Warner unit seeks consent to include Access Industries under 9½% notes

By Susanna Moon

Chicago, May 13 - Warner Music Group Corp.'s wholly owned subsidiary WMG Acquisition Corp. said it is soliciting consents from the holders of its 9½% senior secured notes due 2016 to amend the notes in connection with its merger plans with subsidiaries of Access Industries, Inc.

The company is soliciting consents to allow Access Industries to be included as a permitted holder under the notes so that the merger does not constitute a change of control, according to a company press release.

If enough holders consent to the amendment and the merger goes through, the company will pay up to $5.00 per $1,000 principal amount of notes for which consents are delivered by the consent deadline, which is 5 p.m. ET on May 23. Holders must be of record as of 5 p.m. ET on April 13.

The consent fee would be paid in two parts. An initial cash payment of $1.25 per $1,000 principal amount of notes would be delivered promptly after the consent deadline and another cash payment of $3.75 per $1,000 principal amount would be made after the completion of the merger.

Consents may be revoked at any time before the execution of a supplemental indenture or the offer expiration.

The merger agreement is with Airplanes Music LLC, an affiliate of Access Industries; Airplanes Merger Sub, Inc., a wholly owned subsidiary of Airplanes Music LLC, and Warner Music Group. After the merger, Warner Music Group and WMG would become affiliates of Access Industries.

The adoption of the proposed amendments is not a condition to the merger, the release noted.

Credit Suisse Securities (USA) LLC (800 820-1653 or 212 538-1862) and UBS Securities LLC (888 719-4210 or 203 719-4210) are the solicitation agents.

Global Bondholder Services Corp. (866 470-3700 or, for banks and brokers, 212 430-3774) is acting as the information agent. Wells Fargo Bank, NA is the trustee.

Warner Music Group is a music content company. Access Industries is a privately held industrial group with holdings in natural resources, chemicals, telecommunications, media and real estate. Both are based in New York.

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