Flashback to 2023: Urban One, Inc. Announces Commencement Of Tender Offer

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Welcome to our updated post, where we revisit and shed light on the significant financial moves made by Urban One, Inc. in the recent past. A leading urban multimedia company in America, Urban One made a pivotal financial decision in 2018 when it the commencement of a cash tender offer and entered into new credit agreements. This strategic move was aimed at bolstering its financial position and fulfilling its obligations. In this post, we delve deeper into the specifics of these transactions and their implications. Let’s journey to this key moment in Urban One’s history.


Logo of Urban One, Inc.

Urban One, Inc.’s Commencement Of Cash Tender Offer And Entry Into New Credit Agreements

Urban One, Inc. (the “Company” or “Urban One”) (NASDAQ: UONEK and UONE), the commencement of a cash tender offer (the “Tender Offer”) to purchase any and all of its outstanding 9.25% Senior Subordinated Notes due 2020 (the “Notes”). At the same time, the Company also its entry into a new credit agreement, which was expected to provide up to approximately $192.0 million in unsecured term loan borrowings when drawn. These borrowings were intended to satisfy the Company’s obligations to repurchase Notes under the cash tender offer or to otherwise refinance, repurchase, redeem or repay the Notes.

Concurrently, certain subsidiaries of the Company entered into a credit agreement, which, when drawn, was expected to provide up to approximately $50.0 million in term loan borrowings secured in part by those subsidiaries’ interests in MGM National Harbor. However, significant conditions preceded the funding of borrowings under both credit agreements.

The Tender Offer was set to expire on January 2, 2019 unless extended or earlier terminated. Under the terms of the Tender Offer, holders of the Notes who validly tendered and did not validly withdraw their Notes would receive an amount equal to $1,010.00 per $1,000.00 in principal amount of Notes validly tendered and not validly withdrawn. This amount included an early tender premium.

The Company intended to redeem any Notes that remained outstanding in accordance with the terms of the indenture governing the Notes, and expected to issue a redemption notice for any such Notes with a redemption date of February 15, 2019, at a redemption price of 100.0%.

The Tender Offer was contingent upon the satisfaction of certain conditions. These included the receipt by the Company of sufficient proceeds from one or more financing transactions or the conditions to the consummation of such financing transactions satisfied, or in the Company’s reasonable judgment, would be satisfied prior to the applicable settlement dates for the Tender Offer. The complete terms and conditions of the Tender Offer were set forth in an Offer to Purchase dated on the same day.

D.F. King & Co., Inc. acted as the tender agent and information agent for the Tender Offer. Requests for a copy of the Statement could be directed to D.F. King & Co., Inc.

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