Block Communications, Inc. (the “Company”) announced today that as of January 27, 2012, it has consummated its private placement offering of $250 million aggregate principal amount of its 7 1/4% senior notes due 2020 (the “New Notes”) and the early settlement of its previously announced cash tender offer and consent solicitation (the “Tender Offer”) with respect to its outstanding 8 1/4% senior notes due 2015 (the “Old Notes”).
The Company used a portion of the net proceeds from the sale of the New Notes to fund the payment of consideration and costs relating to the Tender Offer. As of 5:00 p.m. Eastern Time on January 26, 2012 (the “Early Tender Deadline”), $105,694,000.00 aggregate principal amount of Old Notes had been validly tendered and not withdrawn, which represented approximately 70.46% of the outstanding aggregate principal amount of the Old Notes. On January 26, 2012 (the “Initial Acceptance Date”), the Company accepted for purchase and payment all of the Old Notes that were validly tendered at or prior to the Early Tender Deadline. Payment for the Old Notes pursuant to the Early Settlement was made on January 27, 2012 (the “Initial Payment Date”). Holders of Old Notes who tendered their Old Notes at or prior to the Early Tender Deadline received $1,030.00 for each $1,000 principal amount of the Old Notes validly tendered, which included the consent payment of $10.00 per $1,000 principal amount of Old Notes, plus any accrued and unpaid interest up to, but not including, the Initial Payment Date. The Company intends to redeem the Old Notes that are not tendered under the Tender Offer pursuant to its optional redemption rights under the Old Notes and related indenture. This redemption will be funded by a portion of the net proceeds from the sale of the New Notes.
This announcement does not constitute an offer to purchase the Old Notes or a solicitation of consents to amend the related indenture. The Offer was made solely pursuant to the Offer to Purchase and Consent Solicitation Statement. This announcement does not constitute an offer to sell or the solicitation of an offer to buy the New Notes. The New Notes have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.
About Block Communications, Inc.
Block Communications, Inc., an Ohio corporation, is a privately held diversified media company with operations in cable television, commercial telecommunications, newspaper publishing and television broadcasting. The Company owns and operates Buckeye CableSystem, its cable system serving Toledo and Erie County, Ohio. Its cable system is a 870 MHz, hybrid fiber coaxial and two-way interactive system, enabling the Company to offer advanced products such as digital cable, high-speed data, telephony, high-definition television, video on demand and digital video recorder services. The Company also owns and operates a facilities-based commercial telecommunications business, Buckeye TeleSystem, serving commercial customers primarily in northwest Ohio and southeast Michigan. In addition, the Company publishes two daily metropolitan newspapers, the Pittsburgh Post-Gazette in Pittsburgh, Pennsylvania and The Blade in Toledo, Ohio, each of which is the dominant newspaper publication in its market. The Company also owns and operates five full power television broadcast stations and one wide coverage Class A digital television station. These television broadcast stations currently carry eight separate network affiliated channels and one independent channel in: Lima, Ohio; Louisville, Kentucky; Boise, Idaho; and Champaign-Springfield-Decatur, Illinois.