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Salem Communications begins tender offer, consent bid for 9 5/8% notes
By Angela McDaniels
Tacoma, Wash., Feb. 25 - Salem Communications Corp. began a tender offer and consent solicitation for its $213.5 million principal amount of 9 5/8% senior secured second-lien notes due 2016, according to a company news release.
The offer will expire at midnight ET on the night of March 22.
The company is offering $1,106.54 per $1,000 principal amount of the notes, which includes a consent payment of $30.00 for each note tendered with consents by 5 p.m. ET on March 8, the consent payment deadline.
The company will also pay accrued interest.
The offer includes an early settlement option. Holders who tender notes with consents by the consent payment deadline could receive payment as early as March 14.
Some of the proposed amendments to the indenture governing the notes require the consent of holders of at least a majority of the outstanding notes. The remainder require the consent of holders of at least 66 2/3% of the outstanding notes. Salem said its obligation to purchase any notes is not conditioned on the receipt of the majority consents or the supermajority consents.
Regardless of whether the required consents are obtained, Salem plans to retire any notes that are not purchased in the offer, which may include redeeming any such notes.
In conjunction with the offer, Salem is seeking an up to $25 million revolving credit facility and an up to $300 million term loan. Proceeds from the term loan will be used to fund the offer.
The offer is subject to the receipt of enough proceeds from the new term loan to pay the total consideration, which includes the consent payment, for all of the notes, regardless of the actual amount of notes tendered.
The co-dealer managers are Wells Fargo Securities, LLC (866 309-6316 or 704 410-4760) and SunTrust Robinson Humphrey, Inc. (404 926-5051). The information agent is Global Bondholder Services Corp. (866 470-4500 or 212 430-3774).
Salem is a radio broadcasting company based in Camarillo, Calif.
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