MEXICO CITY, Jan. 25, 2019 /PRNewswire/ -- Docuformas, S.A.P.I. de C.V. (the "Docuformas") today announces, in connection with its previously announced consent solicitation (the "Consent Solicitation") to holders of its 9.250% Senior Notes due 2022 (CUSIP/ISIN Nos. 25615WAA1/US25615WAA18 and P36035AA4/USP36035AA46) (the "Notes"), issued under an indenture, dated as of October 11, 2017 (the "Indenture"), by and among Docuformas, certain subsidiaries of Docuformas, as guarantors, and U.S. Bank National Association, as trustee, that Docuformas has modified certain terms of its consent solicitation statement, dated January 16, 2019 (the "Consent Solicitation Statement") to amend the "Limitation on Indebtedness" covenant and the definition of "Permitted Liens" set forth in the Indenture (the "Proposed Amendments"). The modifications to the Proposed Amendments are the following:
- The fourth and fifth paragraphs under the heading "Proposed Amendments to the Indenture" on page 10 of the Consent Solicitation Statement shall be modified as follows (additions to text are represented in bold underline and deletions are represented in
Section 3.08(a) shall be replaced in its entirety as follows:
"(a) The Company shall not, and shall not cause or permit any of its Restricted Subsidiaries to, directly or indirectly, Incur any Indebtedness, including Acquired Indebtedness, except that the Company may Incur Indebtedness, including Acquired Indebtedness, if, at the time of and immediately after giving pro forma effect to the Incurrence thereof and the application of the proceeds therefrom:
(i) the Fixed Charge Coverage Ratio of the Company and its Restricted Subsidiaries is at least 1.75:1.00."
;(ii) the Total Unencumbered Assets of the Company and its Restricted Subsidiaries (on a consolidated basis) is at least 130.0% 110.0%of the Total Unsecured Indebtedness of the Company and its Restricted Subsidiaries (on a consolidated basis); and
(iii) the Capitalization Ratio of the Company is greater than 13.5%."
- The second full paragraph on page 11 of the Consent Solicitation Statement shall be modified as follows (additions to text are represented in bold underline and deletions are represented in
"(t) to the extent that at the time of and immediately after giving pro forma effect to the Incurrence thereof the Total Unencumbered Assets of the Company and its Restricted Subsidiaries (on a consolidated basis) is at least 130.0%
110.0%of the Total Unsecured Indebtedness of the Company and its Restricted Subsidiaries (on a consolidated basis), other Liens at any time outstanding securing obligations, including obligations under credit facilities"
Docuformas also announces today that (1) it is extending the Expiration Time (as defined in the Consent Solicitation Statement) for the Consent Solicitation to 5:00 p.m., New York City time, on January 29, 2019, and (2) it is amending the terms of its previously announced Consent Solicitation to provide that any holder of Notes that delivers a consent with respect to its Notes at or prior to January 29, 2019 will be eligible to receive a cash payment of U.S.$7.50 per U.S.$1,000 principal amount of Notes in respect of which the Consents (as defined in the Consent Solicitation Statement) have been validly delivered and not validly revoked pursuant to the terms of the Consent Solicitation Statement, in place of the previously offered U.S.$5.00 per U.S.$1,000 principal amount of Notes. Holders of Notes who have previously delivered their Consents do not need to deliver a new Consent in order to be eligible to receive the increased cash payment of U.S.$7.50 per U.S.$1,000 principal amount of Notes.
For the avoidance of doubt, Consents may be revoked at any time prior to the earlier of the Effective Time (as defined in the Consent Solicitation Statement) and the Expiration Time (as amended herein).
Except as otherwise set forth in this press release, the terms and conditions previously set forth in the Consent Solicitation Statement remain applicable in all respects to the Consent Solicitation, and this press release should be read in conjunction therewith. The Consent Solicitation is subject to certain conditions and present certain significant considerations for holders of Notes who consent, as set forth more fully in the Consent Solicitation Statement. Docuformas reserves the right to waive or modify any term of, or to terminate, the Consent Solicitation, for any reason, prior to the applicable Expiration Time.
This press release is neither an offer to sell nor a solicitation of an offer to buy any security. The securities described herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or any state securities laws, and they may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act.
Any questions or requests for assistance regarding the Consent Solicitation may be made to UBS Investment Bank at (888) 719-4210 (U.S. toll-free) or (203) 719-4210 (collect). Questions or requests for assistance or additional copies of the Consent Solicitation Statement and any related documents may be directed to D. F. King & Co., Inc. at firstname.lastname@example.org or at (877) 732-3617 (U.S. toll free) or (212) 269-5550 (collect). Copies of the Consent Solicitation Statement and any related documents are available at 48 Wall Street, 22nd Floor, New York, New York, 10005, or at email@example.com.
Docuformas is the one of the largest independent leasing company in Mexico, when compared to the companies that report information to AMSOFAC. Docuformas specializes in providing financing solutions for the acquisition of productive assets and equipment by mostly small and medium-sized enterprises. Substantially all of Docuformas' assets and properties are located in Mexico and substantially all of Docuformas' revenues derive from its business operations in Mexico.
SOURCE Docuformas, S.A.P.I. de C.V.