Guitar Center says final tender response still 97.83% of 9 5/8% notes

New York, April 12 – Guitar Center, Inc. received tenders for $317,957,000, or 97.83%, of its $325 million of 9 5/8% senior notes due 2020 by the expiration of its exchange offer for the securities, according to a news release.

The response was unchanged from the early deadline.

Guitar Center said it had sufficient consents to amend the note indenture and plans to settle the exchange on April 16.

The exchange ended at 5 p.m. ET on April 11.

The offer was announced on March 12 and on March 26 the company announced early results, which were enough to clear the threshold that required at least 95% of the notes be tendered.

As announced on March 12, the company is offering 5% cash, 8% PIK notes due 2022 and warrants to purchase common stock of parent Guitar Center Holdings, Inc. in exchange for the existing notes.

For each $1,000 principal amount of the existing notes, Guitar Center was offering $1,000 of new notes and warrants plus an early tender fee in cash of 0.5% of the principal amount.

The early tender fee will only be paid for notes tendered by the early deadline of 11:59 p.m. ET on March 23.

Guitar Center was also soliciting consents to amend the indenture of the 9 5/8% notes.

The offer is being conducted under Rule 144A and Regulation S.

Ahead of the exchange, Guitar Center entered into a support agreement with holders of $299 million, or 92%, of the existing notes under which those holders agreed to tender their notes and deliver consents.

As part of the transactions, Guitar Center said it planned to issue new notes and amend its $375 million senior secured asset-based revolving credit facility to extend the maturity date to the earlier of five years from the date of the amendment and 90 days prior to the maturity date of the new notes if the notes have not been refinanced by that date.

The company priced $635 million of new 9½% notes on March 14 at 98.14 to yield 10 1/8%.

KCC LLC (877 833-4150, 917 281-4800 or www.kccllc.net/GuitarCenter) is information agent.

Guitar Center is a Westlake Village, Calif., retailer of musical instruments.

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