*****NEWS***** BT ALEX BROWN(BSNS WIRE) IDT Announces Consent Solicitation IDT Announces Consent Solicitation
Business Editors
HACKENSACK, N.J.--(BUSINESS WIRE)--February 2, 1999--IDT Corporation (NASDAQ: IDTC) announced today that it is soliciting the consent of the holders of its 8.75% Senior Notes due 2006 to certain proposed amendments to the terms of the Notes. The Notes, of which an aggregate principal amount of $100,000,000 are currently outstanding, were issued in February 1998. The offer will remain open until 5:00 P.M. on February 17, 1999, unless otherwise extended. Under the terms of the offer, each holder of the Notes who delivers a properly completed and executed consent form approving the proposed amendments prior to the expiration date will receive a cash fee equal to $10.00 per $1,000 principal amount of Notes held by such holder. IDT is soliciting the consent to the proposed amendments primarily for the purpose of enabling IDT to effect one or more possible financing transactions involving Net2Phone, Inc., a Delaware corporation and the subsidiary of IDT that conducts IDT's Internet telephony operations. Such a transaction may consist of the issuance of Net2Phone's capital stock to private investors or to the public. expressed an interest in making equity investments in Net2Phone. However, no assurances can be given that any such transaction will in fact occur. In addition, the proposed amendments are intended to facilitate IDT's ability to enter into a proposed credit facility with a group of financial institutions and to effect several other revisions to the Indenture governing the Notes that are intended to provide IDT with greater operating flexibility. Holders of the Notes as of the Record Date will receive a written consent solicitation which will describe the terms of the consent solicitation and the terms of the proposed amendments in greater detail. The consent solicitation is being made to all persons who were registered holders of the Notes as of the record date February 1, 1999, including DTC participants who held Notes through The Depository Trust Company as of such date. The proposed amendments require the consent from the holders of not less than a majority in aggregate principal amount of the outstanding Notes.
BT Alex. Brown Incorporated is serving as the Solicitation Agent for the consent solicitation, and U.S. Bank Trust National Association, the trustee under the Notes, is serving as the Depositary. position as an international telecommunications operator, its experience as an Internet service provider and its leading position in Internet telephony to provide a broad range of telecommunications services to its wholesale and retail customers worldwide. The company provides its customers with integrated and competitively priced international and domestic long distance, pre-paid calling cards, Internet access and, through its Net2Phone product offerings, Internet telephony services including Net2Phone Direct, Net2Fax, and Click2Talk.
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