Nexstar Broadcasting Group, Inc. (NASDAQ: NXST) (the “Company”) announced today that its wholly-owned subsidiary, Nexstar Broadcasting, Inc. (“Nexstar Broadcasting”), has received, pursuant to its previously announced cash tender offer and consent solicitation for any and all of the outstanding $3,912,000 aggregate principal amount of 7% Senior Subordinated Notes due 2014 (the “2014 Notes”) and $112,593,449 aggregate principal amount of 7% Senior Subordinated PIK Notes due 2014 (the “2014 PIK Notes” and, together with the 2014 Notes, the “Existing Notes”), the requisite consents to adopt proposed amendments to the indenture, as supplemented, under which the 2014 Notes were issued and the indenture, as supplemented, under which the 2014 PIK Notes were issued, that would, among other things, eliminate substantially all restrictive covenants and certain event of default provisions contained in such indentures (the “Proposed Amendments”).
Nexstar Broadcasting announced that consents had been delivered with respect to $3,840,000 of the 2014 Notes (representing 98.16% of the outstanding aggregate principal amount of 2014 Notes) and $110,709,613 of the 2014 PIK Notes (representing 98.33% of the outstanding aggregate principal amount of 2014 PIK Notes), which Existing Notes had been validly tendered and not validly withdrawn as of 5:00 p.m., New York City time, on November 6, 2012 (the “Consent Payment Deadline”). In conjunction with receiving the requisite consents, Nexstar Broadcasting and The Bank of New York Mellon, as trustee, executed (i) a second supplemental indenture with respect to the indenture, as supplemented, under which the 2014 Notes were issued and (ii) a second supplemental indenture with respect to the indenture, as supplemented, under which the 2014 PIK Notes were issued, in each case, effecting certain amendments that would implement the Proposed Amendments. Each such second supplemental indenture became operative upon acceptance of the Existing Notes for purchase by Nexstar Broadcasting pursuant to the terms and conditions described in the Statement (as defined below).
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