EX-99.1 2 d136037dex991.htm EX-99.1 EX-99.1

Exhibit 99.1


Confidential Draft – Subject to Substantial Revision

Subject to Bankr. D. Del. L.R. 9019-5, FRE 408, TRE 408,

TCPRC 154.073, and Other Mediation and Settlement Privileges

Subject to Confidentiality Agreements, each Effective as of April 29, 2016


     Term Loans   PGNs




•    50 bps interest rate reduction in each tranche upon achieving [$1bn] of discount captured in junior note exchange


•    1 year maturity extension on each tranche subject to discount captured threshold above



•    Same

Junior Debt  

•    Ability to pay scheduled interest


•    Junior debt buyback cash allowance of $1.2bn (Any such repurchased debt is retired)


•    Ability to pay junior debt at maturity with identified source of funds, in excess of above $1.2bn allowance, if Total Consolidated Net Leverage1 is below 9.00x



•    Same

Sources of funds   

•    Ability to use assets of Broader Media and CC Finco as security for up to $250mm of new borrowing


•    Participating secured holders to provide term sheet for such financing


•    Cash from inside and outside the restricted group


•    Proceeds from $325mm (and growth through builder) disposition basket


•    Restricted payment capacity



•    Same

Disposition Basket   

•    Limits all future dispositions within credit group, including CCO2


•    $325mm asset sale basket with builder equal to 15% of discount captured from retirement of junior debt after transaction date subject to a builder cap of $175mm (total cap of $500mm)


•    Asset sale proceeds outside of above basket to be used to repay term loan, subject to a total asset sales cap of $550mm



•    Limits all future dispositions within credit group, including CCO2


•    Modify asset sale provision to permit use of proceeds from basket described in Term Loans to tender for junior debt


•    Any additional asset sale proceeds applied per asset sale covenant in bond indentures

Permitted Investment   

•    No more “Broader Media” or “CC Finco” type transactions


•    No refreshing of any baskets




Restricted Payments   

•    Basket reset to zero, with a one-time increase of $50mm based on achieving Total Consolidated Net Leverage1 less than or equal to 9.00x





Incentives to

Consenting Holders


•    Agree to early spring of Principal Properties lien, [subject to agreement with respect to scope of collateral granted to Legacy Notes]


•    Agree to create lien on assets of Broader Media and CC Finco to secure Term Loans subordinate only to lien securing $250mm of financing described above



Same (where lien is pari passu with lien securing Term Loan)

Other Comments  

•    Minimum Term Loan and PGN participation level of [95]%


•    Modify covenants of 2018 and 2021 Notes


•    Company held debt to be extinguished (including debt at Broader Media and CC Finco)


•    Sponsors positions to be disclosed


•    Other covenants to be mutually agreed





1  iHeart debt (net of cash) divided by iHeart EBITDA
2  Preserves ability to use unrestricted subsidiary in CCWH bonds