LBI Media again extends private exchange offers, gets no more tenders

By Susanna Moon

Chicago, Aug. 30 - LBI Media, Inc. said it pushed back the deadline for its private exchange offers, which will now end at midnight ET on Sept. 21, extended from 5 p.m. ET on Aug. 29. The offers were originally set to end at midnight ET on Aug. 13.

LBI Media is offering to exchange its 8½% senior subordinated notes due 2017 and any and all of LBI Media Holdings, Inc.'s 11% senior discount notes due 2013.

The company also extended the consent solicitation for its 9¼% senior secured notes due 2019 to coincide with the end of the exchange offers.

The company previously said that as of the original Aug. 13 expiration date, about $10.4 million, or 4.6%, of the 8½% senior subordinated notes had been tendered, and none of the 11% discount notes had been tendered.

Holders had tendered no more notes as of the most recent deadline.

As reported, Oaktree Capital Management, LP and Tinicum Capital Partners II, LP, holders of $52.9 million aggregate principal amount, or 23.1%, of the old subordinated notes and about $1.1 million aggregate principal amount, or 2.5%, of the discount notes, have agreed to participate in the exchange offers.

As previously reported, the offer for the 11% discount notes has conditions pertaining to the related consent solicitation.

In connection with the exchange offers, LBI is soliciting consents from holders to amend the note indentures to eliminate some events of default, modify covenants and modify or eliminate other provisions, including, in some cases, provisions relating to defeasance.

For each $1,000 principal amount of 8½% subordinated notes, LBI Media, Inc. will issue $400 million of new 11% senior secured notes due 2019 and, with some exceptions, $200 million of new 11% junior-priority senior secured notes due 2019, including $30 principal amount of each series to those who tendered for exchange by the early tender deadline of 5 p.m. ET on July 30.

LBI previously said that if 40% or less of the old subordinated notes are tendered and accepted after the early deadline, holders will receive $170 principal amount of the junior-priority notes for each $1,000 principal amount of old notes. If 60% or more of the notes are tendered and accepted after the same date, holders of the old subordinated notes will not receive any of the junior notes. Finally, if more than 40% but less than 60% of the old subordinated notes are tendered and accepted, then for each $1,000 principal amount, holders will receive a principal amount of the junior notes equal to the greater of (a) $170 less an amount equal to 4.37 multiplied by the difference of the amount of old notes properly tendered and $91.52 million and (b) zero.

Participating holders of the old subordinated notes will receive accrued interest.

9¼% notes solicitation

As noted, the company is also soliciting consents from holders to amend the indenture of its 9¼% senior secured notes due 2019. The solicitation will also end at midnight ET on Sept. 21. It was extended from 5 p.m. ET on Aug. 29 and, before that, from 5 p.m. ET on Aug. 13.

The amendments will allow LBI to, among other things, issue the new 11% senior secured notes, the new 11% junior notes and the 11% senior subordinated notes due 2019.

The company is offering a cash payment equal to $5.00 per $1,000 principal amount of the notes.

D.F. King & Co., Inc. (212 269-5550 for brokers and banks or 800 431-9645 for all others) is the information agent and exchange agent for the exchange offers and solicitation of consents.

LBI Media is a Burbank, Calif., owner and operator of Spanish-language radio and television stations.

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