Hanger Inc. recently announced the solicitation of consents from holders of its $200,000,000 aggregate principal amount 7 1/8% Senior Notes due 2018. Hanger will amend and waive certain provisions of the indenture pursuant to which the notes were issued, according to a company press release. Hanger had previously solicited consents for its Senior Notes on June 30, 2015 and announced successful completion on July 9, 2015.
The new proposed amendment and waiver will amend, effective Nov. 15, 2015, the reporting covenant in the indenture to extend the company’s deadline to deliver to the noteholders or the trustee period reports required to be filed or furnished with the Securities and Exchange Commission (SEC) until Hanger is current with in its SEC filings or it fails to make payment of a subsequent consent fee when due. The company will increase the interest rate of the notes to 8.625%, effective Nov. 15, if it receives the requisite consents to approve the proposed amendment and waiver.
According to the release, the proposed amendment and waiver also waives any default or event of default under the indenture that may occur or exist as a result of or in connection with Hanger’s failure to timely deliver to the trustee or the noteholders, or file with the SEC, its delayed SEC reports until either the company is current in its filings with the SEC or fails to pay a required subsequent consent fee when due — whichever occurs first.
The consent solicitation will expire at 5 p.m. EST, on Dec. 3. Only holders of record of the notes as of 5 p.m. EST, on Nov. 18 are eligible to deliver consents to the proposed amendment and waiver in the consent solicitation. Hanger will pay to the holders who delivered valid and unrevoked consents prior to the expiration time a cash payment of $2.50 per $1,000 principal amount of notes for which consents have been delivered by such holder, subject to the satisfaction or waiver of all the conditions of the consent solicitation, according to the press release. In addition, within 5 business days following the first day of each month beginning May 2016 prior to the expiration time, Hanger also will pay to the holders to who delivered valid and unrevoked consents prior to the expiration time a cash payment of $1 per $1,000 principal amount of notes for which consents have been delivered by such holder.
The right to receive consent fees is not transferrable with the notes, according to the press release.
Copies of the Notice of Consent Solicitation, the consent form and other related documents may be obtained by contacting D.F. King & Co., the information and tabulation agent, at 212-269-5550 or 866-796-1245, or via email at hgr@dfking.com. Holders of the notes are urged to review the Notice of Consent Solicitation and the procedures for consenting to the proposed amendment and waiver.
For more information: Any persons with questions regarding the consent solicitation should contact the Solicitation Agent, Wells Fargo Securities, at 704-410-4760 or 866-309-6316.
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