Liberman Broadcasting, Inc., LBI Media Holdings, Inc. and LBI Media, Inc. Announce Extension of the Expiration Date of Private Exchange Offers and Solicitation of Consents

BURBANK, Calif., Dec. 12, 2012 /PRNewswire/ -- LBI Media, Inc. ("Media"), LBI Media Holdings, Inc. ("Holdings") and Liberman Broadcasting, Inc. ("Parent" and together with Media and Holdings, the "Companies") announced today that they have extended the expiration date of their previously announced private exchange offers (the "Exchange Offers") with respect to Media's 8½% senior subordinated notes due 2017 (the "Old Senior Subordinated Notes") and Holdings' 11% senior discount notes due 2013 (the "Discount Notes", and together with the Old Senior Subordinated Notes, the "Old Notes") and solicitation of consents with respect to the Old Notes (the "Old Notes Consents") to 5 p.m., New York City time, on December 26, 2012 (the "Expiration Date").  The Companies extended the Expiration Date so that the Exchange Offers and solicitation of consents will no longer expire at midnight on Christmas Eve (December 24, 2012).

The terms of the Exchange Offers and solicitation of Old Notes Consents were initially described in a confidential offering memorandum and consent solicitation statement, dated July 17, 2012, as supplemented by the Supplement to the Confidential Offering Memorandum and Consent Solicitation Statement dated July 24, 2012, the Second Supplement to the Confidential Offering Memorandum and Consent Solicitation Statement dated October 12, 2012, the Third Supplement to the Confidential Offering Memorandum and Consent Solicitation Statement dated October 18, 2012, the Fourth Supplement to the Confidential Offering Memorandum and Consent Solicitation Statement dated October 26, 2012, the Fifth Supplement to the Confidential Offering Memorandum and Consent Solicitation Statement dated November 2, 2012, the Sixth Supplement to the Confidential Offering Memorandum and Consent Solicitation Statement dated November 19, 2012, the Seventh Supplement to the Confidential Offering Memorandum and Consent Solicitation Statement dated December 11, 2012 and the press releases issued by Media or Media and Holdings or the Companies on August 14, 2012, August 30, 2012, September 21, 2012, September 28, 2012, October 5, 2012, October 12, 2012, October 26, 2012, November 2, 2012, November 13, 2012, November 19, 2012, December 4, 2012, December 10, 2012 and December 11, 2012 (collectively, the "Offering Memorandum").

Old Notes may still be tendered and Old Notes Consents may still be delivered until 5 p.m., New York City time, on December 26, 2012 unless the Exchange Offers or solicitation of Old Notes Consents is terminated or withdrawn earlier, or unless the Exchange Offers or solicitation of Old Notes Consents is further extended.  In addition, the Companies have the right to amend, terminate or withdraw any of the Exchange Offers or solicitation of Old Notes Consents, at any time and for any reason, including if any of the conditions to the Exchange Offers or solicitation of Old Notes Consents are not satisfied.  The Companies also announced today the extension of the Withdrawal Deadline (as defined in the Offering Memorandum) for the Exchange Offers and solicitation of Old Notes Consents until 5 p.m., New York City time, on December 26, 2012.

The Companies announced today additional preliminary results of the Exchange Offers and the solicitation of Old Notes Consents. As of 5:00 p.m., New York City time, on December 11, 2012, (i) approximately $174.6 million, or 76.3%, of the outstanding principal amount of Old Senior Subordinated Notes had been validly tendered and not withdrawn, and (ii) approximately $30.4 million, or 72.7%, of the outstanding principal amount of Discount Notes not held by Holdings had been validly tendered and not withdrawn, and the corresponding amount of Old Notes had validly delivered consents to the proposed amendments to the indentures governing the Old Notes in connection with the solicitation of Old Notes Consents.  In addition, certain holders of the Old Senior Subordinated Notes and the Discount Notes have already tendered, or have agreed to tender (subject to certain terms and conditions contained in agreements between the parties), approximately $120.2 million, or 52.7%, of the outstanding principal amount of the Old Senior Subordinated Notes not held by Media or Media's affiliates and approximately $24.0 million, or 58.5%, of the outstanding principal amount of the Discount Notes not held by Holdings or Holdings' affiliates, and have delivered, or have agreed to deliver (subject to certain terms and conditions contained in agreements between the parties), their Old Notes Consents to the proposed amendments to the indentures governing the Old Notes.

Concurrently with the Exchange Offers, Media is also soliciting consents (the "Solicitation Consents") from holders of its 9¼% Senior Secured Notes due 2019 (the "First Priority Senior Secured Notes") to certain amendments to the indenture governing the First Priority Senior Secured Notes (the "First Priority Senior Secured Notes Consent Solicitation"). 

The expiration date for the First Priority Senior Secured Notes Consent Solicitation is also extended to 5 p.m., New York City time, on December 26, 2012 or such later time and date to which the First Priority Senior Secured Notes Consent Solicitation is extended. Solicitation Consents may be revoked at any time on or prior to 5 p.m., New York City time, on December 26, 2012. 

The terms of the solicitation of Solicitation Consents are described in the Consent Solicitation Statement, dated July 17, 2012, as supplement by the Supplement, dated October 12, 2012, the Second Supplement, dated October 18, 2012, the Third Supplement, dated November 2, 2012, the Fourth Supplement, dated November 19, 2012 and as further supplemented by the Fifth Supplement dated December 11, 2012 (collectively, the "Consent Solicitation Statement").

As of 5:00 p.m., New York City time, on December 11, 2012, approximately $64.7 million, or 29.4%, of the outstanding principal amount of First Priority Senior Secured Notes had validly delivered Solicitation Consents.  In addition, holders of approximately $133.5 million, or 60.7%, of the outstanding principal amount of the First Priority Senior Secured Notes have already delivered, or have agreed to deliver (subject to certain terms and conditions contained in agreements between the parties), their Solicitation Consents.

The securities being offered in the Exchange Offers will not be registered under the Securities Act of 1933, as amended (the "Securities Act"), and may not be transferred or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act. The Exchange Offers are being made only to qualified institutional buyers and accredited investors and outside the United States to persons other than U.S. persons. The Exchange Offers are made only by, and pursuant to, the terms set forth in the Offering Memorandum, and the information in this press release is qualified by reference to the Offering Memorandum and the accompanying consent and letter of transmittal and beneficial ownership information form.

This press release shall not constitute a solicitation of consents, an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful. No recommendation is made as to whether holders of the securities should tender their securities or give their consent.

D.F. King & Co., Inc. ("D.F. King") is acting as the Information Agent and Exchange Agent for the Exchange Offers and solicitation of the Old Notes Consents and the Solicitation Consents. Requests for the Offering Memorandum, the accompanying consent and letter of transmittal and beneficial ownership information form, the Consent Solicitation Statement, the accompanying consent and letter of transmittal and any supplements thereto may be directed to D.F. King at (212) 269-5550 (for brokers and banks) or (800) 431-9645 (for all others).

Forward Looking Statements

This press release contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements reflect Media's, Holdings' and Parent's current views with respect to future events and are based on assumptions and are subject to risks and uncertainties. Media, Holdings and Parent undertake no obligation to update or revise any forward-looking statements to reflect developments or information obtained after the date of this press release, except as required by law.

SOURCE LBI Media, Inc.