NEW YORK, Oct. 29 /PRNewswire-FirstCall/ -- Compania de Telecomunicaciones
de Chile S.A. ("Telefonica CTC Chile" or the "Company") (NYSE: CTC) today
announced it has commenced cash tender offers for approximately $200 million
aggregate principal amount of specified series of its outstanding debt.
"This tender works to reduce Telefonica CTC Chile's leverage and annual
interest expense," said Julio Covarrubias, CFO. "We will fund the tender
offer with proceeds from the sale of the mobile business unit and with
operating cash flow. This debt reduction also fulfills the commitment we made
to lenders as part of the waivers we obtained from them for the sale of our
mobile business."
The tender offers consist of two separate offers: an Any and All Offer
and a Maximum Tender Offer, both made pursuant to an Offer to Purchase dated
today which sets forth a more comprehensive description of the terms of the
tender offers.
In the Any and All Offer, Telefonica CTC Chile is offering to purchase any
and all of the approximately $188 million outstanding 7.625% Notes due 2006 as
listed in the table below.
In the Maximum Tender Offer, Telefonica CTC Chile is offering to purchase,
under certain conditions, up to the Maximum Tender Amount of the 7.625% Notes
due 2006 and the 8.375% Notes due 2006 as listed in the table below.
The table below indicates each series of notes included in the tender
offers.
CUSIP/ Principal Amount
ISIN Numbers Title of Security Outstanding (US$)
Offer for Notes Listed Below: Any and All Offer
204449-AB-8 7.625% Notes due $187,685,000
US204449AB87 July 15, 2006
Offer for Notes Listed Below: Maximum Tender Offer
204449-AB-8 7.625% Notes due $187,685,000
US204449AB87 July 15, 2006
204449-AC-6 8.375% Notes due $200,000,000
US204449AC60 January 1, 2006
The Maximum Tender Amount, which is the amount used to purchase notes in
the Maximum Tender Offer, will be equal to the difference between $200 million
and the principal amount of notes purchased through the Any and All Offer.
The amounts of each series of notes that are purchased in the Maximum Tender
Offer may be prorated as set forth in the Offer to Purchase.
The Any and All Offer is scheduled to expire at 5:00 p.m. EST, on November
9, 2004, unless extended. Holders of notes subject to the Any and All Offer
must tender and not withdraw their notes before its expiration date to receive
the any and all tender offer consideration.
Holders of notes subject to the Maximum Tender Offer must tender and not
withdraw their notes on or before the early tender date, which is 5:00 p.m.
EST, on November 18, 2004, unless extended, to receive the early maximum
tender offer consideration. Holders of notes subject to the Maximum Tender
Offer who tender their notes after the early tender date and do not withdraw
their notes before its expiration date will receive the maximum tender offer
consideration. Holders of notes subject to the Maximum Tender Offer who
tender their notes on or before the early tender date may not withdraw their
notes after the early tender date except in the limited circumstances
described fully in the Offer to Purchase.
The any and all tender offer consideration and the early maximum tender
offer consideration for each $1,000 principal amount of notes tendered and
accepted for payment pursuant to the tender offers will be determined in the
manner described in the Offer to Purchase by reference to a fixed spread
specified for the notes over the yield based on the bid side price of the U.S.
Treasury Security specified on the cover page of the Offer to Purchase, as
calculated by the dealer manager at 2:00 p.m. EST, on November 5, 2004 and
November 29, 2004, which are the second business days before the applicable
expiration date for the offers. For the early maximum tender offer
consideration, $10 per $1,000 principal amount of notes will be considered the
early tender fee. The maximum tender offer consideration will be the early
maximum tender offer consideration minus the early tender fee of $10. In
addition to the applicable tender offer consideration, accrued interest up to,
but not including, the settlement date will be paid in cash on all validly
tendered notes accepted in the tender offers. The settlement dates for the
Any and All Offer and the Maximum Tender Offer will follow promptly after the
applicable expiration dates and currently are expected to be Friday, November
12, 2004 and Friday, December 3, 2004, respectively.
Telefonica CTC Chile has retained Citigroup Global Markets Inc. to serve
as dealer manager, and Global Bondholder Services Corporation to serve as the
depositary agent and information agent for the tender offer.
Requests for documents may be directed to Global Bondholder Services
Corporation by telephone at (866) 470-4300 or (212) 430-3774 or in writing at
65 Broadway - Suite 704, New York, NY, 10006. Questions regarding the tender
offer may be directed to Citigroup Global Markets Inc. at (800) 558-3745.
The press release is not a tender offer to purchase or a solicitation of
acceptance of the tender offer, which may be made only pursuant to the terms
of the Offer to Purchase. In any jurisdiction where the laws require the
tender offer to be made by a licensed broker or dealer, the tender offer will
be deemed made on behalf of the Company by Citigroup Global Markets Inc., or
one or more registered brokers or dealers under the laws of such jurisdiction.
Compania de Telecomunicaciones de Chile S.A., the first South American
company to list shares on the New York Stock Exchange, is the largest
telecommunications enterprise in Chile, providing local service, as well as
domestic and international long distance services throughout the country.
Additionally, the Company provides equipment marketing, data transmission,
value-added services and information systems services.
This news release contains certain forward-looking statements within the
meaning of the United States Private Securities Litigation Reform Act of 1996,
including but not limited to Compania de Telecomunicaciones de Chile S.A.'s
expectations for its performance for the quarter. Forward looking statements
may also be identified by words such as "believes," "expects," "anticipates,"
"projects," "intends," "should," "seeks," "estimates," "future," or similar
expressions. The forward-looking statements included in this news release are
based on current expectations, but actual results may differ materially from
anticipated future results due to various factors many of which are beyond the
control of Compania de Telecomunicaciones de Chile S.A. and its subsidiaries.
Certain factors which could cause the actual results of Compania de
Telecomunicaciones de Chile S.A. and its subsidiaries to differ materially
from the expected results include, among others changes in Chile's regulatory
framework, impact of increased competition and other factors beyond Compania
de Telecomunicaciones de Chile S.A.'s control.
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SOURCE Compania de Telecomunicaciones de Chile S.A.
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CONTACT:
Global Bondholder Services Corporation,
+1-866-470-4300, or +1-212-430-3774, Citigroup Global Markets
Inc., +1-800-558-3745, for Compania de Telecomunicaciones de
Chile S.A.
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