DST Systems Inc. has commenced a consent solicitation from holders of certain its senior notes and the purchasers of some of its to-be-issued senior notes.
These holders are those of its outstanding 5.06% series C senior notes due 2018 and 5.42% series D senior notes due 2020 issued under an August 2010 note purchase agreement; and those of its outstanding 3.55% series 2017A, tranche A senior notes due 2023, 3.82% series 2017A, tranche B senior notes due 2025, 4.04% series 2017A, tranche D senior notes due 2028, 4.14% series 2017A, tranche E senior notes due 2030 and 4.29% series 2017A, tranche F senior notes due 2033 issued under a November 2017 master note purchase agreement. The company is also soliciting consents from the purchasers of the 4.02% series 2017A, tranche C senior notes due Aug. 6, 2025, to be issued under the November 2017 master note purchase agreement.
The consent solicitation is required to amend certain provisions of the 2010 and 2017 note purchase agreements in connection with DST's planned acquisition by SS&C Technologies Holdings Inc.
DST is also seeking approval of the purchasers of the tranche C notes to terminate the company's obligation to issue such notes and its ongoing obligations under the November 2017 master note purchase agreement.
Additionally, DST commenced a cash tender offer to purchase any and all of its outstanding notes mentioned above for a purchase price equal to 100% of the principal amount of such notes, together with the accrued interest on such notes concurrently with and conditioned upon the closing of the merger pursuant to the provisions of the respective note purchase agreements.
The settlement of the tender offer is conditioned on the consummation of the merger.
The consent solicitation and the solicitation of approvals for the termination agreement will each expire at midnight ET on March 23, unless extended or earlier terminated. The tender offer will expire at midnight ET on April 6, unless extended or earlier terminated.
