Inversiones Alsacia S.A. Commences A Consent Solicitation From Note Holders And Notes Hedge Counterparties
SANTIAGO, Chile, Aug. 20, 2013 /PRNewswire/ — Inversiones Alsacia S.A. (“Alsacia“) announced yesterday that it is soliciting consents from the holders (the “Holders“) of its 8.00% Senior Secured Notes due 2018 (the “Notes“) as well as its counterparties (“Notes Hedge Counterparties“) to two foreign currency hedge agreements relating to such Notes (the “Notes Hedge Agreements“). Alsacia is requesting a waiver of any default, event of default, early amortization event, and certain covenants relating to the failure to maintain a Debt Service Coverage Ratio of 1.10:1.00 and the failure to fund the O&M Account in the amounts required under the Indenture dated as of February 18, 2011, as supplemented (the “Indenture“). The Holders and Notes Hedge Counterparties should refer to Alsacia’s Consent Solicitation Statement dated August 19, 2013 (the “Consent Solicitation Statement“) and the related consent form for the detailed terms and conditions of the consent solicitation.
Alsacia is offering a consent payment of U.S.$2.50 for each U.S.$1,000 in principal amount of Notes or in the value of the Notes Hedge Agreements for which a valid unrevoked consent is delivered, subject to the conditions set forth in the Consent Solicitation Statement. The record date for determining the Holders and Notes Hedge Counterparties who are entitled to consent is 5:00 p.m., New York City time on August 19, 2013. Approval of the proposed waivers requires the unrevoked consent of Holders and Notes Hedge Counterparties that, in the aggregate, hold more than 50% of the outstanding Notes principal and Notes Hedge Agreement value.
In addition, the effectiveness of the proposed waiver is conditioned on (i) the absence of any law, regulation, injunction, action or other proceeding that would make unlawful or invalid or enjoin the implementation of the proposed waiver or the payment of the consent payment and (ii) other terms and conditions contained in the Consent Solicitation Statement.
The consent solicitation will expire at 5:00 p.m., New York City time, on Tuesday, September 3, 2013, unless extended. Holders and Notes Hedge Counterparties may tender their consents to the Tabulation Agent as described below at any time before the expiration date. Consents received after the expiration time will not be eligible to receive the consent payment.
Alsacia has retained BofA Merrill Lynch to serve as its Solicitation Agent and Global Bondholder Services Corporation to serve as the Information and Tabulation Agent for the consent solicitation. Questions concerning the terms of the consent solicitation and requests for documents should be directed to Global Bondholder Services Corporation, 65 Broadway – Suite 404, New York, New York 10006, Attention: Corporate Actions, at (212) 430-3774 or (866)-470-4300 (toll free).
This announcement is not an offer to purchase or sell, a solicitation of an offer to purchase or sell, or a solicitation of consents with respect to, any securities. The solicitation is being made solely pursuant to Alsacia’s Consent Solicitation Statement dated August 19, 2013. Notwithstanding Alsacia’s intention to seek waivers, no assurance can be given that an early amortization event, default or event of default under the Indenture will not occur or continue in the future.
Alsacia, together with its affiliate, Express de Santiago Uno S.A. (“Express“), are collectively the largest operator in the Transantiago Transportation System, transporting approximately 1.2 million passengers every day, throughout 35 communities in Santiago, which accounts for more than 30% of the passengers in Transantiago. Alsacia and Express belong to an international holding company with interests in public passenger transportation, environmental solutions, outsourcing services and real estate development in Chile, Colombia, Panama, Peru and the United States.
SOURCE Inversiones Alsacia S.A.