WMG Acquisition Corp. Announces Launch of $250 Million Additional Senior Secured Notes Offering
October 19 2020 - 7:22AM
Warner Music Group Corp. (“Warner Music Group” or “WMG”) today
announced that through its wholly owned subsidiary, WMG Acquisition
Corp. (the “Company”), it has commenced a private offering (the
“Offering”) of $250 million aggregate principal amount of
additional 3.000% Senior Secured Notes due 2031 (the “Additional
Notes”). The initial 3.000% Senior Secured Notes due 2031 were
issued in an aggregate principal amount of $550 million on August
12, 2020 (the “Original Notes”).
The Additional Notes will be offered in a private offering
exempt from the registration requirements of the United States
Securities Act of 1933, as amended (the “Securities Act”). The
Additional Notes will be offered only to qualified institutional
buyers pursuant to Rule 144A and to certain persons outside the
United States pursuant to Regulation S, each under the Securities
Act. The Company intends to use the net proceeds of the Offering to
fund a portion of the aggregate cash consideration for certain
acquisitions. The Company may also use the net proceeds of the
Offering to redeem all or a portion of the Additional Notes at any
time on one or more occasions on or prior to the fifth business day
following December 18, 2020 (the “Special Optional Redemption
Election Date”) by giving notice at least five business days prior
to such time at the special optional redemption price equal to the
issue price of the Additional Notes (excluding accrued interest for
the period prior to the settlement date) plus 1% of the principal
amount thereof together with accrued and unpaid interest on such
Additional Notes from August 12, 2020 (or the most recent interest
payment date on which interest was paid) to but excluding the
redemption date, or for general corporate purposes.
The Additional Notes and the Original Notes will be treated as
the same series for all purposes under the indenture following the
fifth business day after the Special Optional Redemption Election
Date. The Additional Notes have not been registered under the
Securities Act and may not be offered or sold within the United
States absent registration or an applicable exemption from the
registration requirements.
This press release is for informational purposes only and is not
an offer to sell or purchase nor the solicitation of an offer to
sell or purchase securities and shall not constitute an offer,
solicitation or sale in any state or jurisdiction in which, or to
any person to whom such an offer, solicitation or sale would be
unlawful.
About Warner Music Group
With a legacy extending back over 200 years, Warner Music Group
(WMG) today brings together artists, songwriters and entrepreneurs
that are moving entertainment culture across the globe. Operating
in more than 70 countries through a network of affiliates and
licensees, WMG’s Recorded Music division includes renowned labels
such as Asylum, Atlantic, Big Beat, Canvasback, Elektra, Erato,
First Night, Fueled by Ramen, Nonesuch, Parlophone, Reprise, Rhino,
Roadrunner, Sire, Spinnin’, Warner Records, Warner Classics and
Warner Music Nashville. WMG’s music publishing arm, Warner Chappell
Music, has a catalog of more than 1.4 million musical compositions
spanning every musical genre, from the standards of the Great
American Songbook to the biggest hits of the 21st century. Warner
Music Group is also home to ADA, the independent artist and label
services company, as well as consumer brands such as Songkick the
live music app, EMP the merchandise e-tailer, and UPROXX the youth
culture destination.
This communication includes forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. The forward-looking statements contained herein involve
risks and uncertainties that could cause actual results to differ
materially from those referred to in the forward-looking
statements. More information about Warner Music Group and other
risks related to Warner Music Group are detailed in Warner Music
Group’s most recent annual report on Form 10-K and its quarterly
reports on Form 10-Q and current reports on Form 8-K as filed with
the Securities and Exchange Commission. Warner Music Group does not
undertake an obligation to update forward-looking statements.
Warner Music Group maintains an Internet site at www.wmg.com.
Warner Music Group uses its website as a channel of distribution of
material Company information. Financial and other material
information regarding Warner Music Group is routinely posted on and
accessible at http://investors.wmg.com. In addition, you may
automatically receive email alerts and other information about
Warner Music Group by enrolling your email address through the
“email alerts” section at http://investors.wmg.com. Warner Music
Group’s website and the information posted on it or connected to it
shall not be deemed to be incorporated by reference into this
communication.
Additional factors that may affect future results and conditions
are described in Warner Music Group’s filings with the SEC, which
are available at the SEC’s web site at www.sec.gov or at Warner
Music Group’s website at www.wmg.com.
SOURCE: WMG
Media Contact James Steven James.Steven@wmg.com
Investor Relations Contact Kareem Chin Kareem.Chin@wmg.com
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