April 11, 2013
/PRNewswire/ -- (NYSE: MXT, BMV: MAXCOM.CPO). Maxcom Telecomunicaciones, S.A.B. de C.V. ("Maxcom" or the "Company") today announced that Ventura Capital Privado S.A. de C.V. ("Ventura"), on behalf of Trust Number 1387 (the "Trust" and, collectively with Ventura,
Javier Molinar Horcasitas
Enrique Castillo Sanchez Mejorada
, the "Purchaser") has extended its tender offer to purchase for cash all of the outstanding Series A Common Stock (the "Shares"), including such shares represented by ordinary participation certificates (certificados de participacion ordinarios) ("CPOs") and American Depositary Shares ("ADSs" and collectively with the Shares and the CPOs, the "Securities"), of Maxcom. The tender offer, which was scheduled to expire at 12:00 midnight,
New York City
Wednesday, April 10, 2013
, has been extended until 12:00 midnight,
New York City
April 24, 2013
, unless further extended in accordance with the terms of the tender offer. Based on the preliminary count by the depositary for the tender offer, Securities representing approximately 354,540,391 shares of Maxcom's Series A Common Stock, or approximately 44.8713% of the total outstanding Series A Common Stock (including 39,318 ADSs) had been tendered prior to the announcement of the extension. The extension to
April 24, 2013
was made to accommodate the timetable for the simultaneous exchange offer for any and all outstanding Maxcom's 11% Senior Notes due 2014 (the "Old Notes") for Maxcom's Step‐Up Senior Notes due 2020 ("Exchange Offer").
In addition, Maxcom has announced that it has increased the minimum tender condition in the Exchange Offer from 61.44% to 80%, subject to its right, in its sole discretion, to decrease the minimum tender condition to 75.1% without extending the Exchange Offer or granting withdrawal rights, the Exchange Offer has been extended three times and as a result has remained open longer than anticipated, and since the Exchange Offer and the Equity Tender Offer have not been consummated to date, Maxcom has not yet received the capital contribution the Purchaser agreed to make in connection with the Equity Tender Offer. During the period that the Exchange Offer has remained open, Maxcom's operational and financial viability has further deteriorated in light of not having received the capital contribution from the Purchaser. As of
March 31, 2013
, Maxcom's cash and temporary investment balance was Ps. 102.9 million (
US$ 8.3 million
). If the Exchange Offer is not consummated and Maxcom does not receive the capital contribution from the Purchaser in connection with the Equity Tender Offer, Maxcom does not expect to be able to make the coupon payment due on
June 15, 2013
with respect to the Old Notes and Maxcom may not be able to meet other financial obligations as they come due. If this occurs, holders of the Old Notes and the creditors could commence involuntary bankruptcy proceedings against Maxcom in
the United States
. Maxcom currently intends to implement a restructuring if the Exchange Offer is not consummated by commencing voluntary cases under Chapter 11 of the United States Bankruptcy Code through a plan of reorganization, seeking expedited confirmation of a plan of reorganization or seeking other forms of bankruptcy relief, all of which involve uncertainties, potential delays, reduced payments to all creditors (including holders of the Old Notes) and litigation risks.
A restructuring may be protracted and contentious and disruptive to Maxcom's business and could materially adversely affect Maxcom's relationships with its customers, suppliers and employees who may terminate their relationships with Maxcom. A restructuring would also cause Maxcom to incur significant legal, administrative and other professional expenses. No assurances can be given that any such restructuring will be successful or that holders of Maxcom's debt obligations or equity securities will not have their claims or interests significantly reduced, converted into equity or eliminated. If a restructuring is not successful, Maxcom may be forced to liquidate its business and assets. The board of directors of Maxcom has approved the engagement of, and the Maxcom has engaged, counsel to advise it on a Chapter 11 reorganization and authorized preparatory activities related to a restructuring, including the negotiating of a plan support agreement and a Chapter 11 plan term sheet with certain of the holders of the Old Notes during the pendency of the Exchange Offer. A restructuring through Chapter 11, or otherwise, could have a material adverse affect on the interests of holders of the Securities, including the potential cancellation of such Securities.