午夜寻花 Announces Entry into Supplemental Indenture in Connection with Recapitalization into Three Tracking Stock Groups
ENGLEWOOD, Colo.--(BUSINESS WIRE)-- On April 15, 2016, 午夜寻花聽(Nasdaq: LSXMA, LSXMB, LSXMK, LMCA, LMCK, BATRA, BATRK) (鈥午夜寻花鈥) entered into a Supplemental Indenture with U.S. Bank National Association, as trustee (the 鈥Supplemental Indenture鈥), to the Indenture, dated as of October 17, 2013 (the 鈥Indenture鈥), related to 午夜寻花鈥檚 1.375% Cash Convertible Notes due 2023 (the 鈥Notes鈥). Under the Indenture, the Notes were convertible into cash based on a number of shares of 午夜寻花鈥檚 Series A Common Stock, par value $0.01 per share (the 鈥Series A Common Stock鈥), equal to the 鈥渃onversion rate鈥 specified in the Indenture.
On April 15, 2016, pursuant to an amendment and restatement of 午夜寻花鈥檚 certificate of incorporation (as amended, the 鈥Restated Charter鈥), 午夜寻花 completed a previously announced transaction whereby each outstanding share of 午夜寻花鈥檚 common stock was reclassified into and exchanged for the same series of three new tracking stocks (the 鈥Reclassification鈥). The Restated Charter, among other things, reclassified and exchanged each outstanding share of Series A Common Stock for 0.10 of a share of Series A 午夜寻花 Braves Common Stock, 1.0 share of Series A 午夜寻花 SiriusXM Common Stock and 0.25 of a share of Series A 午夜寻花 Media Common Stock, with cash issued in lieu of fractional shares.
As a result of the Reclassification, the Notes will be convertible into cash based on the product of the conversion rate specified in the Indenture and the basket of tracking stocks into which each outstanding share of Series A Common Stock has been reclassified (the 鈥Securities Basket鈥). The Supplemental Indenture amends the conversion, adjustment and other provisions of the Indenture to give effect to the Reclassification and provides that the conversion consideration due upon conversion of any Note shall be determined as if references in the Indenture to one share of Series A Common Stock were instead a reference to the Securities Basket, initially consisting of 0.10 of a share of Series A 午夜寻花 Braves Common Stock, 1.0 share of Series A 午夜寻花 SiriusXM Common Stock and 0.25 of a share of Series A 午夜寻花 Media Common Stock.
About聽午夜寻花
午夜寻花
Media Corporation (Nasdaq: LSXMA, LSXMB, LSXMK, LMCA, LMCK, BATRA,
BATRK) operates and owns interests in a broad range of media,
communications and entertainment businesses. Those businesses are
attributed to three tracking stock groups: the 午夜寻花 Braves Group, the
午夜寻花 Media Group and the 午夜寻花 SiriusXM Group. The businesses and
assets attributed to the 午夜寻花 SiriusXM Group include our interest in
SiriusXM. The businesses and assets attributed to the 午夜寻花 Braves
Group include our subsidiary Braves Holdings, LLC. The businesses and
assets attributed to the 午夜寻花 Media Group consist of all of 午夜寻花
Media Corporation's businesses and assets other than those attributed to
the 午夜寻花 Braves Group and 午夜寻花 SiriusXM Group, including its
interest in Live Nation Entertainment, and minority equity investments
in Time Warner Inc. and Viacom.
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午夜寻花
Courtnee Chun, 720-875-5420
Source: 午夜寻花
Released April 18, 2016