Transtel Intermedia Announces Extension of Private Offer to Exchange and Solicitation of Consents to
March 13, 2009
CALI, Colombia, Feb. 23 /PRNewswire-AsiaNet/ --
Transtel Intermedia S.A. (the "Company") today announced that it has
extended the expiration of its (i) private offer to exchange, for each
$100,000 of principal amount (excluding accrued but unpaid interest) of its
outstanding 12% Senior Notes due 2016 (the "Existing Notes"), one of its
units (the "New Units"), each New Unit consisting of $100,000 principal
amount of its unissued Senior Secured Amortizing Step-up Notes due 2016 (the
"New Notes") and 100 warrants to purchase shares of its common stock (the
"New Warrants", and such private offer to exchange being, the "Exchange
Offer"), and (ii) solicitation of consents to (a) delist the Existing Notes
from the Euro MTF, the alternative market of the Luxembourg Stock Exchange,
and (b) make certain amendments to the indenture governing the Existing
Notes, the security documents related to the Existing Notes, certain other
documentation related to the Existing Notes and the warrant agreement
governing the Company's warrants issued on May 17, 2006 (the "Consent
Solicitation"). The Exchange Offer and Consent Solicitation are now scheduled
to expire at 5:00 p.m., New York City time, on March 13, 2009, unless
extended by the Company in its sole discretion.
The Exchange Offer and Consent Solicitation are conditioned upon at least
95% of the outstanding aggregate amount of the Existing Notes being validly
tendered and not withdrawn, which condition may be waived by the Company in
its sole discretion. As of 5:00 p.m., New York City time, on February 20,
2009, the Company was advised by HSBC Bank USA, National Association, the
exchange agent, that an aggregate principal amount of US$58.2 million of the
Existing Notes had been validly tendered.
Any questions on the Exchange Offer and Consent Solicitation may be
addressed to Morgan Stanley & Co. Incorporated, the dealer manager and
solicitation agent for the Exchange Offer and Consent Solicitation, by
calling U.S. toll free at (800) 624-1808 or calling collect at +1 (212)
761-1864.
The information contained herein is not for publication or distribution
into the United States. This press release is for informational purposes
only. The New Units, New Notes, New Warrants and the underlying shares of
common stock have not been registered under the U.S. Securities Act of 1933,
as amended (the "Securities Act"), or any state securities laws, and are only
being offered to (1) in the United States, qualified institutional buyers as
defined in Rule 144A under the Securities Act, in a private placement
transaction in reliance upon an exemption from the registration requirements
of the Securities Act and (2) outside the United States, in compliance with
Regulation S under the Securities Act. This press release shall not
constitute an offer to sell or a solicitation of an offer to buy the New
Units in the United States or in any jurisdiction where the offer or sale is
not permitted. Further, the New Units, New Notes, New Warrants and the
underlying shares of common stock may not be sold in the United States absent
registration or an exemption from registration and any public offering of
such securities in the United States will be made by means of an offering
memorandum that may be obtained from the Company and that will contain
detailed information about the Company and its management, as well as its
financial statements.
The Company is a privately held fixed-line telecommunications service
provider operating in Colombia. As of September 30, 2008, the Company
provided telephone, internet and pay-television services to 286,413
subscribers. The Company initially established its business by acquiring
majority interests in underperforming telecommunications companies that were
owned and operated by local municipalities. Following the acquisition of such
companies, the Company designed and implemented customized plans for the
upgrade and expansion of each of its acquired systems, which today comprise a
fully digital, fiber-optic network capable of providing a wide array of
voice, data and other media services, including broadband services.
SOURCE: Transtel Intermedia S.A.
CONTACT: Guillermo O. Lopez, Chief Executive Officer,
+57-2-680-8801
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