Lee Enterprises Completes Debt Refinancing
Apr 1 14
Lee Enterprises Inc. completed the refinancing of $800 million of debt. The refinancing extended maturities to 2019 and 2022, from the previous maturities of 2015 and 2017. The blended cash interest rate on the new credit facilities is 9.25% compared with the current blended rate of 9.2%. The financings completed include a $250 million first lien term loan, $400 million in senior secured notes and a $150 million second lien term loan. Under the second lien term loan, each lender received warrants to buy an aggregate 6 million shares of Lee's stock, or about 10.1% of outstanding shares, at an exercise price of $4.19 a share.
Lee Enterprises Inc. Offers $400 Million of Senior Secured Notes Due 2022
Mar 25 14
Lee Enterprises Inc. announced that on March 21 it has priced its offering of $400 million of senior secured notes due 2022. The notes will pay interest in cash semiannually on March 15 and Sept. 15 of each year, beginning Sept. 15, at a rate of 9.5% per annum. The notes will mature on March 15, 2022, and will be issued at a price equal to 100.0% of the principal amount. The offering is expected to close on March 31, subject to customary closing conditions. Lee intends to use net proceeds from the offering, together with borrowings under a $250 million, five-year, first lien term loan facility and a $150 million second lien term loan, as well as cash on hand, to repay in full all amounts outstanding under, and terminate, its existing first and second lien credit facilities, as well as for the payment of fees and expenses related to the new facilities. Concurrently with the issuance of the notes, the company will also enter into a new $40 million first lien revolving facility that is expected to be undrawn at closing. The first lien term loan will have original issue discount of 2.0%, will bear interest at LIBOR plus 6.25% per annum, with a LIBOR floor of 1.0%, and will be payable quarterly, beginning in June. Quarterly principal payments of $6.25 million will be required, with other payments made either voluntarily or based on excess cash flow or proceeds from asset sales.
Lee Enterprises, Incorporated Enters into Amendment to Loan Agreement
Mar 18 14
As previously reported, Lee Enterprises, Incorporated and certain of its subsidiaries are parties to a commitment letter dated January 31, 2014, as amended by that certain exclusivity extension letter dated as of February 27, 2014 (commitment letter) with Mudrick Capital Management, LP, Cohanzick Management, LLC, CVC Credit Partners, Hawkeye Capital Management, LLC, Aristeia Capital, L.L.C. and Franklin Mutual Advisers, LLC (collectively, the commitment lenders) to effect a refinancing of the company's and its direct and indirect subsidiaries' respective obligations under their second lien loan agreement, dated as of January 30, 2012 (as amended on May 1, 2013, the existing 2 lien agreement and the refinancing), which has a $175,000,000 principal balance outstanding at January 31, 2014. The commitment letter provides, among other matters, for a commitment period until March 31, 2014 to effect the refinancing (the commitment period end date) and an exclusivity period until March 31, 2014 (the exclusivity period end date), during which the company parties and their advisors will not solicit or otherwise facilitate any offer or inquiry from any person (other than the commitment lenders) for the refinancing, subject to a customary fiduciary out, for the refinancing. the commitment letter is subject to customary covenants and qualifications. On March 18, 2014, the company parties and the commitment lenders entered into an amendment and extension letter, which, among other matters, (a) extends the commitment period end date to April 30, 2014; (b) extends the exclusivity period end date to April 30, 2014 (subject to the company parties' fiduciary out); (c) provides the commitment lenders' agreements, subject to certain exceptions, of drafts of the refinancing closing documents and drafts of the description of the terms and conditions of the proposed secured senior notes, and final documentation related thereto; and (d) provides for the obligation of the company to pay each Commitment lender its pro rata share of an amount equal to $6,000,000 (alternate transaction fee), subject to certain qualifications, if any company party closes any transaction that has the effect of the refinancing of the existing 2 lien agreement within one year of March 18, 2014 with a party other than the commitment lenders. The company parties' fiduciary out will not limit the company parties from their obligations to pay an alternate transaction fee to the extent provided in the letter agreement.
Lee Enterprises, Incorporated announced that it plans to offer, subject to market and other conditions, $400 million of first lien senior secured notes due 2022. The notes will be offered and sold to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended, and to non-U.S. persons outside the United States in reliance on Regulation S under the Securities Act. The notes will be guaranteed on a senior secured basis by property and assets of Lee and certain of its subsidiaries. The interest rate, offering price and other terms will be determined at the time of pricing of the offering. Lee intends to use the net proceeds from the offering, together with borrowings under a planned $240 million first lien credit facility (including a planned $40 million revolving credit facility that is expected to be undrawn at closing) and a planned $200 million second lien facility, as well as cash on hand, to repay in full all amounts outstanding under, and terminate, its existing first and second lien credit facilities and for the payment of related fees and expenses. Lee previously announced a commitment by a group of lenders to refinance up to $200 million of second lien debt and to extend the maturity of that debt to 2022. As of March 2, 2014, Lee's existing debt consists of first lien debt of $593 million maturing in December 2015, second lien debt of $175 million maturing in April 2017, and $49 million of notes issued by its subsidiary, Pulitzer Inc. that mature in April 2017.