Hanger, Austin, Texas, announced that it is soliciting consents from holders of its $200,000,000 aggregate principal amount 7⅛ percent senior notes due 2018 to amend and waive certain provisions of the indenture pursuant to which the notes were issued. The proposed amendment and waiver will amend, effective September 29, 2014, the reporting covenant in the indenture to eliminate until November 16, 2015, any obligation for the company to deliver to the trustee or the noteholders the following reports required to be filed or furnished with the U.S. Securities and Exchange Commission (SEC): Form 10-Qs for the periods ended September 30, 2014, March 31, 2015, and June 30, 2015; and Form 10-K for the period ended December 31, 2014. The proposed amendment and waiver will also waive any default or event of default under the indenture that may occur or exist as a result of or in connection with the company’s failure to timely deliver to the trustee or the noteholders, or file with the SEC, the delayed SEC reports, provided that such delayed SEC reports are delivered to the trustee or the noteholders or filed with the SEC by November 16, 2015.
The consent solicitation will expire at 5:00 p.m. ET on July 8, 2015. Only holders of record of the notes as of 5:00 p.m. ET on June 29 are eligible to deliver consents to the proposed amendment and waiver in the consent solicitation. Hanger said it will pay to the holders who delivered valid and unrevoked consents prior to the expiration time a cash payment of $2.50 per $1,000 principal amount of notes for which consents have been delivered by such holder, subject to the satisfaction or waiver of all of the conditions of the consent solicitation. Effectiveness of the proposed amendment and waiver is subject to a number of conditions. Further, no assurance can be given that the proposed amendment and waiver can or will be completed on terms that are acceptable to the company, or at all. Hanger also said it may, in its sole discretion, terminate, amend, or extend the consent solicitation at any time as set forth in the Notice of Consent Solicitation.
