Lamar unit launches cash tender offer for three series of 6 5/8% notes

By Marisa Wong

Madison, Wis., Jan. 26 - Lamar Advertising Co. announced that its wholly owned subsidiary, Lamar Media Corp., began a cash tender offer on Thursday to purchase a total of up to $500 million principal amount of its outstanding 6 5/8% senior subordinated notes due 2015, 6 5/8% senior subordinated notes due 2015, series B and 6 5/8% series senior subordinated notes due 2015, series C.

The purpose of the tender offer is to retire the debt associated with the 6 5/8% notes. The total outstanding principal amount of the 6 5/8% notes is $843.1 million.

Lamar Media is offering to purchase the 6 5/8% notes at a price of $1,005.83 per $1,000 principal amount of notes.

Holders who tender their notes before midnight ET at the end of Feb. 8, the early tender time, will also receive an early tender payment of $20 per $1,000 of notes. Holders who tender their notes after the early tender time will not receive the early tender payment.

Lamar Media will also pay accrued interest to, but excluding, the applicable settlement date. The settlement date for notes tendered by the early tender time will be the date following the early deadline. The final settlement date will be the first business day following the expiration of the offer.

The tender offer will expire at midnight ET on Feb. 24.

The size of the tender offer is currently capped at $500 million, but if the principal amount of notes tendered in the offer exceeds $500 million, the notes will be purchased on a pro rata basis, whether tendered before or after the early deadline.

The tender offer is subject to customary conditions, including a financing condition.

The tender offer will be funded from the proceeds of a previously announced private offering of $400 million of senior subordinated notes due 2022, together with $139.2 million of borrowings under the revolving portion of Lamar Media's senior credit facility.

In addition, Lamar Media is requesting a new $100 million term loan A facility under its existing senior credit facility. Lamar Media said that if it obtains the $100 million term loan A facility, it may increase the cap of the tender offer for the 6 5/8% notes by $100 million.

J.P. Morgan Securities LLC is the dealer manager for the tender offer. Global Bondholder Services Corp. (866 873-5600, banks and brokers call 212 430-3774) is the depositary and information agent.

Lamar is a Baton Rouge, La.-based outdoor advertising company.

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