Allen Media, LLC And Allen Media Co-Issuer, Inc. Announce Expiration And Final Results Of Consent Solicitation In Connection With Their 10.500% Senior Notes Due 2028

News provided by

Jul 15, 2021, 14:34 ET

LOS ANGELES, July 15, 2021 /PRNewswire/ -- Allen Media, LLC and Allen Media Co-Issuer, Inc. (collectively, "AMG") announced today the expiration and final results of the previously announced consent solicitation (the "Consent Solicitation") with respect to their 10.500% Senior Notes due 2028 (the "Notes"). The aggregate principal amount of the Notes that were validly tendered and not validly withdrawn as of 5:00 p.m., New York City time, on July 14, 2021, the expiration date of the Consent Solicitation, as reported by the tabulation agent, was $275,079,000, or 91.7% of the outstanding aggregate principal amount of Notes.

As previously announced, AMG is planning to acquire television stations in 10 markets from several parties for approximately $500 million cash in aggregate, transfer broadcast television station KITV to the restricted group and refinance related debt outstanding. The purpose of the Consent Solicitation was to obtain approval to amend and modify the indenture governing the Notes (the "Indenture") and the other related documents to the extent necessary. The proposed amendments would (1) permit the incurrence of additional secured and unsecured indebtedness up to $550.0 million in the aggregate, $210 million of which is expected to be secured indebtedness, and (2) increase the size of AMG's senior credit facilities in connection with the proposed acquisitions, including increasing AMG's existing revolving credit facility from $60 million to $100 million in the aggregate. Adoption of the proposed amendments required the receipt of valid and unrevoked consents from holders of not less than a majority in aggregate principal amount of the Notes.

Holders of the Notes who validly delivered (and did not validly revoke) consents will receive a consent payment equal to $60 in cash for each $1,000 in principal amount of the Notes for which consent was received (the "Consent Fee"). Payment of the Consent Fee is conditioned on (1) the effectiveness of the related amendments to the senior credit facilities to effect the transactions and (2) the closing of certain of the proposed acquisitions. AMG expects to promptly amend the Indenture to give effect to the proposed amendments, which amendments will become operative only if the Consent Fee has been paid following the satisfaction of the conditions noted above.

RBC Capital Markets, LLC served as solicitation agent and Ipreo LLC served as tabulation agent in connection with the Consent Solicitation. Questions or requests for assistance related to the Consent Solicitation or for additional copies of related materials should be directed to Ipreo at (212) 849-3880 or by email to [email protected] or to RBC Capital Markets, LLC at (877) 381-2099 (toll free) or (212) 618-7843 (collect) or by e-mail at [email protected].

This press release is not an offer to sell securities and it is not soliciting an offer to buy securities.

About Allen Media Group
Chairman and CEO Byron Allen founded Allen Media Group in 1993. Headquartered in Los Angeles, it has offices in New York, Chicago, Atlanta, and Raleigh. Pro forma for the transaction, Allen Media Group will own 25 ABC-NBC-CBS-FOX network affiliate broadcast television stations and ten 24-hour HD television networks serving over 190 million subscribers: THE WEATHER CHANNEL, PETS.TV, COMEDY.TV, RECIPE.TV, CARS.TV, ES.TV, MYDESTINATION.TV, JUSTICE CENTRAL.TV, THEGRIO.TV, and THIS TV. Allen Media Group will add its eleventh network, THE WEATHER CHANNEL EN ESPANOL in 2022. Allen Media Group also produces, distributes, and sells advertising for 67 television programs, making it one of the largest independent producers/distributors of first-run syndicated television programming for broadcast television stations. With a library of over 5,000 hours of owned content across multiple genres, Allen Media Group provides video content to broadcast television stations, cable television networks, mobile devices, multimedia platforms, and the World Wide Web. Our mission is to provide excellent programming to our viewers, online users, and Fortune 500 advertising partners.

Forward Looking Statements
Some statements in this press release are known as "forward-looking statements" within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements include, but are not limited to, statements about AMG's plans, objectives, expectations and intentions and other statements contained in this press release that are not historical facts. When used in this press release, the words "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates" and similar expressions are generally intended to identify forward-looking statements. Because these forward-looking statements involve known and unknown risks and uncertainties, there are important factors that could cause actual results, events or developments to differ materially from those expressed or implied by these forward-looking statements, including AMG's plans, objectives, expectations and intentions and other factors. You should not place undue reliance on such forward-looking statements, which are based on the information currently available to AMG and speak only as of the date of this press release. AMG undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. However, your attention is directed to any further disclosures made on related subjects in subsequent periodic reports filed with the U.S. Bank National Association, as trustee under the indenture governing the Notes, or posted on the Intralinks website.

SOURCE Allen Media Group