American Lawyer Media, Inc. Announces Successful Consent Solicitation for Its 9 3/4% Senior Notes Due 2007; Deadline for Full Tender Consideration Extended.NEW YORK New York, state, United States New York, Middle Atlantic state of the United States. It is bordered by Vermont, Massachusetts, Connecticut, and the Atlantic Ocean (E), New Jersey and Pennsylvania (S), Lakes Erie and Ontario and the Canadian province of -- American Lawyer Media ALM (formerly American Lawyer Media), is a leading integrated media company, focused on the legal and real estate communities. ALM owns and publishes 33 national and regional magazines and newspapers focused on the legal and real estate communities, including , Inc., a leading media company focused on the practice and business of law, today announced that, in response to the tender offer and consent solicitation Consent Solicitation A solicitation by one party to the stakeholders of a particular security for the consent of a material change. Notes: Should the majority of stakeholders provide valid consent prior to the consent expiry date, the issuer may then follow through with by the Company for any and all of its 9 3/4% Senior Notes Due 2007 (the "Notes"), approximately 83% of the total issued and outstanding principal amount of the Notes have been validly tendered, representing a sufficient number of consents to make certain amendments to the indenture. The Company also announced that it is extending the deadline for tendering and receiving the full tender consideration with respect to the Notes from 5:00 p.m., New York City New York City: see New York, city. New York City City (pop., 2000: 8,008,278), southeastern New York, at the mouth of the Hudson River. The largest city in the U.S. time, on February 11, 2005 to 5:00 p.m., New York City time, on March 1, 2005. The amendments to the indenture will eliminate substantially all of the restrictive covenants Restrictive covenants Provisions that place constraints on the operations of borrowers, such as restrictions on working capital, fixed assets, future borrowing, and payment of dividends. contained in the indenture governing the Notes and release the guarantees of the Company's obligations under the indenture. The supplemental indenture incorporating the amendments, as described in the Offer to Purchase for Cash and Consent Solicitation Statement dated January 31, 2005 (the "Offer to Purchase") will not take effect unless the Company's tender offer for the Notes is consummated in accordance with its terms. Holders of the Notes can obtain copies of the Offer to Purchase and related materials from MacKenzie Partners, the Information Agent, at 800-322-2885 or 212-929-5500. Questions regarding the solicitation can be addressed to the Dealer Managers of the tender offer and consent solicitation, Credit Suisse First Boston Credit Suisse First Boston was originally the trading name of the Financière Crédit Suisse-First Boston, a London-based 50-50 investment banking joint venture formed in 1978 between the First Boston Corporation and Credit Suisse. LLC (Logical Link Control) See "LANs" under data link protocol. LLC - Logical Link Control at 800-820-1653 and 212-538-0652 or UBS UBS Union Bank of Switzerland UBS United Bible Societies UBS United Blood Services UBS United Buying Service UBS Used Bookstore UBS University Business Services UBS Universal Building Society (UK) UBS Ulaanbaatar Broadcasting System Securities LLC at 888-722-9555 x4210 and 203-719-4210. None of the representatives or employees of American Lawyer Media Holdings, Inc., the Company, Credit Suisse First Boston LLC, UBS Securities LLC or the Information Agent makes any recommendations as to whether or not holders should tender their Notes pursuant to the tender offer and no one has been authorized by any of them to make such recommendations. Holders must make their own decisions as to whether to tender Notes and, if so, as to the principal amount of notes to tender. About ALM Headquartered in New York City, ALM is a leading integrated media company, focused on the legal and business communities. ALM currently owns and publishes 35 national and regional legal magazines and newspapers, including The American Lawyer(R), Corporate Counsel(R) and The National Law Journal(R). ALM's Law.com(R) is the Web's leading legal news and information network. ALM's other businesses include book and newsletter publishing, court verdict and settlement reporting, production of legal trade shows, conferences and educational seminars, market research and distribution of content related to the legal industry. ALM was formed by U.S. Equity Partners, L.P., a private equity fund sponsored by Wasserstein & Co., LP. More information on ALM's businesses and services is available on the Web at www.alm.com. Forward-Looking Statements Statements in this press release which are not historical facts, including statements about the Company's plans, strategies, beliefs and expectations, are forward-looking and subject to the safe harbor Safe Harbor 1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated. 2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive. provisions of the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995. Forward-looking statements speak only as of the date they are made, and, except for the Company's ongoing obligations under U.S. federal securities laws, the Company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise. Such forward-looking statements include, without limitation, the Company's expectations and estimates about future events and the Company's estimates regarding consummation of the tender offer and consent solicitation. Actual results may differ materially from such forward-looking statements for a number of reasons, including those set forth in the Company's filings with the Securities and Exchange Commission, including the Company's Annual Report on Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. and Quarterly Reports on Form 10-Q Form 10-Q See 10-Q. and Current Reports on Form 8-K filed with the SEC (which may be viewed on the SEC's website at http://www.sec.gov or on the Company's website at http://www.alm.com), as well as reasons including difficulties, delays, unexpected costs, the inability of the Company to consummate the tender offer and consent solicitation. Factors other than those listed above could also cause the Company's results to differ materially from expected results. |
|
||||||||||||

Printer friendly
Cite/link
Email
Feedback
Reader Opinion