McClatchy now tendering for any and all 11½% notes due 2017

By Jennifer Chiou

New York, Dec. 3 - McClatchy Co. said it has amended its cash tender offer and consent solicitation so that it is now tendering for any and all of its $846 million of 11½% senior secured notes due 2017.

The company was previously tendering for up to $700 million of the notes.

As reported, the total purchase price will be $1,103.40 for each $1,000 principal amount of notes tendered by 5 p.m. ET on Dec. 11, the early tender date. The total amount includes an early tender payment of $30.00 per $1,000 of notes.

Those who tender after the early deadline will receive $1,073.40 per $1,000 of notes.

Holders also will receive accrued interest to but excluding the payment date.

The offer will end at 11:59 p.m. ET on Dec. 26.

Along with the offer, the company also is soliciting consents to amend the notes. If the company obtains the needed consents for at least two-thirds of outstanding notes by the early tender date and the proposed amendments become operative, the proposed amendments would

• Amend the restrictive covenants to substantially conform the terms of the notes to the terms of the proposed offering of senior secured debt;

• Allow the company to grant a lien on its assets to secure the senior secured debt that will rank pari passu with the lien securing the notes; and

• Allow other debt to have a prior right to proceeds from the collateral securing the notes.

Tendered notes may be withdrawn the earlier of 5 p.m. ET on Dec. 11 or on execution of a supplemental indenture implementing the proposed amendments.

The offer is conditioned on the company obtaining the needed consents to amend the notes by the early tender date as well as on completing financing with enough proceeds to fund the offer from the incurrence of first-lien senior secured debt, along with the company's senior credit facility and cash on hand, according to a company press release.

J.P. Morgan Securities LLC (800 245-8812), Bank of America Merrill Lynch (attn.: debt advisory, 888 292-0070 or collect 646 855-3401) and Credit Suisse Securities (USA) LLC (attn.: liability management group at 800 820-1653 or collect 212 538-7249) are the dealer managers and consent solicitation agents. Global Bondholder Services Corp. (866 807-2200 or collect 212 430-3774) is the information agent.

McClatchy is a Sacramento-based newspaper company and an operator of local websites in each of its markets. It launched the offer on Nov. 28.

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