Axtel Announces Closing of Exchange Offers and Tower Sale Transaction
SAN PEDRO GARZA GARCIA, Mexico -- January 31, 2013
Axtel, S.A.B. de C.V. (BMV: AXTELCPO; OTC: AXTLY) (“AXTEL” or “the Company”),
a Mexican telecommunications company, today announced the closing of the
previously announced exchange offers being made by its wholly owned subsidiary
Axtel Capital, S. de R.L. de C.V. (formerly Axtel Capital, S.A. de C.V. SOFOM
E.N.R.) to exchange (the “Exchange Offers”) any and all of AXTEL’s outstanding
7.625% Senior Notes due 2017 (the “2017 Notes”) and 9.00% Senior Notes due
2019 (the “2019 Notes”, and together with the 2017 Notes, the “Old Notes”) for
a combination of Senior Secured Notes due 2020 and Peso-denominated Senior
Secured Convertible Dollar-indexed Notes due 2020 of AXTEL (collectively, the
“New Notes”), and cash.
In settlement of the Exchange Offers, the Company issued today $248,653,000
principal amount of its Senior Secured Notes due 2020 and Ps. 283,533,200 (or
$22,189,690, converted into U.S. dollars at an exchange rate of 12.7777
Mexican Pesos per U.S. dollar), principal amount of its Peso-denominated
Senior Secured Convertible Dollar-indexed Notes due 2020, and paid $82,564,980
in cash to tendering holders. Following the settlement of the Exchange Offers,
$132,990,000 aggregate principal amount of the 2017 Notes and $134,574,000
aggregate principal amount of the 2019 Notes remain outstanding.
The Company is also pleased to announce the closing of its sale of 883
telecommunications sites to MATC Digital, S. de R.L. de C.V., a subsidiary of
American Tower Corporation, for approximately $250 million. Part of the
proceeds from this divestiture were used for the cash payment under the
Exchange Offers and to repay in full approximately $88 million under the
Company’s syndicated credit facility and related derivatives transactions.
Remaining proceeds will be used to strengthen the Company’s liquidity
position. With these transactions, AXTEL reduced approximately $310 million in
debt and, on a pro-forma basis for the twelve-month period ending on September
30, 2012, the net debt to Adjusted EBITDA ratio decreased from 3.4x to 2.1x.
Mr. Felipe Canales, AXTEL´s Chief Financial Officer, stated “With the
conclusion of our recapitalization plan, the Company now has a solid capital
structure that will support the implementation of its strategic initiatives
and enhance its growth prospects”. Mr. Canales went on to state “We are quite
optimistic about AXTEL’s future”.
Lazard and Alfaro, Dávila y Ríos, S.C. acted as financial advisors to AXTEL on
the Exchange Offers and Consent Solicitations. Citi acted as financial advisor
to AXTEL on the tower sale transaction.
Other important information
The New Notes have not been registered under the Securities Act, or any state
securities laws, and may not be offered or sold in the United States absent
registration or an applicable exemption from registration requirements, and
will therefore be subject to substantial restrictions on transfer. This
announcement is for informational purposes only and does not constitute an
offer to sell or a solicitation of an offer to buy the New Notes.
AXTEL is a Mexican telecommunications company with significant growth in the
broadband segment, and one of the leading companies in information and
communication technologies solutions in the corporate, financial and
government sectors. The Company serves all market segments - corporate,
financial, government, wholesale and residential with the most robust offering
of integrated communications services in Mexico. Its world-class network
consists of different access technologies like fiber optic, fixed wireless
access, point to point and point to multipoint links, in order to offer
solutions tailored to the needs of its customers.
AXTEL's shares, represented by Ordinary Participation Certificates or CPOs,
trade on the Mexican Stock Exchange under the symbol 'AXTELCPO' since 2005.
This release contains certain forward-looking statements regarding the future
events or the future financial performance of AXTEL that are made pursuant to
the safe harbor for forward-looking statements provided by the Private
Securities Litigation Reform Act of 1995. These statements reflect
management's current views with respect to future events or financial
performance, and are based on management's current assumptions and information
currently available and are not guarantees of the Company's future
performance. The timing of certain events and actual results could differ
materially from those projected or contemplated by the forward-looking
statements due to a number of factors including, but not limited to those
inherent to operating in a highly regulated industry, strong competition,
commercial and financial execution, economic conditions, among others.
Axtel, S.A.B. de C.V.
Adrian de los Santos, +52(81) 8114-1128
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