Radio One further extends exchange offer for 8 7/8%, 6 3/8% notes

By Marisa Wong

Madison, Wis., Oct. 1 - Radio One, Inc. extended the expiration time of its previously announced exchange offer and consent solicitation for its 8 7/8% senior subordinated notes due 2011 and its 6 3/8% senior subordinated notes due 2013 to 5 p.m. ET on Oct. 22, according to a press release.

The offer began on June 16. It was originally scheduled to expire on July 31, but the expiration date has been extended multiple times.

As of 5 p.m. ET on Sept. 30, approximately 92% of the existing notes had been tendered, which is the same amount of notes reported to have been tendered as of Sept. 15, up slightly from 91.8% as of Aug. 30.

The conditions needed to complete the exchange offer have not yet been satisfied. According to a previous news release, the offer is conditioned on the receipt of tenders for at least 95% of the notes.

The company has been in discussions with an ad hoc group of noteholders and said it believes it has made significant progress in reaching an agreement about amendments to the terms of the exchange offer, including the conditions for its completion, and the notes to be issued in the offer.

Radio One has also been discussing an amendment with the lenders under its senior secured credit facility.

As previously reported, the agent under the credit facility delivered a payment blockage notice to the 6 3/8% notes trustee on Aug. 5. As a result, the interest payment on the notes scheduled for Aug. 6 could not be made. The 30-day grace period expired on Sept. 15, marking an event of default.

In addition, the company's forbearance agreement with its lenders relating to some defaults and events of defaults under the credit facility expired on Sept. 10.

Based on its discussions with the noteholder group and its lenders, the company said it does not expect either to exercise any remedies in the near term. However, the company said it can provide no assurances that the noteholders or its lenders will not exercise any such remedies, that it will ultimately reach an agreement with the noteholder group and its lenders or that a new forbearance agreement will be reached.

The exchange offer is being made only to qualified institutional buyers, institutional accredited investors and non-U.S. persons as defined under the Securities Act.

BNY Mellon Shareowner Services (800 777-3674 or 201 680-6579) is the exchange agent, information agent and subscription agent.

Radio One is a Washington, D.C.-based broadcasting company.

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