Maxcom informs final results

Rhea-AI Summary

On November 5, 2021, Maxcom Telecomunicaciones announced the results of a cash tender offer by Transtelco Holding, which successfully acquired approximately 94.96% of Maxcom's 8% Senior Secured Notes due 2024. The offer expired on the same day, with US$53,993,665 tendered. Additionally, Maxcom's 95.55% of Series 'A' shares were acquired, indicating a change of control and triggering an estimated US$7.6 million payment for Junior PIK Notes holders. This successful outcome strengthens Maxcom's financial viability and operational continuity.

Positive

• Successful completion of cash tender offer, with 94.96% of Notes tendered.
• Acquisition of 95.55% of Series 'A' shares signals change of control and financial strengthening.
• Estimated US$7.6 million payment for Junior PIK Notes enhances shareholder value.

Negative

• None.

MEXICO CITY, Nov. 6, 2021 /PRNewswire/ -- Maxcom Telecomunicaciones S.A.B. de C.V. (BMV: MAXCOM A, OTC: MXMTY) ("Maxcom" or the "Company") informs that Transtelco Holding, Inc. (the "Offeror") announced yesterday the final results of the previously announced cash tender offer (the "Notes Offer") to purchase any and all of the 8% Senior Secured Notes due 2024 (the "Notes") issued by Maxcom and the solicitation of consents to amend the indenture governing the Notes (the "Consent Solicitation") to effect certain amendments (the "Proposed Amendments")to the indenture governing the Notes. The Notes Offer expired on November 5, 2021, under the previously announced extension.

According to information received from D.F. King & Co., Inc., the tender offer agent, as of the Maturity Date, an aggregate total amount of US$53,993,665 of the outstanding Notes, representing approximately 94.96% of the total value, have been validly tendered and not withdrawn pursuant to the Offer, for which the related consents have been granted (and not validly revoked) pursuant to the Consent Solicitation.

As previously announced, the Notes Offer and the Consent Solicitation were made in connection with and are expressly conditioned upon the successful completion by Transtelco Acquisitions III, S. de RL de CV, Sociedad de Responsabilidad Limitada de Capital Variable, of the mandatory tender offer (the "Stocks Tender Offer") to acquire not less than 85% and up to all of the series "A" shares representing the capital stock of Maxcom in accordance with the Securities Market Law (the "LMV") and the General Provisions Applicable to Issuers and Other Participants in the Securities Market (the "Provisions").

In connection with the preceding, Maxcom announces that on November 5, 2007, the period of the Stock Offer ended, per the previously announced extension. As a result, 264,176,066 ordinary, nominative shares, without par value, subscribed and fully paid Series "A" shares participated in the Offer, representing 95.55% of Maxcom's capital stock. The foregoing implies a change of control of the Company that triggers the mandatory redemption of the Junior Pay-in-Kind Notes (the "Junior PIK Notes"), for which a payment to the holders of the Junior PIK Notes of approximately US$7.6 million is estimated, assuming the implicit Equity Value generated in the acquisition of the Company.

With these results, both bids exceeded the minimum participation requirements established by the offerors for their successful completion. With the successful conclusion of both processes, Maxcom takes an important step in strengthening its financial viability and the continuity of its operations, aiming to consolidate its value proposition in the medium and long term.

To view the documents related to the Notes Tender Offer, please visit the Company's website: http://ri.maxcom.com/.

Maxcom thanks the continued support of all its stakeholders and confirms its commitment to maintaining close communication with the investing public.

About Transtelco

Headquartered in El Paso, Texas, Transtelco is a leading global digital infrastructure solutions provider, which includes a state-of-the-art long-haul and metropolitan fiber network in the Southwestern U.S., Mexico and Latin America. It offers Dedicated Internet Access, Long-Haul & Metro Transport, Colocation and Telephony services to global telecom carriers and blue-chip enterprise customers. Transtelco's differentiated bi-national and bi-cultural approach allows it to consistently deliver superior results to customers and exceed expectations. Transtelco delivers services over its own infrastructure that spans over 15,000 miles from Los Angeles to Dallas and Tijuana to Mexico City through a unique network that provides route diversity, redundancy and protection. For more information, visit transtelco.net.

About Maxcom

Maxcom launched its commercial operations in May 1999, holding its headquarters in Mexico City. Maxcom is a facilities-based telecommunications provider that uses a "smart-build" approach to deliver last-mile connectivity, metropolitan and long-distance transportation services, colocations and other value-added services, both to the enterprise segment and to the national and international carrier segment. Maxcom provides its services through a fiber optic network of more than 8,500 kilometers, which allows it to have points of presence in the main cities of Mexico.

The information in this press release is the exclusive responsibility of Maxcom Telecomunicaciones, SAB de CV, and has not been reviewed by the Mexican National Banking and Securities Commission (CNBV) or any other authority.

The trading of these securities by an investor will be made under such investor's responsibility.

 

 

View original content:https://www.prnewswire.com/news-releases/maxcom-informs-final-results-301418047.html

SOURCE Maxcom Telecomunicaciones, S.A.B. de C.V.

FAQ

What were the final results of Maxcom's cash tender offer?

The cash tender offer resulted in approximately 94.96% of the 8% Senior Secured Notes being tendered, totaling US$53,993,665.

What percentage of Maxcom's shares were acquired in the stock offer?

In the stock offer, 95.55% of Maxcom's Series 'A' shares were acquired by Transtelco.

What is the estimated payment for Junior PIK Notes holders after the acquisition?

The estimated payment for the holders of Junior PIK Notes is approximately US$7.6 million.

When did the cash tender offer for Maxcom expire?

The cash tender offer for Maxcom expired on November 5, 2021.