will be 100.5% of par plus accrued interest up to the settlement date.

Participation in the tender will automatically be considered the delivery of consent to amend the note indenture to make the same changes as are being requested in the separate consent solicitation.

The floating-rate notes and the fixed-rate senior secured notes are considered a single class for voting purposes.

The tender ended at 11 a.m. ET on March 9. Settlement will take place no later than March 17. Information on the results of the tender offer was not immediately available.

Completion of the tender is conditional on the sale of new floating-rate notes.

If the new notes are sold and the tender and consent solicitation completed, Matterhorn will redeem any remaining floating-rate notes on May 1. This will include any Rule 144A notes.

The tender is only open to notes held under Regulation S.

Goldman Sachs International (liabilitymanagement.eu@gs.com or +44 20 7774 9862), Credit Suisse Securities (Europe) Ltd. (liability.management@credit-suisse.com or +44 20 7883 8763) and Societe Generale (liability.management@sgcib.com or +33 1 42 13 32 40) are the dealer managers.

Lucid Issuer Services Ltd. (+44 20 7704 0880 or salt@lucid-is.com) is information agent, tender agent and tabulation agent.

Matterhorn is a wireless telecommunications company based in Renens, Switzerland.

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