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| [February 21, 2013] |
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Clear Channel Communications, Inc. Announces Pricing of Offering of 11.25% Priority Guarantee Notes Due 2021
SAN ANTONIO --(Business Wire)--
Clear Channel (News - Alert) Communications, Inc. ("CCU") announced today the pricing
of its previously announced offering of $575,000,000 aggregate principal
amount of its 11.25% Priority Guarantee Notes due 2021 (the "Notes").
The Notes will be issued under a new indenture and will not be part of
the same class as CCU's existing priority guarantee notes due 2021.
The Notes will be fully and unconditionally guaranteed on a senior basis
by CCU's parent, Clear Channel Capital I, LLC, and all of CCU's existing
and future wholly-owned domestic restricted subsidiaries. The Notes and
the related guarantees will be secured by (1) a lien on (a) the capital
stock of CCU and (b) certain property and related assets that do not
constitute "principal property" (as defined in the indenture governing
CCU's legacy notes), in each case equal in priority to the liens
securing the obligations under CCU's senior secured credit facilities,
priority guarantee notes due 2019 and existing priority guarantee notes
due 2021 and (2) a lien on the accounts receivable and related assets
securing CCU's receivables based credit facility junior in priority to
the lien securing CCU's obligations thereunder.
CCU intends to use the proceed of this offering together with the
proceeds of borrowings under CCU's receivables based credit facility and
cash on hand, to prepay all $847 million of loans outstanding under its
term loan A facility and to pay fees and expenses in connection with the
offering.
The Notes and related guarantees will be offered only to "qualified
institutional buyers" in reliance on the exemption from registration
pursuant to Rule 144A under the Securities Act and to persons outside of
the United States in compliance with Regulation S under the Securities
Act. The Notes and the related guarantees have not been registered under
the Securities Act, or the securities laws of any state or other
jurisdiction, and may not be offered or sold in the United States
without registration or an applicable exemption from the Securities Act
and applicable state securities or blue sky laws and foreign securities
laws.
This press release is for informational purposes only and shall not
constitute an offer to sell nor the solicitation of an offer to buy the
Notes or any other securities. The Notes offering is not being made to
any person in any jurisdiction in which the offer, solicitation or sale
is unlawful.
About Clear Channel Communications
Clear Channel Communications, Inc. is one of the leading global media
and entertainment companies specializing in radio, digital, outdoor,
mobile, live events and on-demand entertainment and information services
for local communities and providing premier opportunities for
advertisers.
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements based on current
CCU management expectations. These forward-looking statements include
all statements other than those made solely with respect to historical
facts. Numerous risks, uncertainties and other factors may cause actual
results to differ materially from those expressed in any forward-looking
statements. Many of the factors that will determine the outcome of the
subject matter of this press release are beyond CCU's ability to control
or predict. CCU undertakes no obligation to revise or update any
forward-looking statements, or to make any other forward-looking
statements, whether as a result of new information, future events or
otherwise.

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