Hollywood Amends Tender Offer and Consent Solicitation for 9.625% Senior Subordinated Notes Due 2011 And Extends Consent Payment
April 06 2005 - 6:04PM
PR Newswire (US)
Hollywood Amends Tender Offer and Consent Solicitation for 9.625%
Senior Subordinated Notes Due 2011 And Extends Consent Payment
Deadline PORTLAND, Ore., April 6 /PRNewswire-FirstCall/ --
Hollywood Entertainment Corporation ("Hollywood") (Nadsaq: HLYW)
announced today that, in connection with the previously announced
tender offer and consent solicitation for any and all of its
$225,000,000 outstanding principal amount of 9.625% Senior
Subordinated Notes due 2011 (CUSIP No. 436141AJ4) (the "Notes"), it
has amended the Total Consideration (as defined in the Statement
described below) to be paid for the Notes and has extended the
Consent Payment Deadline (as defined in the Statement described
below). As described in the Offer to Purchase for Cash and Consent
Solicitation Statement dated March 24, 2005 (the "Statement"), the
Total Consideration is determined by reference to a fixed spread
over the bid-side yield to maturity of the 3.375% U.S. Treasury
Note due February 28, 2007. The currently scheduled Price
Determination Date (as defined in the Statement) is April 7, 2005.
Hollywood has amended the fixed spread from 62.5 basis points to 50
basis points. In addition, Hollywood has extended the Consent
Payment Deadline. The Consent Payment Deadline, which was scheduled
to expire at 5:00 p.m., New York City time, on April 7, 2005, has
been extended to 5:00 p.m., New York City time, on April 12, 2005,
unless further extended or earlier terminated. Holders who validly
tender their Notes by the Consent Payment Deadline will be entitled
to a consent payment of $30 per $1,000 principal amount of Notes as
part of the Total Consideration. All other terms relating to the
determination of the Total Consideration and the Tender Offer
Consideration (each as defined in the Statement) will remain as
described in the Statement. The tender offer is scheduled to expire
at 5:00 p.m., New York City time, on April 21, 2005, unless
extended or earlier terminated. Tendered Notes may not be withdrawn
and consents may not be revoked after the Withdrawal Deadline,
which will be the earlier of (i) the Consent Payment Deadline and
(ii) 5:00 p.m., New York City time, on the business day following
the business day on which Hollywood issues a press release
announcing that it has obtained the consents from holders of at
least a majority in aggregate principal amount of the Notes, unless
that date is extended. The obligation of Hollywood to accept for
purchase and pay for the Notes in the tender offer is conditioned
on, among other things, the satisfaction or waiver of all
conditions precedent to the completion of the acquisition of
Hollywood by Movie Gallery, Inc. ("Movie Gallery") and the receipt
of consents to the Proposed Amendments (as defined in the
Statement) from the holders of at least a majority of the aggregate
principal amount of outstanding Notes, each as described in more
detail in the Statement. Wachovia Securities has advised Hollywood
that Wachovia Securities has received verbal commitments from the
holders of a majority of the aggregate principal amount of
outstanding Notes that such holders intend to tender their Notes
pursuant to the tender offer and consent solicitation, as amended.
This announcement is neither an offer to purchase, nor a
solicitation of an offer to purchase, nor a solicitation of tenders
or consents with respect to, any Notes. The tender offer and the
consent solicitation are being made solely pursuant to the
Statement and related Letter of Transmittal and Consent. Hollywood
has retained Wachovia Securities to serve as the dealer manager and
solicitation agent for the tender offer and the consent
solicitation. Questions regarding the tender offer and the consent
solicitation may be directed to Wachovia Securities at (704)
715-8341 or (866) 309-6316. Requests for documents in connection
with the tender offer and the consent solicitation may be directed
to MacKenzie Partners, Inc., the information agent, at (212)
929-5500 or (800) 322-2885. Hollywood, and its directors and
executive officers, may be deemed to be participants in the
solicitation of proxies from its shareholders with respect to the
transactions contemplated by the Agreement and Plan of Merger by
and among Movie Gallery, TG Holdings, Inc., a wholly owned
subsidiary of Movie Gallery, and Hollywood dated as of January 9,
2005 (the "Merger Agreement"). Information about the directors and
executive officers of Hollywood and their interests in the
transactions contemplated by the Merger Agreement, including their
ownership of Hollywood common stock, is set forth in the proxy
statement for Hollywood's special meeting to consider the Merger
Agreement, which was filed with the SEC on March 21, 2005.
Investors and security holders may obtain additional information
regarding the interests of these potential participants by reading
the proxy statement and the other relevant documents filed with the
SEC as they become available. DATASOURCE: Hollywood Entertainment
Corporation CONTACT: MacKenzie Partners, Inc., +1-212-929-5500 or
1-800-322-2885, for Hollywood Entertainment Corporation
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