The Phoenix Companies, Inc. (NYSE:PNX) today commenced its previously announced solicitation of bondholders holding its 7.45% Quarterly Interest Bonds due 2032 (CUSIP 71902E 20 8) seeking a one-time consent to amend the indenture governing the bonds and provide a related waiver.
Phoenix is restating financial statements for several prior periods and, as a result, delayed filing its third quarter 2012 Form 10-Q with the Securities and Exchange Commission (SEC). That delay prevented Phoenix from filing the required Form 10-Q with the bond trustee within 15 days after the SEC filing deadline. The company said it intends to file its third quarter 2012 Form 10-Q with the SEC prior to the timely filing of its year-end 2012 Form 10-K. The SEC’s deadline for the Form 10-K filing is March 18, 2013.
The approval of the amendments and waiver will allow Phoenix to extend the date for providing its third quarter 2012 Form 10-Q to the bond trustee to March 31, 2013 and will not alter the company’s current obligation to pay principal and interest on the bonds as provided for in the indenture.
The solicitation will expire at 5 p.m., EST, on Jan. 15, 2013, or such date and time to which the company may extend it. Only bondholders of record as of the close of business on Dec. 11, 2012 may provide consents and receive the consent fee.
Phoenix is making a Consent Solicitation Statement available to its bondholders through the bank or broker where their bonds are held and will begin outreach for their consent to the amendments. If the consent solicitation is successful, and subject to the conditions described in the Consent Solicitation Statement, bondholders will be compensated for their consent in the amount of $0.0625 for each $25 in principal amount.
Morgan Stanley & Co. LLC is serving as Solicitation Agent and D.F. King & Co., Inc. is serving as Information and Tabulation Agent for this solicitation. Bondholders needing assistance or additional copies of the Consent Solicitation Statement should call D.F. King at 1-800-829-6551. Bankers and brokers should call D.F. King at 1-212-269-5550. General questions may be directed to Morgan Stanley at 1-800-624-1808.