Urban One offers to exchange $350 million 7 3/8% notes for 8¾% notes

By Taylor Fox

New York, Oct. 2 – Urban One, Inc. commenced a private offer to eligible noteholders to exchange any and all of its outstanding $350 million 7 3/8% senior secured notes due 2022 (Cusip: 75040PAS7, U74935AF1) for newly issued 8¾% senior secured notes due Dec. 15, 2022, according to a news release.

Holders of $260.7 million of old notes, or 74.5% of the principal amount of old notes, have agreed to participate in the exchange offer, subject to customary conditions.

The new notes are being offered to provide the company with additional financial flexibility by replacing the existing notes, which are validly tendered and accepted for exchange, with new notes that mature eight months after the existing notes are scheduled to mature.

Urban One will also enter into an amendment to certain terms of its unsecured term loan by and among the company, the lenders party thereto from time to time and Wilmington Trust, NA, as administrative agent, including the extension of the maturity date of the unsecured term loan by 90 days, which maturity is more than 90 days after the maturity date of the new notes.

The early tender date is 5 p.m. ET on Oct. 16. Eligible holders who validly tender and do not validly withdraw by this time will receive the early tender consideration of par, plus $10 per $1,000, plus interest.

Any existing notes validly tendered after the early tender date, but before the 11:59 p.m. ET on Oct. 30 expiration date, will receive par, plus $5 and interest per $1,000 of notes tendered.

Urban One is also soliciting consents from holders to eliminate substantially all of the restrictive covenants, certain affirmative covenants and certain events of default contained in the indenture governing the existing notes and enter into a new intercreditor agreement under which all collateral proceeds received by the collateral agent of the existing notes will be paid to the collateral agent of the new notes to the extent of the outstanding balance of the existing notes.

The exchange offer is conditioned upon the receipt of consents from the holders of at least 90% of notes.

Tenders may be validly withdrawn at any time prior to 5 p.m. ET on Oct. 30.

D.F. King & Co., Inc. (866 829-0135; urban1@dfking.com) is the information agent.

Urban One is a Washington, D.C.-based urban-oriented multimedia company.

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