By Marisa Wong
Madison, Wis., June 21 - Clear Channel Communications, Inc. completed the private exchange offer for its 10¾% senior cash pay notes due 2016 and 11%/11¾% senior toggle notes due 2016 on Friday.
The company issued a total of $1,200,991,648 of new senior notes due Feb. 1, 2021 in exchange for the old notes, according to an 8-K filing with the Securities and Exchange Commission.
Specifically, the company issued $347,971,000 of the new notes in exchange for $348,122,000 of the 10¾% cash pay notes and $853,020,648 of the new notes in exchange for $917,226,511 of the 11%/11¾% toggle notes.
The company also paid a total of $64,205,855.77 in cash for the toggle notes.
There were $796.25 million of 10¾% notes outstanding and $1,282,493,821 of toggle notes outstanding at the start of the offer on May 21. The figure for the toggle notes includes notes held by Clear Channel and its subsidiaries.
As previously reported, holders had tendered $345.1 million, or 43.3%, of the 10¾% notes and $917.2 million, or 71.5%, of the toggle notes as of 5 p.m. ET on June 4, the early tender date.
The offer ended at 11:59 p.m. ET on June 18.
The payouts were as follows:
• $1,000 principal amount of new notes for each $1,000 principal amount of 10¾% notes tendered by the early tender date;
• $950 principal amount of new notes for each $1,000 principal amount of 10¾% notes tendered after the early tender but prior to the offer expiration;
• $930 principal amount of new notes and $70 cash for each $1,000 principal amount of toggle notes tendered by the early tender date; and
• $880 principal amount of new notes and $70 cash for each $1,000 principal amount of toggle notes tendered after the early tender date but prior to the offer expiration.
Holders also received accrued interest.
The interest rate for the new notes is 12% in cash and 2% in kind.
The exchange offer was subject to the receipt of tenders for at least $500 million principal amount of notes, excluding notes held by Clear Channel or any of its affiliates.
The company previously said that holders of more than $550 million principal amount of the notes, not including subsidiaries of Clear Channel that hold outstanding notes, had agreed to tender their notes in the exchange offer.
The outstanding notes are - and the new notes will be - guaranteed by Clear Channel's parent, Clear Channel Capital I, LLC, and all of Clear Channel's existing domestic wholly owned restricted subsidiaries.
The exchange offer was only open to holders that have certified their status as both a qualified institutional buyer and an institutional accredited investor or not a U.S. person as defined under the Securities Act.
The exchange agent and information agent was D.F. King & Co., Inc. (www.dfking.com/ccu, 800 829-6554 or, for banks and brokerage firms, 212 269-5550).
Clear Channel is a media and entertainment company based in San Antonio.
| Issuer: | Clear Channel Communications, Inc.
|
| Issue: | Senior notes
|
| Amount: | $1,200,991,648
|
| Maturity: | Feb. 1, 2021
|
| Coupon: | 14% (12% in cash and 2% in kind)
|
| Settlement date: | June 21
|
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