NOTES PAYABLE AND COMMERCIAL BANK FINANCING

9 Months Ended

Sep. 30, 2011

NOTES PAYABLE AND COMMERCIAL BANK FINANCING

NOTES PAYABLE AND COMMERCIAL BANK FINANCING

3. NOTES PAYABLE AND COMMERCIAL BANK FINANCING

Bank Credit Agreement

On January 15, 2011, the put right period for the 4.875% Notes, which mature on July 15, 2018, expired and no holders exercised their put rights.  Pursuant to our Bank Credit Agreement, the $5.1 million in restricted cash held to pay for the put of any 4.875% Notes was used towards reducing our debt balance in March 2011.  On January 15, 2011, the 4.875% Notes cash interest rate of 4.875% changed to 2.0% through maturity with the difference of 2.875% being accrued and then paid at maturity.  As of September 30, 2011, the face amount of the outstanding 4.875% Notes was $5.7 million.

On March 15, 2011, we entered into an amendment (the Amendment) of our Bank Credit Agreement.  The final terms of the Amendment are as follows:

· A new Term Loan A facility (Term Loan A) of $115.0 million.  The Term Loan A bears interest at LIBOR plus 2.25%.  The Term Loan A is repayable in quarterly installments, amortizing as follows:

· 1.875% per quarter commencing March 31, 2012 to December 31, 2012

· 2.50% per quarter commencing March 31, 2013 to December 31, 2013

· 3.125% per quarter commencing March 31, 2014 to December 31, 2015

· remaining unpaid principal due at maturity on March 15, 2016

· We paid down $45.0 million of the outstanding $270.0 million Term Loan B facility (Term Loan B).  Interest on the Term Loan B was reduced to LIBOR plus 3.00% with a 1.0% LIBOR floor.  Principal will continue to amortize at a rate of $825,000 per quarter through September 30, 2016 ending with a final payment of the remaining unpaid principal due at maturity on October 29, 2016.

· Other amended terms provide us with incremental term loan capacity of $300.0 million and more flexibility to use our cash balances and the revolving credit facility for restricted payments and television acquisitions, including in certain circumstances the ability to make up to $100.0 million in unrestricted annual cash payments including but not limited to dividends and other strategic investments.

6.0% Convertible Subordinated Debentures due 2012

On April 15, 2011, we completed the redemption of all $70.0 million of the 6.0% Convertible Subordinated Debentures, due 2012 (the 6.0% Notes) at 100% of the face value of such notes plus accrued and unpaid interest.  The redemption of the 6.0% Notes was effected in accordance with the terms of the indenture governing the 6.0% Notes and was funded from the net proceeds of our new Term Loan A.  As a result of this redemption, we recorded a loss on extinguishment of debt of $3.5 million for the quarter ended June 30, 2011.

8.375% Senior Notes due 2018

In September 2011, we repurchased, in the open market, $3.9 million principal amount of the 8.375% Senior Notes, due 2018 (the 8.375% Notes).  We recognized a loss on these extinguishments of $0.1 million.  As of September 30, 2011, the principal amount of the outstanding 8.375% Notes was $246.1 million.