U.S. Concrete holders tender 88.19% of 9.5% convertibles for exchange

By Susanna Moon

Chicago, March 22 - U.S. Concrete, Inc. said it received tenders for $48,502,000, or 88.19%, of its 9.5% convertible secured notes due 2015 in the exchange offer that ended at midnight ET on March 21.

The company accepted for exchange all of the tendered notes with settlement to follow "promptly," according to press release.

After settlement, there will be about $61,112,520 principal amount of the new notes and $6,498,000 principal amount of the convertibles outstanding.

As previously noted, U.S. Concrete offered to issue up to $69.3 million of new 9.5% senior secured notes due 2015 for all of its $55 million of 9.5% convertibles.

The purchase price was $1,260 principal amount of new notes for each $1,000 principal amount of the convertibles.

As part of the exchange, the company also solicited consents to the convertibles to eliminate substantially all of the restrictive covenants and some events of default, and release all the liens on the collateral securing the notes. Holders could not tender without delivering consents or deliver consents without tendering.

The offer was conditioned on at least 82.5% of the convertibles being tendered and consents being received from holders of 66 2/3% of the notes.

The company extended the exchange offer from 5 p.m. ET on March 15 after receiving tenders for $34,692,000 of the convertibles for exchange as of 5 p.m. ET on March 6.

As noted before, the convertibles are currently convertible into stock at a price of $10.50 per share. U.S. Concrete stock closed at $10.95 on March 6.

U.S. Concrete's new notes will mature on Oct. 1, 2015 and will be callable at par through Dec. 31, 2013 at 102 until Dec. 31, 2014 and 103 after that until maturity.

Global Bondholder Services Corp. is the exchange agent (212 430-3774 for banks and brokers or 866 924-2200 for others).

The company previously announced that on Dec. 20 it had entered into an exchange and consent agreement with two holders of its convertible notes.

U.S. Concrete is a Euless, Texas-based company that operates through two segments: ready-mixed concrete and concrete-related products as well as precast concrete products.

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