Argentina’s AySA receives consents for notes due 2023 by early deadline

By William Gullotti

Buffalo, N.Y., Dec. 9 – Agua y Saneamientos Argentinos SA (AySA) announced the expiration of its early tender date, receiving consents connected to its exchange offer for any and all of its $500 million outstanding 6 5/8% senior notes due 2023 (ISIN: XS1763161012), according to a press release on Friday.

As previously reported, the company is offering to exchange the existing notes for 7.9% senior notes due 2026 and cash. The related consent solicitation was intended to remove some events of default under the indenture.

The early tender deadline expired at 5 p.m. ET on Dec. 8. As phrased in the press release, approving consents tendered and not validly revoked were “substantially in excess of a majority.”

There was no indication whether the minimum tender condition, set at 95% of the outstanding existing notes, was satisfied.

Non-consenting tendering noteholders will receive new notes in a principal amount that will be determined by multiplying 99% by $1,000 minus the cash consideration received.

Consenting tendering holders will receive new notes in a principal amount that will be determined by multiplying 99.75% by $1,000 minus the cash consideration received.

The early tender date cash consideration is $350 per $1,000 notes plus $50 for each $1,000 note tendered after the early tender date but before the late tender date, allocated pro rata to eligible early tendering noteholders.

The late tender cash consideration is $300 per $1,000 note.

Accrued interest will also be paid to the settlement date.

As reported on Nov. 28, a holders’ meeting is being convened on Dec. 16 for final approval, among other business.

As initially reported Nov. 21, there were already enough consenting supporting creditors to consent to the proposed amendments. An ad hoc group of holders of the existing notes consisting of Callaway Capital Management, LLC, GoldenTree Asset Management LP, Moneda SA Administradora General de Fondos, Sandglass Capital Advisors LLC, Shiprock Capital Management LLC and VR Advisory Services Ltd. agreed to tender their notes and consent to the proposed amendments. The ad hoc group represents 80% of the existing notes.

However, the ad hoc group conditionally supports the consent solicitation only if the minimum tender condition is met. Should the minimum condition not be met, the company would need to work with the group if the minimum condition is waived.

Should the exchange offer not achieve the minimum condition, the company may start a new offer or amend the offer to solicit consents for a proposed out-of-court restructuring.

The offer and solicitation will expire at 11:59 p.m. ET on Dec. 19.

Settlement is planned for Dec. 22.

BofA Securities, Inc. (646 855-8988, 888 292-0070), HSBC Securities (USA) Inc. (212 525-5552, 888 HSBC-4LM, lmamericas@us.hsbc.com) and AdCap Securities Ltd. (646 280-8732, liabilitymanagement@adcap.com) are the dealer managers.

Morrow Sodali Ltd. is the information, exchange and proxy agent for the offer (203 609-4910, +44 20 4513 6933, aysa@investor.morrowsodali.com).

The company is the largest water utility in Argentina and majority owned by the republic.

© 2015 Prospect News.
All content on this website is protected by copyright law in the U.S. and elsewhere. For the use of the person downloading only.
Redistribution and copying are prohibited by law without written permission in advance from Prospect News.
Redistribution or copying includes e-mailing, printing multiple copies or any other form of reproduction.