Good Sam Enterprises begins excess cash flow offer for 11½% notes

By Angela McDaniels

Tacoma, Wash., Jan. 20 - Good Sam Enterprises, LLC, formerly known as Affinity Group, LLC, began an excess cash flow offer to repurchase up to $7,425,000 principal amount of its 11½% senior secured notes due 2016, according to a company news release.

The purchase price is 101% of par plus accrued interest.

The offer will expire at 5 p.m. ET on Feb. 17.

If the amount of notes tendered exceeds the offer amount, notes will be accepted for purchase on a pro rata basis.

Every six months, the company is required to offer to redeem the notes using its excess cash flow amount, which is the greater of $7.5 million and 75% of the excess cash flow, as defined in the indenture, for 2011.

For each six-month period ending on June 30 beginning June 30, 2012, the minimum excess cash flow amount is $5 million if the then outstanding amount of notes exceeds $233 million or $1 million otherwise. Beginning with 2012, the excess cash flow amount for calendar years is the greater of (a) the minimum excess cash flow amount and (b) 75% of excess cash flow for that annual period minus the minimum excess cash flow amount for the immediately preceding six-month period ending on June 30.

Good Sam Enterprises is a Ventura, Calif.-based specialty retailer of RV-related products and a member-based direct marketing organization targeting recreational vehicle owners and outdoor enthusiasts. It is a subsidiary of Affinity Group Holding, LLC.

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