Attached files
| file | filename |
|---|---|
| EX-99.1 - EX-99.1 - iHeartCommunications, Inc. | d491297dex991.htm |
| 8-K - 8-K - iHeartCommunications, Inc. | d491297d8k.htm |
Exhibit 99.2
Confidential
Settlement Communication Subject to FRE 408, TRE 408 and TCPRC 154.073
Term Sheets
| Company Proposal (November 22, 2017) | Counter Proposal (November 28, 2017) | |||
| Structure / Implementation |
• Fully consensual transaction |
• Fully consensual transaction with option for stapled pre-packaged chapter 11 (PSA/RSA) | ||
| ABL |
• Remains outstanding and / or refinanced at closing |
• Remains outstanding and / or refinanced at closing | ||
| Term Loans and PGNs |
• Debt Consideration
• $[7.0]bn new debt at recapitalized iHeart
• [5-7] year maturity
• Collateral in substantially all assets of recapitalized iHeart |
• Debt Consideration
• $5.75bn new debt at recapitalized iHeart, less new debt at recapitalized iHeart issued to 2018 & 2027 Legacy Notes
• 5-7 year maturity
• Collateral in substantially all assets of recapitalized iHeart | ||
|
• Equity Consideration
• [87.5]% equity in recapitalized iHeart
• [87.5]% of iHeart’s ownership |
• Equity Consideration
• 95.3% equity in recapitalized iHeart
• 100.0% of iHeart’s ownership | |||
| 2018 & 2027 Legacy Notes |
• $[300]mm senior debt
• New debt will be pari passu with new senior debt issued to the Term Loans and PGNs |
• $72mm new debt at recapitalized iHeart, pari passu with TLs + PGNs new debt
• 1.2% equity in recapitalized iHeart | ||
| 10% Notes due 2018 |
• Outstanding balance paid |
• 0.5% equity in recapitalized iHeart | ||
| 14% Notes due 2021 |
• $[250]mm junior debt |
• 2.0% equity in recapitalized iHeart
• 10.0% Warrants struck at equity value of $6.5bn (par plus accrued interest)(2) | ||
| Existing IHM Equity |
• [12.5]% equity in recapitalized iHeart
• [12.5]% of iHeart’s ownership in Outdoor(1) |
• 1.0% equity in recapitalized iHeart
• 10.0% Warrants struck at equity value of $8.3bn (par plus accrued interest)(2) | ||
| Management |
• MIP to be negotiated |
• MIP to be negotiated | ||
| Other |
• Full and mutual releases |
• Full and mutual releases
• Sponsor-held Term Loans and PGNs receive pro rata share of consideration offered to Non-Sponsor Held Term Loans & PGNs
• Intercompany debt to be resolved in a manner satisfactory to the consenting PGN holders and Term Lenders | ||
Note: Tax analysis of proposed structure is still under review by Kirkland & Ellis and the Company.
| (1) | Reflects iHeartMedia’s ownership in Outdoor (e.g., 100% = 89.5% direct ownership). Assumes public stub remains outstanding. |
| (2) | Amount estimated as of December 31, 2017. To be adjusted upward as of the closing date of the transaction. |