Entercom Announces Launch of $100 Million Add-On Offering of 6.500% Senior Secured Second-Lien Notes Due 2027
December 10 2019 - 8:56AM
Business Wire
Entercom Communications Corp. (NYSE: ETM) (“Entercom”), a
leading media and entertainment company and one of the two largest
radio broadcasters in the United States, announced today that
Entercom Media Corp. (formerly CBS Radio Inc.) (the “Issuer”), its
wholly owned subsidiary, plans to offer, subject to market
conditions and other factors, $100 million in aggregate principal
amount of the Issuer’s 6.500% senior secured second-lien notes due
2027 (the “Additional Notes”). The Issuer expects to use the net
proceeds of the offering to partially repay existing indebtedness
under its senior secured term loan facility.
The Additional Notes are being offered as additional notes under
an existing indenture, dated April 30, 2019, pursuant to which the
Issuer previously issued $325 million in aggregate principal amount
of its 6.500% senior secured second-lien notes due 2027 (the
“Existing Notes”). The Additional Notes will have identical terms
(other than issue date and offering price) as the Existing
Notes.
The Additional Notes will be fully and unconditionally
guaranteed on a senior secured second-lien basis by each direct and
indirect subsidiary of the Issuer that guarantees the Issuer’s
senior secured term loan facility. The Additional Notes and the
related guarantees will be secured on a second-priority basis by
liens on substantially all of the assets of the Issuer and the
guarantors.
The Additional Notes will be offered in a private offering
exempt from the registration requirements of the U.S. Securities
Act of 1933, as amended (the “Securities Act”). The Additional
Notes will be offered and sold only to persons reasonably believed
to be qualified institutional buyers in accordance with Rule 144A
under the Securities Act and to certain persons outside the United
States in reliance on Regulation S under the Securities Act.
The Additional Notes have not been and will not be registered
under the Securities Act, any state securities laws or the
securities laws of any other jurisdiction, and may not be offered
or sold in the United States absent registration or an applicable
exemption from registration.
This press release is neither an offer to sell nor a
solicitation of an offer to buy the Additional Notes or any other
securities and shall not constitute an offer to sell or a
solicitation of an offer to buy, or a sale of, the Additional Notes
or any other securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful.
About Entercom Communications Corp.
Entercom is a leading American media and entertainment company
reaching and engaging over 170 million people each month through
its premier collection of highly rated, award winning radio
stations, digital platforms and live events. As one of the
country’s two largest radio broadcasters, Entercom offers
integrated marketing solutions and delivers the power of local
connection on a national scale with coverage of close to 90% of
persons 12+ in the top 50 markets. Entercom is the #1 creator of
live, original, local audio content and the nation’s unrivaled
leader in news and sports radio. Learn more about
Philadelphia-based Entercom at www.entercom.com, Facebook and
Twitter (@Entercom).
Forward-Looking Statements
This press release includes “forward-looking statements” within
the meaning of the U.S. federal securities laws. Forward-looking
statements are subject to known and unknown risks and
uncertainties, many of which may be beyond Entercom’s control. For
a discussion of some of the risks and important factors that could
affect such forward-looking statements, see the sections entitled
“Risk Factors” and “Special Note Regarding Forward-Looking
Statements” in Entercom’s Annual Report on Form 10-K for the year
ended December 31, 2018 and subsequent Quarterly Reports on Form
10-Q filed with the U.S. Securities and Exchange Commission. The
forward-looking statements in this press release are not a
guarantee of future events, and actual events may differ materially
from those made in or suggested by the forward-looking statements.
Forward-looking statements generally can be identified by the use
of forward-looking terminology such as “may,” “plan,” “seek,”
“comfortable with,” “will,” “expect,” “intend,” “estimate,”
“anticipate,” “believe” or “continue” or the negative thereof or
variations thereon or similar terminology. Any forward-looking
statements in this press release are made only as of the date of
this press release, and Entercom does not undertake any obligation
to update or revise publicly any forward-looking statements to
reflect changes in assumptions, the occurrence of unanticipated
events or otherwise.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20191210005629/en/
Pat Cunnane Vice President Finance 610-660-5650
pat.cunnane@entercom.com
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