City Telecom Launches Tender and Consent Offer Via HSBC
July 09 2008 - 6:46PM
PR Newswire (US)
HONG KONG, July 9 /PRNewswire-FirstCall/ -- City Telecom (H.K.)
Limited (the "Company", SEHK : 1137, Nasdaq: CTEL), a corporation
incorporated under the laws of Hong Kong, today announced that it
has commenced a tender offer to purchase for cash (the "Offer") any
and all of its outstanding US$89,353,000 of aggregate principal
amount of 8.75% Senior Notes Due 2015 (the "Notes"), under and
subject to the terms and conditions set forth in the Offer to
Purchase and Consent Solicitation Statement dated July 9, 2008. The
Company is also soliciting consents (the "Consent Solicitation")
from holders of the Notes (the "Holders") for certain amendments
that would, among other things, eliminate substantially all of the
restrictive covenants (the "Proposed Amendments") contained in the
indenture, dated as of January 20, 2005, as amended and
supplemented by the first supplemental indenture dated November 23,
2005 and the second supplemental indenture dated May 28, 2007 under
which the Notes were issued. Adoption of the proposed amendments
requires the consent of holders of at least a majority of aggregate
principal amount of the Notes outstanding. The Offer to Purchase
and Consent Solicitation will expire at 8:00 a.m., New York City
time, on August 21, 2008, unless extended (such date and time, as
the same may be extended, the "Expiration Date"). Subject to the
terms of the Offer to Purchase and Consent Solicitation, the right
to receive the Consent Payment (as defined below) by delivering
valid Consents (as defined below) will expire at 5:00 p.m., New
York City time, on July 24, 2008 unless extended (such date and
time, as the same may be extended, the "Consent Date"). The right
to withdraw tendered Notes and the right to revoke Consents will
expire on the Consent Date. Holders that wish to receive both the
Tender Consideration (as defined below) and the Consent Payment (as
defined below) must validly tender (and not subsequently validly
withdraw) their Notes at or prior to the Consent Date. The terms
and conditions of the Offer to Purchase and Consent Solicitation
may be amended and the Expiration Date and Consent Date may be
extended by the Company in its sole discretion. The Total
Consideration (as defined below) for each US$1,000 principal amount
of Notes validly tendered and not validly withdrawn pursuant to the
Offer and delivery of consents (which are not subsequently revoked)
pursuant to the Consent Solicitation on or prior to the Consent
Date shall be equal to US$980.00. The total consideration (the
"Total Consideration") includes a consent payment of US$20.00 in
respect of each US$1,000 principal amount of Notes tendered (the
"Consent Payment"). Holders who validly tender (and do not
subsequently validly withdraw) their Notes on or prior to the
Consent Date will be eligible to receive the Total Consideration.
Holders who validly tender their Notes after the Consent Date, but
on or prior to the Expiration Date, will be eligible to receive an
amount equal to the Total Consideration less the Consent Payment
(the "Tender Consideration"). In either case, all Holders who
validly tender their Notes will receive accrued and unpaid interest
up to, but not including, the payment date. The payment date will
be promptly after acceptance of tendered Notes. Holders who tender
their Notes must deliver the related consents (the "Consents") to
the Proposed Amendments. Tendered Notes may not be withdrawn and
consents may not be revoked after the Consent Date. The Company
intends to fund the payment of the total consideration with a
portion of the proceeds from a new debt financing. The Company
expressly reserves the right, in its sole discretion, to terminate
the Offer to Purchase and Consent Solicitation and not accept for
purchase any tendered Notes for any reason, including if the
proceeds of any new debt financing are insufficient to pay the
total consideration for all Notes tendered and related fees and
expenses. The Company's obligation to accept for purchase any
tendered Notes pursuant to the Offer to Purchase and Consent
Solicitation is conditioned upon, among other things, Consents from
Holders representing at least the majority of the outstanding Notes
being obtained and certain other conditions. Full details of the
terms and conditions of the Offer to Purchase and Consent
Solicitation are included in the Offer to Purchase and Consent
Solicitation Statement. Holders can obtain additional copies of the
Offer to Purchase and Consent Solicitation Statement and related
material from the Information Agent, D.F. & King at (800)
628-8532 (toll-free). The Company has retained HSBC Securities
(USA) Inc. ("HSBC") to act as sole Dealer Manager and Solicitation
Agent. Holders with questions about the offer to purchase and
consent solicitation can contact HSBC's Liability Management Group
at (888) HSBC-4LM (toll-free) or +1 (212) 525-5552 (collect), in
Hong Kong at +852 2822-3071, in London at +44 (20) 7991-5874 or via
e-mail at . The Offer to Purchase and Consent Solicitation are
being made solely on the terms and conditions set forth in the
Offer to Purchase and Consent Solicitation Statement. This
communication is for informational purposes only and is qualified
by reference to the Offer to Purchase and Consent Solicitation
Statement. Under no circumstances shall this press release
constitute an offer to buy or the solicitation of an offer to sell
any securities of the Company. This press release also is not a
solicitation of consents to the proposed amendments to the
indenture. About City Telecom (H.K.) Limited Established in 1992,
City Telecom (H.K.) Limited (SEHK:1137SEHK:NASDAQ: CTEL) provides
integrated telecommunications services in Hong Kong. City Telecom's
wholly-owned subsidiary, Hong Kong Broadband Network Limited
(HKBN), is in the process of expanding its Metro Ethernet from
1.4mn to 2.0mn homes pass. HKBN has achieved an aggregate Voice,
Broadband (symmetric 25Mbps up to 1Gbps), IP-TV and Corporate data
services base in excess of 726,000 subscriptions. Additional
information on City Telecom can be found at
http://www.ctigroup.com.hk/. DATASOURCE: City Telecom (H.K.)
Limited CONTACT: D.F. & King, +1-800-628-8532; HSBC's Liability
Management Group, +1-888-HSBC-4LM, +1-212-525-5552 (collect), in
Hong Kong, +852 2822-3071, London, +44 (20) 7991-5874, or Web site:
http://www.ctigroup.com.hk/
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