TEXT SIZE:
Send a copy to me

Separate multiple email addresses (max 20) with commas.

0/1500
Letters are not case-sensitive, disregard spaces.
captcha image
This helps us prevent automated registrations and spamming.

Clear Channel Announces Extensions to its Offer Expiration Date and Consent Payment Deadline in Tender Offers and Consent Solicitations for Senior Notes

SAN ANTONIO, Apr 30, 2008 (BUSINESS WIRE) -- In connection with Clear Channel Communications, Inc.'s ("Clear
Channel") previously announced tender offer for its outstanding 7.65%
Senior Notes due 2010 (CUSIP No. 184502AK8) (the "CCU Notes") and
Clear Channel's subsidiary AMFM Operating Inc.'s ("AMFM") previously
announced tender offer for its outstanding 8% Senior Notes due 2008
(CUSIP No. 158916AL0) (the "AMFM Notes" and, collectively with the CCU
Notes, the "Notes"), Clear Channel announced today that it has
extended the date on which the tender offers are scheduled to expire
(the "Offer Expiration Date") from 8:00 a.m. New York City time on May
2, 2008 to 8:00 a.m. New York City time on May 9, 2008 and the consent
payment deadline for the Notes (the "Consent Payment Deadline") from
8:00 a.m. New York City time on May 2, 2008 to 8:00 a.m. New York City
time on May 9, 2008. The Offer Expiration Date and the Consent Payment
Deadline are subject to extension by Clear Channel, with respect to
the CCU Notes, and AMFM, with respect to the AMFM Notes, in their sole
discretion.

The completion of the tender offers and consent solicitations for
the Notes is conditioned upon the satisfaction or waiver of all of the
conditions precedent to the Agreement and Plan of Merger (the "Merger
Agreement") by and among Clear Channel, CC Media Holdings, Inc., B
Triple Crown Finco, LLC, T Triple Crown Finco, LLC and BT Triple Crown
Merger Co., Inc., dated November 16, 2006, as amended by Amendment No.
1, dated April 18, 2007, and Amendment No. 2, dated May 17, 2007 and
the closing of the merger contemplated by the Merger Agreement (the
"Merger"). The closing of the Merger has not occurred. On March 26,
2008, Clear Channel, joined by CC Media Holdings, Inc., filed a
lawsuit in the Texas State Court in Bexar County, Texas, against
Citigroup, Deutsche Bank, Morgan Stanley, Credit Suisse, The Royal
Bank of Scotland, and Wachovia, the banks who had committed to provide
the debt financing for the Merger. Clear Channel intends to complete
the tender offers and consent solicitations for the CCU Notes, and
AMFM intends to complete the tender offers and consent solicitations
for the AMFM Notes, upon consummation of the Merger.

Clear Channel previously announced on January 2, 2008 that it had
received, pursuant to its previously announced tender offer and
consent solicitation for the CCU Notes, the requisite consents to
adopt the proposed amendments to the CCU Notes and the indenture
governing the CCU Notes applicable to the CCU Notes, and that AMFM had
received, pursuant to its previously announced tender offer and
consent solicitation for the AMFM Notes, the requisite consents to
adopt the proposed amendments to the AMFM Notes and the indenture
governing the AMFM Notes. As of today's date, approximately 95 percent
of the AMFM Notes have been validly tendered and not withdrawn and
approximately 99 percent of the CCU Notes have been validly tendered
and not withdrawn. The Clear Channel tender offer and consent
solicitation is being made pursuant to the terms and conditions set
forth in the Clear Channel Offer to Purchase and Consent Solicitation
Statement for the CCU Notes dated December 17, 2007 (the "Clear
Channel Offer to Purchase"), and the related Letter of Transmittal and
Consent. The AMFM tender offer and consent solicitation is being made
pursuant to the terms and conditions set forth in the AMFM Offer to
Purchase and Consent Solicitation Statement for the AMFM Notes dated
December 17, 2007 (the "AMFM Offer to Purchase" and together with the
Clear Channel Offer to Purchase, the "Offers to Purchase"), and the
related Letter of Transmittal and Consent. Further details about the
terms and conditions of the tender offers and consent solicitations
are set forth in the Offers to Purchase and the related documents.

Clear Channel has retained Citi to act as the lead dealer manager
for the tender offers and lead solicitation agent for the consent
solicitations and Deutsche Bank Securities Inc. and Morgan Stanley &
Co. Incorporated to act as co-dealer managers for the tender offers
and co-solicitation agents for the consent solicitations. Global
Bondholder Services Corporation is the Information Agent for the
tender offers and the consent solicitations. Questions regarding the
tender offers should be directed to Citi at 800-558-3745 (toll-free)
or 212-723-6106 (collect). Requests for documentation should be
directed to Global Bondholder Services Corporation at 212-430-3774
(for banks and brokers only) or 866-924-2200 (for all others
toll-free).

This announcement is for informational purposes only. This
announcement is not an offer to purchase, a solicitation of an offer
to purchase or a solicitation of consent with respect to any Notes.
The tender offers and consent solicitation are being made solely
pursuant to the Offers to Purchase and related documents. The tender
offers and consent solicitations are not being made to holders of
Notes in any jurisdiction in which the making or acceptance thereof
would not be in compliance with the securities, blue sky or other laws
of such jurisdiction. In any jurisdiction in which the securities laws
or blue sky laws require the tender offers and consent solicitations
to be made by a licensed broker or dealer, the tender offers and
consent solicitations will be deemed to be made on behalf of Clear
Channel by one or more of the dealer managers, or one or more
registered brokers or dealers that are licensed under the laws of such
jurisdiction.

Clear Channel Communications, Inc. (NYSE: CCU), headquartered in
San Antonio, Texas, is a global leader in the out-of-home advertising
industry with radio stations and outdoor displays in various countries
around the world.

This press release contains forward-looking statements based on
current Clear Channel management expectations. Those forward-looking
statements include all statements other than those made solely with
respect to historical fact. Numerous risks, uncertainties and other
factors may cause actual results to differ materially from those
expressed in any forward-looking statements. These factors include,
but are not limited to, (1) the occurrence of any event, change or
other circumstances that could give rise to the termination of the
merger agreement; (2) the outcome of any legal proceedings that have
been or may be instituted by or against Clear Channel and others
relating to the merger agreement; (3) the inability to complete the
Merger due to the failure to satisfy conditions to consummation of the
Merger; (4) the failure to obtain the necessary debt financing
arrangements contemplated in debt financing commitment letters
received in connection with the Merger; (5) the failure of the Merger
to close for any other reason; (6) risks that the proposed transaction
disrupts current plans and operations and the potential difficulties
in employee retention as a result of the Merger; (7) the effect of the
Merger on our customer relationships, operating results and business
generally; (8) the ability to recognize the benefits of the Merger;
(9) the amount of the costs, fees, expenses and charges related to the
Merger and the actual terms of the financings that will be obtained
for the Merger; and (10) the impact of the substantial indebtedness
incurred to finance the consummation of the Merger. Many of the
factors that will determine the outcome of the subject matter of this
press release are beyond Clear Channel's ability to control or
predict. Clear Channel undertakes no obligation to revise or update
any forward-looking statements, or to make any other forward-looking
statements, whether as a result of new information, future events or
otherwise.

SOURCE: Clear Channel Communications, Inc.

Clear Channel Communications, Inc.
Investor Relations Department, 210-822-2828

Copyright Business Wire 2008


 
 

Also in Portfolio.com
Most Emailed
Recently Commented