Clear Channel offers fixed tender price for 7.65% notes, nixes Dutch auction, $200 million cap

By Angela McDaniels

Tacoma, Dec. 9 - Clear Channel Communications, Inc. said it will pay a fixed price of $650 per $1,000 principal amount of 7.65% senior notes due 2010 tendered under the offer it began on Nov. 24.

Originally, the company planned to determine the purchase price via a modified Dutch auction, and the price was going to be $500 to $650 per $1,000 principal amount.

Clear Channel also said it will purchase any and all notes tendered. Previously, the offer was capped at $200 million of notes.

Holders have tendered $239.9 million of notes so far, according to a company news release.

Clear Channel extended the early participation date, previously scheduled for Dec. 8, to coincide with the offer expiration date, 8 a.m. ET on Dec. 23. Therefore, all holders who tender will receive the $10 early participation payment, which is included in the $650 purchase price.

In addition, Clear Channel subsidiary CC Finco, LLC is holding a cash tender offer for up to $75 million of Clear Channel's 6¼% senior notes due 2011 and 4.4% senior notes due 2011 and for up to $25 million of Clear Channel's 5% senior notes due 2012 and 5¾% senior notes due 2013.

These tender offers also expire at 8 a.m. ET on Dec. 23.

For each $1,000 principal amount of the 6¼% and 4.4% notes, the total payout will equal a base price of $270 for the 6¼% notes and $200 for the 4.4% notes plus a clearing premium not to exceed $50 in each case.

For each $1,000 principal amount of the 5% and 5¾% notes, the total payout will equal a base price of $150 for the 5% notes and $125 for the 5¾% notes plus a clearing premium not to exceed $50 in each case.

Holders who tendered their notes by 5 p.m. ET on Dec. 8 will receive an early participation payment of $10 per note.

In all of the tender offers, holders will also receive accrued interest up to but excluding the purchase date.

On Tuesday, Clear Channel said it plans to use its delayed-draw term loan facility to fund the payment for the 7.65% notes.

Citi (800 558-3745 or collect 212 723-6106) is the dealer manager. Global Bondholder Services Corp. (866 873-7700 or 212 430-3774 for banks and brokers) is information agent and depositary.

Clear Channel is a San Antonio-based radio and outdoor display advertising company.

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