WASHINGTON, Jan. 8, 2021 /PRNewswire/ -- Urban One, Inc.
("Urban One" or the "Company") (NASDAQ: UONEK and UONE) today
announced that it has priced an offering of $825.0 million in aggregate principal amount of
its 7.375% senior secured notes due 2028 (the "Notes") to persons
reasonably believed to be qualified institutional buyers pursuant
to Rule 144A under the Securities Act of 1933, as amended (the
"Securities Act"), and to persons outside the United States pursuant to Regulation S
under the Securities Act. The Notes will bear interest
semi-annually at a rate equal to 7.375% per annum and were offered
at par value.
The Notes will be general senior secured obligations of the
Company and will be guaranteed on a senior secured basis by certain
of the Company's direct and indirect restricted subsidiaries. The
closing of the offering is anticipated to take place on or about
January 25, 2021, subject to
customary closing conditions.
The Company intends to use the net proceeds from the offering,
together with cash on hand, to repay or redeem (1) the loans
outstanding under that certain Credit Agreement, dated as of
April 18, 2017, by and among the
Company, various lenders party thereto, Guggenheim Securities
Credit Partners, LLC, as administrative agent, and The Bank of New
York Mellon, as collateral agent, (2) the Company's 8.750% Senior
Secured Notes due December 2022, (3)
the Company's 7.375% Senior Secured Notes due 2022, (4) the loans
outstanding under that certain Credit Agreement, dated as of
December 4, 2018, by and among the
Company, the various lenders party thereto, Wilmington Trust,
National Association, as administrative agent and TCG Senior
Funding L.L.C., as sole lead arranger and bookrunner, and (5) the
loans outstanding under that certain Credit Agreement, dated as of
December 4, 2018, by and among Urban
One Entertainment SPV, LLC, Radio One Entertainment Holdings, LLC,
the various lenders party thereto, Wilmington Trust, National
Association, as administrative agent and collateral agent, and TCG
Senior Funding L.L.C., as sole lead arranger and bookrunner, and to
pay the premium, fees and expenses related thereto. Upon
completion of the offering, these credit facilities will be
terminated and the indentures governing the 7.375% Senior Secured
Notes due 2022 and the 8.750% Senior Secured Notes due December 2022 will be satisfied and
discharged.
The Notes and related guarantees will not be registered under
the Securities Act, or any state securities laws, and unless so
registered, may not be offered or sold in the United States except pursuant to an
exemption from the registration requirements of the Securities Act
and applicable state securities laws.
This announcement is for informational purposes only and is
neither an offer to sell nor a solicitation of an offer to buy any
of the foregoing securities, nor shall there be any sale of the
securities in any jurisdiction in which such offer, solicitation or
sale is unlawful.
About Urban One
Urban One, Inc. (urban1.com), together with its
subsidiaries, is the largest diversified media company that
primarily targets Black Americans and urban consumers in
the United States. The Company
owns TV One, LLC (tvone.tv), a television network serving
more than 59 million households, offering a broad range of original
programming, classic series and movies designed to entertain,
inform and inspire a diverse audience of adult Black viewers. As of
January 2021, Urban One
currently owns and/or operates 68 broadcast stations (including all
HD stations, translator stations and the low power television
stations we operate) branded under the tradename "Radio One" in 13
urban markets in the United
States. Through its controlling interest in Reach Media,
Inc. (blackamericaweb.com), the Company also operates
syndicated programming including the Rickey Smiley Morning Show, the Russ Parr Morning Show and the DL Hughley
Show. In addition to its radio and television broadcast assets,
Urban One owns iOne Digital (ionedigital.com), our
wholly owned digital platform serving the African-American
community through social content, news, information, and
entertainment websites, including its Cassius, Bossip, HipHopWired
and MadameNoire digital platforms and brands. We also have invested
in a minority ownership interest in MGM National Harbor, a gaming
resort located in Prince George's County,
Maryland. Through our national multi-media operations, we
provide advertisers with a unique and powerful delivery mechanism
to the African-American and urban audiences.
Forward-Looking Statements
Forward-looking statements in this Form 8-K regarding the Notes
Offer and all other statements that are not historical facts, are
made under the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. These statements are based on
assumptions believed by the Company to be reasonable and speak only
as of the date on which such statements are made. Without limiting
the generality of the foregoing, words such as "expect," "believe,"
"anticipate," "intend," "plan," "project," "will" or "estimate," or
the negative or other variations thereof or comparable terminology
are intended to identify forward-looking statements. Except as
required by law, the Company undertakes no obligation to update
such statements to reflect events or circumstances arising after
such date and cautions investors not to place undue reliance on any
such forward-looking statements. Forward-looking statements involve
risks and uncertainties that could cause actual results to differ
materially from those described in the statements based on a number
of factors, including but not limited to the following: the extent
of the impact of the COVID-19 global pandemic or any other
epidemic, disease outbreak, or public health emergency, including
the duration, spread, severity, and any recurrence of the COVID-19
pandemic, the duration and scope of related government orders and
restrictions, the impact on our employees, economic, public health,
and political conditions that impact consumer confidence and
spending, including the impact of COVID-19 and other health
epidemics or pandemics on the global economy; the rapidly evolving
nature of the COVID-19 pandemic and related containment measures,
including changes in unemployment rate; the impact of political
protests and curfews imposed by state and local governments; the
cost and availability of capital or credit facility borrowings; the
ability to obtain equity financing; general market conditions; the
adequacy of cash flows or available debt resources to fund
operations; and other risk factors described from time to time in
the Company's Form 10-K, Form 10-Q, and Form 8-K reports (including
all amendments to those reports).
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SOURCE Urban One, Inc.