NEW YORK, Oct. 26 /PRNewswire/ -- American Media, Inc. ("AMI") announced today the extension by its operating subsidiary American Media Operations, Inc. ("AMO") of the previously announced offer to exchange (the "Exchange Offer") all of AMO's outstanding 14% Senior Subordinated Notes due 2013 (the "Subordinated Notes") for a combination of cash and shares of common stock, par value $0.0001 per share, of AMI, and cash tender offer (the "Cash Tender Offer" and, together with the Exchange Offer, the "Offers") for all of AMO's outstanding 9% Senior PIK Notes due 2013 (the "PIK Notes" and, together with the Subordinated Notes, the "Notes"). In conjunction with the Offers, AMO is soliciting consents (the "Consent Solicitations") from eligible holders of the Notes to certain amendments to the applicable indentures governing the Notes.
The expiration of the Offers and Consent Solicitations has been extended to 5:00 p.m., New York City time, on November 1, 2010 (the "Expiration Time"), unless further extended by AMO. All other terms and conditions of the Offers and Consent Solicitations currently remain in effect, although AMO is considering certain amendments to the Offers and Consent Solicitations. Eligible holders who have not yet tendered their Notes may tender until the Expiration Time, as extended. Pursuant to the terms of the Offers and Consent Solicitations, withdrawal rights expired as of the applicable consent time for the Consent Solicitations, which was, in the case of the PIK Notes, 5:00 p.m., New York City time, on July 27, 2010 and, in the case of the Subordinated Notes, 5:00 p.m., New York City time, on July 29, 2010.
As of 5:00 p.m., New York City time, on October 25, 2010, approximately $344.2 million principal amount of Subordinated Notes, or approximately 96.7% of the outstanding aggregate principal amount of the Subordinated Notes, had been validly tendered in the Exchange Offer, and approximately $23.7 million principal amount of PIK Notes, or approximately 99.9% of the outstanding aggregate principal amount of PIK Notes, had been validly tendered in the Cash Tender Offer.
In addition, on October 12, 2010, AMO commenced a separate consent solicitation (the "Interest Deferral Consent Solicitation") to amend the indenture (the "Subordinated Notes Indenture") governing the Subordinated Notes. AMO has obtained the consents required to amend the Subordinated Notes Indenture to allow AMO to defer to January 3, 2011 the interest payment due under the Subordinated Notes on November 1, 2010. Accordingly, AMO expects to execute a supplemental indenture within the next few days to amend the Subordinated Notes Indenture. Although the Interest Deferral Consent Solicitation is separate from and independent of the Offers and Consent Solicitations, they are related in that the purpose of the Interest Deferral Consent Solicitation is to help preserve cash, which will facilitate the consummation of the Offers and Consent Solicitations or any other alternatives that AMO and AMI may pursue to improve their capital structure.
This press release is for informational purposes only and shall not constitute an offer to sell or the solicitation of an offer to buy securities, nor shall there be any offer or sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The AMI common stock being offered in the Exchange Offer has not been registered under the Securities Act of 1933 or under any state securities laws, and cannot be offered or sold in the United States absent registration or an applicable exemption from registration requirements. As a result, the AMI common stock is subject to significant restrictions on transfer and resale.
Forward-Looking Statement Disclaimer
The matters discussed in this press release include forward-looking statements regarding AMI and AMO, including those related to the Offers and Consent Solicitations. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Actual results in the future could differ materially and adversely from those described in the forward-looking statements as a result of various important factors, including, but not limited to, the completion of the Offers and Consent Solicitations, including our ability to obtain the financing necessary to complete the Offers and Consent Solicitations, the impact of changes in national and regional economies, the volatility in the U.S. and global economies and financial credit markets that impact our ability to forecast or refinance our debts as they become due, the overall demand for advertising, volatility in the sale of magazines through subscriptions and at the newsstand and fluctuation in paper and postage prices, among other risk factors. We undertake no obligation to publicly release the result of any revisions to these forward-looking statements except as required by law.
Consequently, you should not rely on any forward-looking statements and should consider any such forward-looking statements only as AMI's and AMO's current plans, estimates and beliefs as of the date of this press release. Even if these plans, estimates or beliefs change because of future events or circumstances, AMI and AMO decline any obligation to publicly update or revise any such forward-looking statements.
About American Media, Inc.
American Media, Inc. is the leading publisher of celebrity journalism and health and fitness magazines in the U.S. These include Star, Shape, Men's Fitness, Fit Pregnancy, Natural Health, and The National Enquirer. In addition to print properties, AMI manages 14 different web sites. The company also owns Distribution Services, Inc., the country's #1 in-store magazine merchandising company.
SOURCE American Media, Inc.