Windsor Petroleum Transport Corporation Amends Consent Solicitation
HAMILTON, Bermuda, Nov. 4, 2010 /PRNewswire/ -- Windsor Petroleum Transport Corporation ("Windsor"), a Delaware corporation, announced today it has amended and extended its previously announced consent solicitation, which had been set to expire at 5 p.m. EDT on November 4, 2010. Windsor launched the consent solicitation to amend the indenture (the "Indenture") relating to its 7.84% Term Secured Notes due 2021 (CUSIP 973735 AY9/ISIN US973735AY91) (the "Notes"), to amend or terminate certain related collateral and management agreements, and to approve the proposed current or future sale, as the case may be, of each of the four very large crude carrier vessels ("VLCCs") that serves as part of the collateral for the Notes.
Based on discussions with certain holders of Notes, the consent solicitation has been amended to omit the following proposals:
-- The proposal to add the Notes to the list of permitted investments in which amounts on deposit in the trust accounts established pursuant to the Indenture may be invested; and
-- The proposal to reduce the mandatory notice provision to be provided in connection with redemptions of the Notes from 30 to 60 days as currently provided for in the Indenture to at least five days.
In addition, the consent solicitation has been amended to (1) provide that each all cash offer received for the purchase of a Vessel, which otherwise meets all of the requirements of an "Adequate Bid", must also be certified by an identified independent ship broker to be comparable to market value at the time of the bid and (2) clarify that in the event of a sale of a Vessel, only the Vessel will be released to the purchaser of the Vessel.
The remaining proposals set forth in the consent solicitation remain the same.
The consent solicitation period has been extended to 5 p.m. EST on Nov. 10, 2010.
Windsor is offering a consent fee of US$1.00 per US$1,000.00 principal amount of its Notes to holders of record at the close of business on Oct. 14, 2010 that validly provide their consent to the proposed amendments by 5 p.m. EST on Nov. 10, 2010. Holders of Notes who have previously delivered consents to the proposals described in the consent solicitation need not redeliver such consents or take any other action in response to the amendment of the consent solicitation. Such holders, and any other holders of Notes who deliver a valid consent prior to the expiration of the solicitation period for the consent solicitation, will be entitled to receive the consent fee if the Requisite Consents are received and all other conditions to payment of the consent fee are satisfied or waived. Such holders shall be bound by, and such previously delivered consents will be deemed to constitute consent to the proposals under, the terms set forth in the amended consent solicitation statement, unless such consents are validly revoked at any time prior to the earlier of (i) the expiration of the solicitation period and (ii) the time at which the requisite consents have been received.
Jefferies & Company, Inc. is acting as the Solicitation Agent for the consent solicitation. D.F. King & Co., Inc. is acting as the Information and Tabulation Agent.
Questions concerning the terms of this solicitation should be directed to Jefferies & Company, Inc. at (877) 877-0696 (toll free) or (212) 284-2435 (collect). Requests for assistance in completing the letter of consent or requests for additional copies of the consent solicitation statement, the letter of consent or other related documents may be directed to D.F. King & Co., Inc. at (800) 967-4612 (toll free) or (212) 269-5550 (Banks and Brokers).
Advisory: This press release is for informational purposes only and is not being made in any jurisdiction in which the making of this announcement would violate the laws of such jurisdiction, nor is it an offer to purchase or sell, a solicitation of an offer to purchase or sell, or a solicitation of consents with respect to any securities. The solicitation is being made solely pursuant to an amended and restated consent solicitation statement dated November 4, 2010 and the related letter of consent.
SOURCE Windsor Petroleum Transport Corporation
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