iHeartCommunications, Inc. Announces the Early Tender Results of Its Private Offer to Exchange 10.0% Senior Notes Due 2018 for Newly-Issued 11.25% Priority Guarantee Notes Due 2021
SAN ANTONIO, Texas, January 5, 2017 — iHeartCommunications, Inc. (“iHeartCommunications”) announced today the early tender results of its previously announced private offer (the “Exchange Offer”) to holders of iHeartCommunications’ outstanding 10.0% Senior Notes due 2018 (the “Outstanding Notes”) to exchange Outstanding Notes for newly-issued 11.25% Priority Guarantee Notes due 2021 (the “New Notes”). The Exchange Offer, which is only available to holders of Outstanding Notes that have certified their status as (i) “qualified institutional buyers” as that term is defined in Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), or institutional “accredited investors” as that term is defined in Rule 501(a)(1), (2), (3) or (7) under the Securities Act, or (ii) non “U.S. persons” as that term is defined in Rule 902 under the Securities Act (each, an “Eligible Holder”), is being made pursuant to an Offering Circular dated December 20, 2016, and is exempt from registration under the Securities Act.
As of the previously announced early tender date of 5:00 p.m., New York City time, on January 4, 2017 (the “Early Tender Date”), approximately $597.5 million in aggregate principal amount (or approximately 70.3 percent) of the Outstanding Notes, including approximately $503 million aggregate principal amount of Outstanding Notes held by subsidiaries of iHeartCommunications, have been validly tendered and not withdrawn. Eligible Holders who have not already tendered their Outstanding Notes may continue to do so at any time prior to midnight, New York City time, on January 19, 2017 (the “Expiration Date”), unless extended by iHeartCommunications. Eligible Holders who tender their Outstanding Notes after the Early Tender Date will receive $970 principal amount of New Notes in exchange for each $1,000 principal amount of Outstanding Notes validly tendered and accepted for exchange. Withdrawal rights for the Exchange Offer have expired, unless reinstated by iHeartCommunications.