Business Services Industry

Nexstar Broadcasting, Inc. Announces Early Results and Satisfaction of Minimum Condition of Exchange Offer

Business Wire, March 11, 2009

IRVING, Texas -- Nexstar Broadcasting, Inc. (“Nexstar Broadcasting”), an indirect subsidiary of Nexstar Broadcasting Group, Inc. (Nasdaq: NXST), today announced early results of its offer to exchange up to $143,600,000 aggregate principal amount of its outstanding $191,510,000 in aggregate principal amount of 7% Senior Subordinated Notes due 2014 (CUSIP No. 65336YAB9) (the “Old Notes”) for (i) up to $143,600,000 in aggregate principal amount of Nexstar Broadcasting’s 7% Senior Subordinated PIK Notes due 2014 (the “New Notes”), to be guaranteed by each of the existing guarantors to the Old Notes, and (ii) cash. Based on information provided by the exchange agent to Nexstar Broadcasting, Inc., as of 5:00 p.m., New York City time, on March 10, 2009, approximately $186,756,000 principal amount of Old Notes have been validly tendered for exchange. These tendered Old Notes may not be withdrawn. The amount of outstanding Old Notes validly tendered and not validly withdrawn as of 5:00 p.m., New York City time, on March 10, 2009, exceeded $114,900,000, the minimum condition of the exchange offer. The aggregate principal amount of Old Notes tendered in the exchange offer in excess of $143,600,000 is subject to reduction on a pro rata basis among all tendering holders.

The exchange offer is being conducted upon the terms and subject to the conditions set forth in the Offering Memorandum dated February 27, 2009, as supplemented by the Offering Memorandum Supplement dated March 5, 2009 (the “Offering Memorandum”), and the related letter of transmittal. The exchange offer is only made, and copies of the offering documents will only be made available, (1) to holders of the Old Notes who have certified certain matters to Nexstar Broadcasting, including their status as “qualified institutional buyers” as defined in Rule 144A under the Securities Act, or (2) outside the United States, to holders of Old Notes who are non-U.S. persons in compliance with Regulation S under the Securities Act.

The exchange offer will expire at 12:00 midnight, New York City time, on March 26, 2009, unless extended or terminated. Tenders submitted in the exchange offer after the early participation date of that exchange offer will be irrevocable except in certain limited circumstances where additional withdrawal rights are required by law (as determined by Nexstar Broadcasting).

The exchange offer is subject to certain conditions, including the minimum tender condition, that Nexstar Broadcasting receive valid tenders, not validly withdrawn, of at least $114,900,000 of the aggregate principal amount of Old Notes. These conditions also include the condition that nothing has occurred or may occur that would or might, in Nexstar Broadcasting’s reasonable judgment, prohibit, prevent or delay the exchange offer or impair Nexstar Broadcasting from realizing the anticipated benefits of the exchange offer. Nexstar Broadcasting may waive any of these conditions in its sole discretion.

This announcement is neither an offer to purchase nor a solicitation of an offer to sell any securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful. No recommendation is made as to whether holders of Old Notes should tender their Old Notes.

Forward-Looking Statements

Statements in this news release which are not purely historical facts, including statements about forecasted financial projections (such as changes in net revenue) or other statements about anticipations, beliefs, expectations, hopes, intentions or strategies in the future, may be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements involve risks and uncertainties, and are subject to change based on various important factors, including the impact of changes in national and regional economies, its ability to service and refinance its outstanding debt, successful integration of acquired television stations (including achievement of synergies and cost reductions), pricing fluctuations in local and national advertising, future regulatory actions and conditions in the television stations' operating areas, competition from others in the broadcast television markets served by the Company, volatility in programming costs, the effects of governmental regulation of broadcasting, industry consolidation, technological developments and major world news events. Unless required by law, Nexstar Broadcasting undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this news release might not occur. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this release. For more details on factors that could affect these expectations, please see its filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K.

Copyright Business Wire 2009
 

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