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SUBSEQUENT EVENTS
3 Months Ended
May 04, 2013
SUBSEQUENT EVENTS  
SUBSEQUENT EVENTS

13.          SUBSEQUENT EVENTS

 

On May 21, 2013, the Company declared a quarterly cash dividend of $0.05 per share on shares of Class A common stock and common stock, payable August 5, 2013 to shareholders of record as of July 19, 2013.

 

On May 13, 2013, the Issuer commenced tender offers (the “Tender Offers”) to purchase all of its outstanding 2014 Notes and up to $223,000 aggregate principal amount of its outstanding 105/8% Second Lien Senior Secured Notes due 2017 (the “2017 Notes” and, together with the 2014 Notes, the “Notes”).  Also on May 13, 2013, the Company announced its intention to offer $300,000 aggregate principal amount of its 2021 Notes in a private offering that is exempt from registration under the Securities Act of 1933, as amended.  On May 16, 2013, the offering size was increased by $50,000 from the $300,000 originally offered, and the Issuer priced $350,000 aggregate principal amount of its 2021 Notes at an issue price of 100%.

 

On May 28, 2013, the Issuer issued $350,000 principal amount of its 2021 Notes.  The 2021 Notes will be guaranteed by, and will be secured by a second-priority lien on substantially all of the current and future assets of, the Parent and certain of its subsidiaries, and will mature on June 15, 2021.  Interest on the 2021 Notes is payable June 15 and December 15 of each year, commencing on December 15, 2013.

 

Also on May 28, 2013, the Issuer gave irrevocable notices of redemption for (i) all 2014 Notes not tendered in the Tender Offers and (ii) $85,000 principal amount of the 2017 Notes.  Such notices specified that the Notes called for redemption will be redeemed on June 27, 2013 at 100.0% of their principal amount plus accrued and unpaid interest.

 

A portion of the net proceeds from the sale of the 2021 Notes was used to purchase the Issuer’s outstanding Notes, pursuant to the Tender Offers, which expired on June 10, 2013.  The Issuer received tenders from holders of $30,059 principal amount of the 2014 Notes, representing approximately 43.6% of the 2014 Notes outstanding, and $187,706 principal amount of the 2017 Notes, representing approximately 56.9% of the 2017 Notes outstanding.  The purchase included associated interest and tender premium.

 

Pursuant to the terms of the offering memorandum for the 2021 Notes, upon the issuance of the 2021 Notes the Issuer was required to discharge the indenture governing its 2014 Notes and pay in full any 2014 Notes not tendered.  Consequently, a portion of net proceeds from the sale of the 2021 Notes was used to satisfy the principal and interest obligation in advance of the June 27, 2013 redemption settlement date.

 

In addition, a portion of the net proceeds from the sale of the 2021 Notes was used to pay related fees and expenses associated with said sale.  Such fees and expenses will be deferred and amortized as interest expense over the term of the 2021 Notes.