NCO Group, Inc., a leading provider of business process outsourcing services, announced today that it has commenced two cash tender offers (each, a “Tender Offer,” and, together, the “Tender Offers”) and consent solicitations (each a “Consent Solicitation” and, together, the “Consent Solicitations,” and together with the Tender Offers, the “Offers”) for any and all of its $200,000,000 aggregate principal amount of 11.875% Senior Subordinated Notes due 2014 (CUSIP No. 65338LAA7) (the “2014 Notes”) and $165,000,000 aggregate principal amount of Floating Rate Senior Notes due 2013 (CUSIP No. 65338LAB5) (the “2013 Notes,” and, together with the “2014 Notes,” the “Notes”). The Offers are described in the Offer to Purchase and Consent Solicitation Statement dated March 14, 2012 (the “Offer to Purchase”). Each Offer will expire at 12:01 a.m., New York City time, on April 11, 2012 unless extended (the “Expiration Date”). Concurrently with the commencement of the Offers, the Company is seeking to obtain debt financing to refinance substantially all of its outstanding indebtedness, consisting of a new senior secured first lien term loan and revolving credit facility and a new secured second lien credit facility (collectively, the “New Debt Financing”).
Holders who validly tender their Notes and provide their consents to the proposed amendments to the indentures governing the Notes prior to the consent payment deadline of 5:00 p.m., New York City time, on March 27, 2012, unless extended by the Company in its sole discretion (the “Consent Deadline”), shall receive $1,035.94 per $1,000 principal amount of the 2014 Notes and $1,002.50 per $1,000 principal amount of the 2013 Notes (which amounts include, in each case, a consent payment of $10.00 per $1,000 principal amount of the Notes), plus any accrued and unpaid interest on the Notes up to, but not including, the payment date for such Notes. The primary purpose of the Consent Solicitations and the proposed amendments to the indentures governing the Notes is to eliminate substantially all of the restrictive covenants and certain events of default and related provisions contained in the indentures governing the Notes. Adoption of the proposed amendments could have adverse consequences upon non-tendering holders of the Notes because Notes that remain outstanding after consummation of the applicable Offer will not be entitled to the benefits of the restrictive covenants or event of default and related provisions that are eliminated by the adoption of such amendments.
Holders who validly tender their Notes after the Consent Deadline, but on or prior to the Expiration Date, shall receive $1,025.94 per $1,000 principal amount of the 2014 Notes and $992.50 per $1,000 principal amount of the 2013 Notes, plus, in each case, any accrued and unpaid interest on the Notes up to, but not including, the payment date for such Notes. Holders of Notes tendered after the Consent Deadline will not receive a consent payment.
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