After a tug of war with its lenders regarding the percentage of iHeartMedia‘s consenting stakeholders allowed to participate in the media company’s Chapter 11 restructuring, and several back-and-forth rounds of negotiations to determine the equity stake in a recapitalized iHeart lenders would take, a Restructuring Term Sheet filed Thursday morning (3/15) with the Securities and Exchange Commission is now finalized.
RBR+TVBR grabbed its magnifying glass and a few web browser windows to compare notes on what’s been codified, compared to what iHeart had been seeking.
As stated in the March 15 SEC filing detailing iHeart’s bankruptcy petitions, the company noted that, first and foremost, Clear Channel Outdoor Holdings “will be separated or spun-off.” This affirms that the operation, which trades as CCO on the New York Stock Exchange, did not file for Chapter 11 bankruptcy protection.
What this does, as had been outlined in draft term sheets and agreed to early in the negotiation process, is give iHeart’s “economic interests” in Clear Channel Outdoor to the holders of the company’s Term Loan Credit Facility Claims and PGN Claims.
iHeart then spells out its pro forma exit capital structure. First, it will have a new senior secured asset-based revolving credit facility on terms “reasonably acceptable” to iHeart and its Required Consenting Senior Creditors.
Second, iHeart is taking on new secured debt of $5.75 billion — a jump from $5.5 billion offered in the revised term sheet offered by iHeart prior to this final agreement. Both iHeart and its Required Consenting Senior Creditors will consult with the “2021 Noteholder Group” and the Consenting Sponsors with respect to the terms of this new debt.
The final Term Sheet also reveals that iHeart is sticking with information provided in its last revised terms that states its total outstanding principal amount of the company parties’ obligations under iHeart’s receivables based credit facility (or, its “ABL Facility”) is $371 million, plus prepetition accrued interest.
Further, the total outstanding principal amount of the company parties’ obligations under the Term Loan Credit Facility is $6.3 billion. The total outstanding principal amount of the company parties’ obligations under the 2019 PGNs is $2 billion (plus prepetition accrued interest).
Additionally, a “Other PGN Claims” section introduced in the last revised terms stays as is. In this section, iHeart notes that the total outstanding principal amount of the company parties obligations under the other PGNs is $4.752 billion, plus the interest.
The finalized term sheet from iHeart also finalizes its “2021 Notes Claims and Legacy Notes Claims;” the first term sheet submitted to the SEC was void of dollar amounts:
- the total outstanding principal amount of the Company Parties’ obligations under the 2021 Notes is $2.235 billion (plus prepetition accrued interest)
- the total outstanding principal amount of the Company Parties’ obligations under the Legacy Notes is $532 million (plus prepetition accrued interest).
