B Communications announced that it had successfully closed a private offering of $800 million of 7 percent Senior Secured Notes due 2021 (the "Notes").
In a release on February 19, the Company that the Notes were offered and sold in the United States to qualified institutional buyers pursuant to Rule 144A under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and to certain qualifying investors in offshore transactions, including in Israel, in reliance on Regulation S under the Securities Act.
The Notes are senior obligations of B Communications and are guaranteed (the "Guarantees") by its two subsidiaries, B Communications (SP1) and B Communications (SP2) ("SP2"), on a senior secured basis. The Notes and the Guarantees are secured by first priority liens over all of the capital stock of SP2, the capital stock of Bezeq - The Israel Telecommunications Corp. ("Bezeq") held by SP2, which currently constitute approximately 30 percent of the outstanding voting capital stock of Bezeq, and additional collateral.
The Notes have been admitted for trading on the system of the Tel Aviv Stock Exchange for trading by institutional investors, known as TACT Institutional.
B Communications will use the net proceeds from the offering to repay all amounts outstanding under the loans it incurred to acquire its controlling interest in Bezeq and to deposit funds into a debt service account. In addition, B Communications has issued a notice that it will redeem all of its outstanding Series A Debentures (NIS 186 million as of September 30, 2013).
The Notes have not been registered under the Securities Act or any state securities laws. They may not be offered or sold within the United States, except to qualified institutional buyers in reliance on the exemption from registration provided by Rule 144A under the Securities Act and to certain persons in offshore transactions in reliance on Regulation S under the Securities Act.
B Communications is a telecommunications-oriented holding company and its primary holding is its controlling interest in Bezeq, Israel's largest telecommunications provider.
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