Rogers Communications Inc.’s request to extend a deadline to buy back $9.35 billion of bonds may succeed as a challenge from members of an investor group appears to lack the support needed to derail it.
(Bloomberg) — Rogers Communications Inc.’s request to extend a deadline to buy back $9.35 billion of bonds may succeed as a challenge from members of an investor group appears to lack the support needed to derail it.
The Toronto-based cable and wireless firm is seeking approval from creditors holding eight series of bonds in dollars and loonies to extend the deadline to complete its acquisition of Shaw Communications Inc. to December 2023. Under the current terms, Rogers has to repay the securities at 101 cents on the dollar if the C$20 billion ($15.4 billion) deal isn’t done by the end of this year.
The investor group holding US dollar-denominated securities wasn’t big enough to create a block in any series of notes, according to an emailed statement sent by bankers at Houlihan Lokey Inc. on Friday. On Thursday, the Credit Roundtable, an industry group representing investors, held a call with its members along with Houlihan and lawyers at Akin Gump Strauss Hauer & Feld LLP.
The Rogers purchase of Shaw has been delayed by Canada’s antitrust regulator, which has sued to block it, arguing that it will damage competition in a telecommunications sector that’s already dominated by a handful of large companies. Rogers and Shaw have agreed to sell most of Shaw’s wireless business to Quebecor Inc. to address those concerns, but the case appears headed to a hearing at the Competition Tribunal, Canada’s merger court.
Representatives for Rogers, Houlihan, Akin and the Credit Roundtable weren’t immediately available for comment.
Investors in the US notes would initially be paid a consent fee ranging from $23.50 to $62.60 per $1,000 in face value. They can receive additional fees of $11.45 to $31 if the merger doesn’t close by Dec. 31 and Rogers isn’t forced to repay the notes at that time. Owners of the Canadian notes are eligible for similar fees.
Investors expressed concerns including that the total consent fees are undervalued, especially since the bonds declined after the consent solicitation was announced at the end of trading on Aug. 22, according to a communication sent by the Credit Roundtable early this week inviting creditors to the Thursday call. Also, the Canadian Bond investors Association said that the fees should be paid to all holders, not merely those who agree to Rogers’ request.
“We advocate that consent fees be paid to all bond holders that participate in the solicitation regardless of whether they consent to the changes,” the Canadian Bond Investors’ Association said in a statement. “It is our reading of the Rogers consent solicitation that the consent fees will only be paid to bond holders that provide a positive consent.”
(Adds details of the bond consent from the fourth paragraph.)
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