iHeartCommunications, Inc. Announces Amendment to Its Consent Solicitations to Holders of Its Five Series of Priority Guarantee Notes and Senior Notes Due 2021 and Extension of Expiration Time
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San Antonio, TX, December 2, 2016 – iHeartCommunications, Inc. (the “Company”) announced today that it has amended the terms of the six separate consent solicitations (the “Consent Solicitations”) with respect to its five series of priority guarantee notes and senior notes due 2021 (collectively, the “Notes”) that were launched on Monday, November 28, 2016.
To eliminate confusion, the terms of the Consent Solicitations have been amended to clarify the language of the proposed amendment to Section 9.07 (the “Revised Proposed Amendment”) of the indentures governing the Notes (collectively, the “Indentures”). The purpose of the Revised Proposed Amendment is still to allow the Company to make exchange offers to all holders of Notes that are either institutional accredited investors or non-U.S. persons (as defined in Regulation S under the Securities Act) in offshore transactions without registering the debt or equity securities offered in such exchange offers with the Securities and Exchange Commission. However, in the Revised Proposed Amendment, the Company has limited its ability to exclude holders of Notes (other than non-institutional accredited investors and holders who are not non-U.S. persons) whose inclusion would require the Company to register the offering only to foreign jurisdictions with such requirements. The Company has also removed the language regarding the Company having the sole discretion to determine whether such registration in a foreign jurisdiction would be required.
To allow holders of Notes to consider the Revised Proposed Amendment to the Indentures, the Company has extended the expiration of the Consent Solicitations to 5:00 p.m., New York City time, on December 9, 2016 (the “Extended Expiration Time”). Holders of Notes will be able to deliver consents at any time prior to the Extended Expiration Time.