SAN ANTONIO, April 13, 2026 /PRNewswire/ — Clear Channel Outdoor Holdings, Inc. (“Clear Channel” or the “Company“) (NYSE: CCO) today announced the results of its previously announced consent solicitation (the “Consent Solicitation“) with respect to certain amendments (the “Amendments“) to the indentures (the “Indentures“) governing its outstanding senior secured notes (the “Senior Secured Notes“), consisting of (i) $865,000,000 aggregate principal amount of 7.875% Senior Secured Notes due 2030 (CUSIPs 18453HAF3 and U1828LAE8); (ii) $1,150,000,000 aggregate principal amount of 7.125% Senior Secured Notes due 2031 (CUSIPs 18453HAG1 and U1828LAF5); and (iii) $900,000,000 aggregate principal amount of 7.500% Senior Secured Notes due 2033 (CUSIPs 18453HAH9 and U1828LAG3) in accordance with the consent solicitation statement (as it may be amended or modified, the “Consent Solicitation Statement“).
As of April 9, 2026, and according to the information received by D.F. King & Co., Inc., as information agent and tabulation agent (the “Information and Tabulation Agent“), the requisite consent with respect to each series of Senior Secured Notes (the “Requisite Consent“) had been provided and not validly revoked. Accordingly, the Company has obtained the Requisite Consent, in each case, required to effect the Amendments.
On April 9, 2026, in connection with receiving the Requisite Consent for each series of Senior Secured Notes, the Company, the guarantors party thereto and U.S. Bank Trust Company, National Association, as trustee, have executed and delivered supplemental indentures (each, a “Supplemental Indenture” and, together, the “Supplemental Indentures“) to each Indenture, pursuant to which, with respect to each series of Senior Secured Notes, the Amendments have become effective. Upon the Amendments becoming effective with respect to a series of Senior Secured Notes and operative immediately prior to consummation of the Merger, all holders of the Senior Secured Notes of such series will be bound by the terms thereof, even if they did not deliver consents to the Amendments.
The Consent Solicitation was conducted in accordance with the previously announced Agreement and Plan of Merger (as it may be amended from time to time, the “Merger Agreement“), dated February 9, 2026, among the Company, Madison Parent Inc. (“Parent“) and Madison Merger Sub Inc., a wholly owned subsidiary of Parent (“Merger Sub“), pursuant to which Merger Sub will merge with and into the Company (the “Merger“), with the Company surviving as a wholly owned subsidiary of Parent. If the Merger Agreement is terminated and the Merger is not consummated, the Amendments will automatically cease to be effective, the Amendments will not become operative and no Consent Payment (as defined in the Consent Solicitation Statement) will be made.
J.P. Morgan Securities LLC and Goldman Sachs & Co. LLC served as solicitation agents (the “Solicitation Agents“) in connection with the Consent Solicitation. Requests for copies of the Consent Solicitation Statement and other related materials with respect to the Consent Solicitation should be directed to the Information and Tabulation Agent for the Consent Solicitation, at (646) 971-2689 (Banks and Brokers; collect), (800) 290-6433 (all others; toll-free) or CCO@dfking.com.
The Company’s and/or Parent’s obligations to pay any Consent Payment are set forth solely in the Consent Solicitation Statement. This press release is for informational purposes only and this press release and the Consent Solicitation Statement do not constitute an offer to purchase or a solicitation of an offer to sell any Senior Secured Notes or other securities. The Consent Solicitation has been made only by, and pursuant to the terms of, the Consent Solicitation Statement, and the information in this press release is qualified in its entirety by reference to the Consent Solicitation Statement.
To receive a free morning newsletter with each day’s Billboard insider articles email info@billboardinsider.com with the word “Subscribe” in the title. Our newsletter is free and we don’t sell our subscriber list.
Paid Advertisement
