IAC announces tender for 4 7/8% notes, exchange offer for 4¾% notes

By Angela McDaniels

Tacoma, Wash., Oct. 16 – IAC/InterActiveCorp. began a tender offer for its 4 7/8% senior notes due 2018, and subsidiary Match Group, Inc. began a private exchange offer for IAC’s $500 million of 4¾% senior notes due 2022, according to company news releases.

The maximum principal amount of 4 7/8% notes that will be accepted for purchase is $400 million less the principal amount of 4¾% notes accepted for exchange.

In the tender offer, IAC is offering $1,035 per $1,000 principal amount of notes tendered by 5 p.m. ET on Oct. 29, the early tender date. This amount includes an early tender payment of $50 per $1,000 principal amount. Holders will also receive accrued interest.

In the exchange offer, holders are being offered up to $500 million principal amount of new 6¾% senior notes due 2022 issued by Match Group.

For each $1,000 principal amount of 4¾% notes tendered by the early tender date, eligible holders will be eligible to receive an equal amount of new notes. This includes an early tender premium of $50. Holders will also receive accrued interest in cash. Interest on the new notes will accrue from the settlement date.

Both offers will expire at 11:59 p.m. ET on Nov. 13.

IAC said it will retire at least $400 million of notes through the exchange offer, the tender offer or a redemption of the 4 7/8% notes.

Consent solicitations

Both companies are also soliciting consents to proposed amendments that would eliminate substantially all of the restrictive covenants and some events of default and other provisions under the indentures governing the notes.

Holders may not deliver consents without tendering or exchanging their notes, as applicable.

Each consent solicitation is conditioned on the receipt of consents from the holders of at least a majority of the outstanding notes of that series.

The tender offer is subject to the receipt of enough funds to fund the offer. The tender offer and the exchange offer are both conditioned on the entry by Match into a term loan facility. The exchange offer contains a condition that a minimum of $175 million of the new Match notes be issued.

Neither the tender offer nor the exchange offer is conditioned on any minimum amount of notes being tendered or the receipt of the needed consents.

Once the exchange offer closes, Match Group will be designated an unrestricted subsidiary of IAC for purposes of the indentures governing the 4 7/8% notes and the 4¾% notes and the IAC credit agreement. As a result, Match will no longer be a guarantor of any debt of IAC.

The dealer managers for the tender offer are BofA Merrill Lynch (888 292-0070 or 980 388-4813) and J.P. Morgan Securities LLC (800 245-8812 or 212 270-1200). The dealer managers for the exchange offer are BofA Merrill Lynch, JPMorgan, Goldman Sachs & Co., BNP Paribas, Deutsche Bank Securities Inc., BMO Capital Markets Corp., Fifth Third Securities Inc., PNC Capital Markets LLC and SG Americas Securities LLC. The information agent for both offers is Global Bondholder Services Corp. (866 794-2200 or 212 430-3774).

IAC is a media and internet company based in New York. Match provides dating products.

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