Indianapolis…Emmis Communications Corporation (NASDAQ: EMMS) today announced that in connection with the cash tender offers to purchase (i) any and all of Emmis Communication Corporation’s $286.275 million principal amount at maturity 12-1/2% Senior Discount Notes due 2011 and (ii) any and all of Emmis Operating Company’s $300 million principal amount 8-1/8% Senior Subordinated Notes due 2009, the requisite consents have been received to eliminate substantially all of the restrictive covenants for the indentures governing the notes.
As a result of obtaining the requisite consents, Emmis Communications Corporation and Emmis Operating Company executed and delivered supplemental indentures setting forth the amendments. The supplemental indentures provide that the amendments to the indentures will only become operative when validly tendered notes are accepted for purchase pursuant to the tender offers. Notes tendered may not be withdrawn and consents delivered may not be revoked.
The tender offers commenced on April 14, 2004 will expire at 12:00 a.m., midnight, New York City Time, on May 11, 2004, unless extended. Closing of the tender offers is subject to: (i) the consummation of any necessary debt financing to fund the total consideration for the notes tendered and to refinance the existing credit facility of Emmis Operating Company and (ii) certain other customary conditions.
This news release is neither an offer to purchase nor a solicitation of an offer to sell the notes. The offer is being made only by reference to the Offer to Purchase and Consent Solicitation Statement and related applicable Consent and Letter of Transmittal dated April 14, 2004. Copies of documents may be obtained from Georgeson Shareholder Communications Inc., the Information Agent, at (212) 440-9800 or toll-free at (866) 399-8748.
Emmis – Great Media, Great People, Great Service sm
Emmis is an Indianapolis-based diversified media firm with radio broadcasting, television broadcasting and magazine publishing operations. Emmis’ twenty-three FM and four AM domestic radio stations serve the nation’s largest markets of New York, Los Angeles and Chicago as well as Austin, Phoenix, St. Louis, Indianapolis and Terre Haute, IN. In addition, Emmis owns two radio networks, three international radio stations, sixteen television stations, award-winning regional and specialty magazines, and ancillary business in broadcast sales and publishing.
Emmis Communications Corporation is a holding company and conducts substantially all of its business operations through Emmis Operating Company and its subsidiaries. Emmis Operating Company is a wholly-owned subsidiary of Emmis Communications Corporation.
Certain statements included above which are not statements of historical facts, including financial data for quarters or other periods that are not yet completed and statements identified with the words “continues,” “expect,” “will,” or “would” are intended to be, and are, identified as “forward-looking statements,” as defined in the Securities and Exchange Act of 1934, as amended, and involve known or unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of Emmis to be materially different from any future result, performance or achievement expressed or implied by such forward-looking statement. Such factors include, among others, the ability of Emmis to complete the financing necessary to complete the tender offers, general economic and business conditions; fluctuations in the demand for advertising; increased competition in the broadcasting industry including the implementation of competing formats in large markets; changes in the costs of programming; changes in interest rates; inability to close pending acquisitions or to grow through suitable acquisitions, including the desired radio; future terrorist attacks or other large-scale disasters; and other factors mentioned in documents filed by Emmis with the Securities and Exchange Commission. Emmis does not undertake any obligation to publicly update or revise any forward-looking statements.