Business News
American Media Announces Extension of Expiration Date of Offers and Related Consent Solicitations
Monday 18. October 2010 - American Media, Inc. ("AMI") announced today the extension by its operating subsidiary American Media Operations, Inc. ("AMO") of the previously announced offer to exchange (the "Exchange Offer") all of AMO's outstanding 14% Senior Subordinated Notes due 2013 (the "Subordinated Notes") for a combination of cash and shares of common stock, par value $0.0001 per share, of AMI, and cash tender offer (the "Cash Tender Offer" and, together with the Exchange Offer, the "Offers") for all of AMO's outstanding 9% Senior PIK Notes due 2013 (the "PIK Notes" and, together with the Subordinated Notes, the "Notes").
In conjunction with the Offers, AMO is soliciting consents (the “Consent Solicitations”) from eligible holders of the Notes to certain amendments to the applicable indentures governing the Notes.
The expiration of the Offers and Consent Solicitations has been extended to 5:00 p.m., New York City time, on October 26, 2010 (the “Expiration Time”), unless further extended by AMO. All other terms and conditions of the Offers and Consent Solicitations currently remain in effect, although AMO is considering certain amendments to the Offers and Consent Solicitations. Eligible holders who have not yet tendered their Notes may tender until the Expiration Time, as extended. Pursuant to the terms of the Offers and Consent Solicitations, withdrawal rights expired as of the applicable consent time for the Consent Solicitations, which was, in the case of the PIK Notes, 5:00 p.m., New York City time, on July 27, 2010 and, in the case of the Subordinated Notes, 5:00 p.m., New York City time, on July 29, 2010.
As of 5:00 p.m., New York City time, on October 14, 2010, approximately $344.2 million principal amount of Subordinated Notes, or approximately 96.7% of the outstanding aggregate principal amount of the Subordinated Notes, had been validly tendered in the Exchange Offer, and approximately $23.7 million principal amount of PIK Notes, or approximately 99.9% of the outstanding aggregate principal amount of PIK Notes, had been validly tendered in the Cash Tender Offer.
In addition, on October 12, 2010, AMO commenced a separate consent solicitation (the “Interest Deferral Consent Solicitation”) to amend the indenture (the “Subordinated Notes Indenture”) governing the Subordinated Notes. AMO is soliciting consents from the holders of Subordinated Notes of record as of October 12, 2010 to amend the Subordinated Notes Indenture to allow AMO to defer to January 3, 2011 the interest payment due under the Subordinated Notes on November 1, 2010. The Interest Deferral Consent Solicitation will expire at 5:00 p.m., New York City time, on October 26, 2010, unless extended or earlier terminated. Although the Interest Deferral Consent Solicitation is separate from and independent of the Offers and Consent Solicitations, they are related in that the purpose of the Interest Deferral Consent Solicitation is to help preserve cash, which will facilitate the consummation of the Offers and Consent Solicitations or any other alternatives that AMO and AMI may pursue to improve their capital structure. The detailed terms and conditions of the Interest Deferral Consent Solicitation are set forth in the Consent Solicitation Statement and related documents sent to holders of Subordinated Notes on October 12, 2010.
This press release is for informational purposes only and shall not constitute an offer to sell or the solicitation of an offer to buy securities, nor shall there be any offer or sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The AMI common stock being offered in the Exchange Offer has not been registered under the Securities Act of 1933 or under any state securities laws, and cannot be offered or sold in the United States absent registration or an applicable exemption from registration requirements. As a result, the AMI common stock is subject to significant restrictions on transfer and resale.