MediaNews says $238 million 8¾% notes tendered

New York, Dec. 4 - MediaNews Group Inc. (B2/B+) said that it had completed its previously announced cash tender offer and consent solicitation for any and all of its 8¾% senior subordinated notes due 2009 with $237.57 million of the notes or about 79.2% of the outstanding principal amount by the time the offer expired as scheduled at midnight ET on Dec. 3.

As previously announced, Media News Group, a Denver-based newspaper group and corporate successor to Garden State Newspapers Inc, said on Nov. 5 that it had begun a cash tender offer for all of its $300 million outstanding 8¾% notes and was also soliciting noteholder consents to proposed indenture changes.

It set 5 p.m. ET on Nov. 19 as the consent deadline and midnight on Dec. 3 as the expiration date, with both deadlines subject to possible extension.

MediaNews Group said that holders tendering their notes would be required to consent to the proposed indenture amendments, which would eliminate substantially all of the indenture's restrictive covenants. Adoption of the amendments would require the consent of holders of at least a majority of the aggregate principal amount of the outstanding notes. Holders could not tender their notes without also delivering consents or deliver consents without also tendering their notes.

The company said that holders validly tendering their notes (and thus consenting to the proposed amendments) at or before the consent deadline would receive $1,031.67 per $1,000 principal amount, which would include a $30 per $1,000 consent payment as well as the $1,001.67 per $1,000 tender price.

Holders tendering their notes after the consent deadline but before the expiration would receive the tender price of $1,001.67 per $1,000 principal amount but not the consent payment.

All validly tendering holders would also receive accrued and unpaid interest up to, but not including, the applicable date of payment.

MediaNews said the tender offer would be subject to certain conditions, including approval by the noteholders of the proposed indenture amendments, the company's receipt of tenders of a majority of the outstanding notes, and completion of a debt financing on terms acceptable to MediaNews in an amount sufficient to consummate the offer (high yield syndicate sources said that the company sold $300 million new 6 7/8% senior subordinated notes due 2013 on Nov. 20).

Also on Nov. 20, the company announced that it had received consents to the proposed indenture changes by the now-expired consent deadline and said amendments would become effective when payment was made for notes tendered by the consent deadline, which it expected to be on or about Nov. 25, subject to satisfaction of certain conditions.

Banc of America Securities LLC (contact High Yield Special Products at 888 292-0070 or collect at 704 388-4813) and Deutsche Bank Securities Inc. (call High Yield Capital Markets collect at 212 250-5655) were the dealer managers and solicitation agents for the offer. D.F. King & Co., Inc. was the information agent (call 800 431-9633 or collect at 212 269-5550).

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