Axtel Announces Second Supplement to Exchange Offers
SAN PEDRO GARZA GARCIA, Mexico--(BUSINESS WIRE)-- Axtel, S.A.B. de C.V. (BMV: AXTELCPO; OTC: AXTLY) (“AXTEL” or “the Company”), a Mexican fixed-line integrated telecommunications company, today announced that has amended and supplemented the pending exchange offers being made by its wholly owned subsidiary Axtel Capital, S. de R.L. de C.V. (formerly Axtel Capital, S.A. de C.V. SOFOM E.N.R., “Axtel Capital”) to exchange (the “Exchange Offers”) any and all of AXTEL’s outstanding 7.625% Senior Notes due 2017 (the “2017 Notes”) and 9.00% Senior Notes due 2019 (the “2019 Notes”, and together with the 2017 Notes, the “Old Notes”) for a combination of Senior Secured Notes due 2020 (the “Senior Secured Notes”), Peso-denominated Senior Secured Convertible Dollar-indexed Notes due 2020 (the “Convertible Dollar-indexed Notes” and, together with the Senior Secured Notes, the “New Notes”) of AXTEL and cash.
As announced last Friday, the Company has received tenders from holders of a majority in principal amount of each series of the Old Notes in satisfaction of the minimum tender condition. The Company has decided to further extend the Early Tender Date to permit additional Old Notes’ bondholders to participate in the Early Tender Date consideration now that the minimum tender condition has been met. The Exchange Offers are expected to expire at 11:59 p.m., New York City time, on January 28, 2013, unless either or both of them are extended by Axtel Capital.
Mr. Felipe Canales, AXTEL´s Chief Financial Officer stated “We understand that some bondholders were not able to tender their Old Notes by the Early Tender Date due to administrative issues. Therefore, the extension announced will make the Early Tender Date consideration available through the extended date."
The Exchange Offers and the terms of the New Notes are revised as follows:
Extension of Early Tender Date. The Early Tender Date is 5:00 p.m. New York City time on January 24, 2013, unless extended or earlier terminated by Axtel Capital.
No other changes to the terms of the Exchange Offers were announced.
The consummation of the Exchange Offers and related consent solicitations are subject to the conditions set forth in the Offer to Exchange, including, among other things, the concurrent consummation of the sale-and-leaseback transaction with MATC Digital, S. de R.L. de C.V., a subsidiary of American Tower Corporation which has been previously disclosed by AXTEL, and on other terms and conditions.
The complete terms and conditions of the Exchange Offers and consent solicitations are described in the Offer to Exchange, copies of which may be obtained by eligible holders by contacting D.F. King & Co., Inc., the information agent for the exchange offers and consent solicitations, at 48 Wall Street, 22nd Floor, New York, New York 10005, (212) 269-5550 (collect) or (800) 967-4612 (toll free), or firstname.lastname@example.org.
The New Notes have not been registered under the Securities Act, or any state securities laws, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements, and will therefore be subject to substantial restrictions on transfer.
The Exchange Offers are being made, and the New Notes are being offered and issued, only to registered holders of Old Notes (i) in the United States who are (a) “qualified institutional buyers,” as that term is defined in Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”) or (b) “accredited investors,” as that term is defined in Rule 501(a) under the Securities Act, that are institutions of the types described in clauses (1), (2), (3) and (7) of Rule 501(a) and (ii) outside the United States and are persons who are not “U.S. persons,” as that term is defined in Rule 902 under the Securities Act.
This announcement is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy the New Notes nor an offer to purchase Old Notes nor a solicitation of Consents. The Exchange Offers and Consent Solicitations are being made solely by means of the Offer to Exchange and the related Consent and Letter of Transmittal.
AXTEL is a Mexican telecommunications company with significant growth in the broadband segment, and one of the leading companies in information and communication technologies solutions in the corporate, financial and government sectors. The Company serves all market segments - corporate, financial, government, wholesale and residential with the most robust offering of integrated communications services in Mexico. Its world-class network consists of different access technologies like fiber optic, fixed wireless access, point to point and point to multipoint links, in order to offer solutions tailored to the needs of its customers.
AXTEL's shares, represented by Ordinary Participation Certificates or CPOs, trade on the Mexican Stock Exchange under the symbol 'AXTELCPO' since 2005.
This release contains certain forward-looking statements regarding the future events or the future financial performance of AXTEL that are made pursuant to the safe harbor for forward-looking statements provided by the Private Securities Litigation Reform Act of 1995. These statements reflect management's current views with respect to future events or financial performance, and are based on management's current assumptions and information currently available and are not guarantees of the Company's future performance. The timing of certain events and actual results could differ materially from those projected or contemplated by the forward-looking statements due to a number of factors including, but not limited to those inherent to operating in a highly regulated industry, strong competition, commercial and financial execution, economic conditions, among others.
Adrian de los Santos, +52(81) 8114-1128
KEYWORDS: Mexico Central America