American Media Operations Inc. Announces Cash Tender Offer and Consent Solicitation for 11 5/8% Senior Subordinated Notes Due 2004.

LANTANA, Fla.--(BUSINESS WIRE)--March 1, 1999--American Media Operations Inc. (NYSE:ENQ) Monday announced that it is commencing a cash tender offer and consent solicitation relating to all of its outstanding $200 million principal amount of 11 5/8% Senior Subordinated Notes due 2004.

The total consideration to be paid for each validly tendered Note and properly delivered consent will be based upon a fixed spread of 50 basis points over the yield to maturity on the 5 7/8% U.S. Treasury Note due Nov. 15, 1999 which includes a consent payment of $20.00 per $1,000 principal amount of the Notes. Using the fixed spread formula, the purchase price for the Notes will be set at 2:00 p.m., New York City time, on April 2, 1999, unless the offer is extended.

In conjunction with the tender offer, American Media Operations Inc. will be soliciting consents to certain proposed amendments to the Indenture governing the Notes, which amendments would, among other things, eliminate substantially all of the restrictive covenants contained in such Indenture. Holders who tender their Notes will be required to consent to the proposed amendments. The offer is subject to the satisfaction of certain conditions including the valid tender of at least a majority in aggregate principal amount of the outstanding Notes.

The tender offer will expire at 11:59 p.m., New York City time, on Tuesday, April 6, 1999, unless extended. The expiration date for the consent solicitation will be 11:59 p.m., New York City time, on March 30, 1999, unless extended, if on such date American Media Operations Inc. has received duly executed consents from holders representing at least a majority in principal amount of the Notes or the first date thereafter that it receives such consents and makes a public announcement of the receipt of such consents. Holders who tender their Notes after the consent expiration date will not be entitled to receive the consent payment.

Chase Securities Inc. will be acting as the exclusive Dealer Manager and Solicitation Agent for the tender offer and the consent solicitation. The tender offer and consent solicitation will be made pursuant to an Offer to Purchase and Consent Solicitation Statement and related Consent and Letter of Transmittal, which more fully set forth the terms of the tender offer and consent solicitation. Additional information concerning the terms of the tender offer and consent solicitation, tendering Notes and the delivery of consents and conditions to the tender offer and consent solicitation may be directed to Robert Berk at Chase Securities Inc. at 212/270-1100 (collect). Copies of the Offer to Purchase and Consent Solicitation Statement and related documents may be obtained from ChaseMellon Shareholder Services L.L.C., the Information Agent, at 212/273-8070.

On Feb. 16, 1999, Evercore Capital Partners LLC and American Media Inc. (the parent of American Media Operations Inc.) announced that they had entered into a definitive merger agreement providing for the acquisition by an affiliate of Evercore of all of the outstanding shares of American Media Inc. The tender offer and consent solicitation is being consummated in connection with the merger.

American Media Operations Inc. publishes National Enquirer, Star, Weekly World News and Country Weekly. Distribution Services Inc., a wholly owned subsidiary, provides marketing, merchandising and information gathering services to publishing and consumer products companies and to retailers.