Exhibit 99.1
MEREDITH CORPORATION ANNOUNCES PRICING OF SENIOR SECURED NOTES AND
ALLOCATION OF INCREMENTAL TERM LOANS
DES MOINES, IA (June 25, 2020) – Meredith Corporation(NYSE:MDP; www.meredith.com) announced today that it has priced its offering of $300 million aggregate principal amount of 6.500% senior secured notes due 2025 (the “Senior Notes”) at par. Meredith also announced that it has allocated $410 million of incremental term loans at an interest rate of LIBOR + 4.25%.
Meredith intends to use the net proceeds of the Senior Notes offering and incremental term loans, along with cash on hand, to redeem in full the outstanding Series A Preferred Stock and to pay fees and expenses related to the redemption, the Senior Notes offering and the borrowing of the incremental loans. Meredith expects to close the financing transactions on or about June 29, and to complete the redemption of the Series A Preferred Stock promptly thereafter, subject to customary closing conditions.
The Senior Notes will be sold in the United States to qualified institutional buyers that are qualified purchasers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and outside the United Statesto non-U.S. persons pursuant to Regulation S under the Securities Act. The Senior Notes will not be registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws.
This press release does not constitute an offer to sell any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer or sale would be unlawful. This press release is being issued pursuant to and in accordance with Rule 135c under the Securities Act.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This release contains certain “forward-looking statements” that are subject to risks and uncertainties as defined in the Private Securities Litigation Reform Act of 1995. These statements are based on management’s current knowledge and estimates of factors affecting the Company and its operations. Statements in this release that are forward-looking include, but are not limited to, statements concerning the anticipated use of the net proceeds from the Senior Notes and incremental loans and expected timing of closing of those transactions and of redemption of the Series A Preferred Stock. Forward-looking statements can be identified by words such as may, should, expects, provides, anticipates, assumes, can, will, meets, could, likely, intends, might, predicts, seeks, would, believes, estimates, plans, continues, guidance or outlook, or variations of these words or similar expressions.
Actual results may differ materially from those currently anticipated. Factors that could adversely affect future results include, but are not limited to, market conditions, including the availability of debt capital and the terms upon which such debt can be secured, if at all, the impact of theCOVID-19 pandemic on the Company, its customers and its suppliers; downturns in global, national and/or local economies; a softening of the domestic advertising market; world, national or local events that could disrupt broadcast television; increased consolidation among major advertisers or other events depressing the level of advertising spending; the unexpected loss or insolvency of one or more major clients or vendors; the integration of acquired businesses; changes in consumer reading, purchasing and/or television viewing patterns; increases in paper, postage,
