Actuant receives tenders of 95.7% of 13% notes by consent deadline

New York, July 16 - Actuant Corp. said it received tenders of $27.974 million or 95.7% of the principal amount of its 13% senior subordinated notes due 2009 by the consent deadline of 5 p.m. ET on July 15.

The company said the response meets the required level to amend the note indenture.

Tendered notes may no longer be withdrawn.

At its last announcement on Wednesday, Actuant said it fixed the pricing in its tender offer for its remaining $29.236 million principal amount of 13% senior subordinated notes due 2009.

The company will pay $1,252.14 per $1,000 principal amount for notes tendered by the consent deadline and $30 less for notes tendered after. It will also pay accrued interest up to but excluding the payment date.

Actuant announced the tender and consent solicitation on July 1.

The company set a consent deadline of 5 p.m. ET July 15 and said the offer would expire at 5 p.m. ET July 30. It said it would set the price it will pay for the notes at 2 p.m. ET July 13 (the 12th business day before the expiration).

The tender offer will be funded from borrowings under the company's $250 million credit agreement.

Total consideration that Actuant will pay for the notes will be determined using a formula based on a reference security - the 3 1/8% U.S. Treasury note due May 15, 2007 - and will include a consent payment of $30 per $1,000 principal amount payable to holders who tender and give consent by the consent deadline.

The consideration to be paid for each $1,000 principal amount will be an amount equal to the present value on the price determination date of $1,021.70 per $1,000 principal amount (the redemption price of the notes on their first call date of May 1, 2007), discounted using a yield of 100 basis points over the yield on the reference security.

Tendered notes may not be withdrawn and consents may not be revoked after the consent deadline. Holders tendering their notes will be required to consent to the proposed amendments, which would eliminate substantially all of the restrictive covenants and eliminate or modify the related events of default.

The offer is conditioned upon the receipt by the company of consents of holders representing a majority principal amount of the outstanding notes.

Actuant is a Milwaukee-based diversified manufacturer of highly engineered position and motion control systems and branded tools.

Goldman Sachs & Co. is the dealer manager and solicitation agent (call the Credit Liability Management Group at 800 828-3182 or collect at 212 357-5680). Morrow & Co. Inc. is the information agent (call 800 607-0088 or collect at 212 754-8000).

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