UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
June 17, 2009
CITY TELECOM (H.K.) LIMITED
(Translation of registrants name into English)
Level 39
Tower I, Metroplaza
No. 223 Hing Fong Road
Kwai
Chung
New Territories
Hong Kong
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F: [x] Form 20-F [ ] Form 40-F
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934: [ ] Yes [x] No
If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):
n/a
City Telecom (H.K.) Limited (the Company) is furnishing under cover of Form 6-K a statement dated
June 17, 2009 relating to the Companys Press Release in relation to the commencement of a tender offer of the Companys 8.75% Senior Notes due 2015.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
|
|
|
CITY TELECOM (H.K.) LIMITED
|
|
|
By:
|
|
/s/ Lai Ni Quiaque
|
Name:
|
|
Lai Ni Quiaque
|
Title:
|
|
Executive Director, Chief Financial Officer and Company Secretary
|
Dated: June 17, 2009
For Immediate Release
City Telecom Launches Tender and Consent Offer via Citi
June 17, 2009 City Telecom (H.K.) Limited (the
Company, SEHK: 1137, NASDAQ: CTEL), a corporation incorporated under the laws of Hong Kong, today announced that it has commenced a tender offer to purchase for cash (the Offer to Purchase) any and all of its outstanding
US$72,425,000 of aggregate principal amount of 8.75% Senior Notes Due 2015 (the Notes). Concurrently with the Offer to Purchase, the Company is also soliciting consents (the Consent Solicitation) from holders of the Notes
(the Holders) to certain amendments to the Indenture governing the Notes that would, among other things, eliminate substantially all of the restrictive covenants, reduce the scope of the Companys reporting obligations and amend the
circumstances under which a Holder may put the Notes to the Company upon a change of control (the Proposed Amendments or the Proposals). Adoption of the Proposed Amendments requires the consent of holders of at least a
majority of aggregate principal amount of the Notes outstanding (Requisite Consents), and the receipt or waiver of such Requisite Consents is one of the conditions to the Offer to Purchase and Consent Solicitation. The Company has been
informed by Holders representing at least a majority in aggregate principal amount of the Notes currently outstanding that each such Holder intends to tender Notes held by it and to deliver valid Consents (as defined below) relating to such Notes
pursuant to the terms of the Offer to Purchase and Consent Solicitation. The Offer to Purchase and the Consent Solicitation are subject to the terms and conditions of the Offer to Purchase and Consent Solicitation Statement dated June 17, 2009.
The Offer to Purchase and Consent Solicitation will expire at 11:59 p.m., New York City time, on July 15, 2009, unless extended (such date and time,
as the same may be extended, the Expiration Date). Subject to the terms of the Offer to Purchase and Consent Solicitation, the right to receive the Consent Payment (as defined below) by delivering valid Consents will expire at 5:00 p.m.,
New York City time, on June 30, 2009 unless extended (such date and time, as the same may be extended, the Consent Date). The right to withdraw tendered Notes and the right to revoke Consents will expire on the Consent Date,
notwithstanding any subsequent extension of the Consent Date. Holders that wish to receive both the Tender Consideration (as defined below) and the Consent
Payment (as defined below) must validly tender their Notes and deliver Consents in respect of such Notes on or prior to the Consent Date.
The terms and
conditions of the Offer to Purchase and Consent Solicitation may be amended and the Expiration Date and Consent Date may be extended by the Company in its sole discretion. The Company expressly reserves the right, in its sole discretion, to
terminate the Offer to Purchase and Consent Solicitation and not accept for purchase any tendered Notes or accept for payment any delivered Consents.
The total consideration (Total Consideration) for each US$1,000 principal amount of Notes validly tendered and accepted for payment pursuant to the Offer to Purchase and delivery of Consents (which are not subsequently revoked)
pursuant to the Consent Solicitation on or prior to the Consent Date shall be equal to US$950.00. The Total Consideration includes a consent payment of US$20.00 in respect of each US$1,000 principal amount of Notes tendered (the Consent
Payment).
Holders who validly tender their Notes (and do not subsequently validly withdraw) on or prior to the Consent Date will be eligible to
receive the Total Consideration. Holders who validly tender their Notes after the Consent Date, but on or prior to the Expiration Date, will, on acceptance of such tender, only be eligible to receive an amount equal to the Total Consideration less
the Consent Payment (the Tender Consideration). In either case, all Holders who validly tender their Notes will receive accrued and unpaid interest up to, but not including, the payment date. The payment date is expected to be 5:00 p.m.,
New York City time, on July 20, 2009.
All Holders that tender their Notes pursuant to the Offer to Purchase are obligated to deliver their consents
(the Consents) to the adoption of the Proposals and all Holders that deliver their Consents pursuant to the Consent Solicitation are obligated to tender their Notes pursuant to the Offer to Purchase. However, Holders that tender their
Notes and deliver their Consents after the Consent Date will not receive the Consent Payment. After the Consent Date, tendered Notes may not be withdrawn and Consents may not be revoked other than in the limited circumstances that the Company
decreases the Total Consideration or amends the terms of the Offer to Purchase and Consent Solicitation in a manner which adversely affects the interests of Holders who have already tendered Notes and delivered Consents.
The Company intends to fund the Tender Consideration and Consent Payment from currently available cash resources. The Companys obligation to accept for purchase
any tendered Notes pursuant to the Offer to Purchase and Consent Solicitation
is conditioned upon certain conditions (including the receipt of Requisite Consents or the waiver of such Requisite Consents). Full details of the terms
and conditions of the Offer to Purchase and Consent Solicitation are included in the Offer to Purchase and Consent Solicitation Statement.
Holders can
obtain additional copies of the Offer to Purchase and Consent Solicitation Statement and related material from the Information Agent, D.F. King & Co., Inc. at (888) 887-0082 (toll-free). The Company has retained Citigroup Global
Markets Inc. (Citi) to act as exclusive dealer manager and solicitation agent for the Offer (the Dealer Manager). Holders with questions about the offer to purchase and consent solicitation can contact Citis Liability
Management Group at (800) 558-3745 (toll-free) or +1 (212) 723-6108 (collect).
The Offer to Purchase and Consent Solicitation are being made
solely on the terms and conditions set forth in the Offer to Purchase and Consent Solicitation Statement. This communication is for informational purposes only and is qualified by reference to the Offer to Purchase and Consent Solicitation
Statement. Under no circumstances shall this press release constitute an offer to buy or the solicitation of an offer to sell any securities of the Company. This press release also is not a solicitation of consents to the proposed amendments to the
indenture.
About City Telecom (H.K.) Limited
Established in 1992, City Telecom (H.K.) Limited (SEHK: 1137, NASDAQ: CTEL) provides integrated telecommunications services in Hong Kong. City Telecoms wholly-owned subsidiary, Hong Kong Broadband Network Limited (HKBN), is in the
process of expanding its next generation network to 2.0mn homes pass. HKBN has achieved an aggregate Voice, Broadband (symmetric 25Mbps up to 1Gbps), IP-TV and Corporate data services base in excess of 872,000 subscriptions. Additional information
on City Telecom can be found at www.ctigroup.com.hk. The information contained in or linked to the Companys website is not, and is not intended to be, a part of this Offer to Purchase and Consent Solicitation Statement.
Hong Kong Television Network Ltd. (MM) (NASDAQ:CTEL)
Historical Stock Chart
From Jun 2024 to Jul 2024
Hong Kong Television Network Ltd. (MM) (NASDAQ:CTEL)
Historical Stock Chart
From Jul 2023 to Jul 2024