Independent News & Media Share Discussion Threads

[lbo] 20/10/2009 22:11

Do you not think Denis the Menance would not of thought of that!

[mcsean2164] 20/10/2009 09:58

Dolmen actually indic ated a very interesting way of getting a piece of the INM pie. If you are willing to spend > €100k and buy INM bonds on the bond market then you can avail of the debt for equity swap at 5 cent a share. Given today market value and assuming a full take of of rights by PI's that means you're getting a share valued at around 14 cent for 5cent.

Not a bad deal if you have a spare €100k hanging about....

[keelingr] 19/10/2009 17:29

RNS Number : 0371B
Independent News & Media PLC
19 October 2009

Independent News & Media PLC
Dublin/London - 19th October, 2009: Independent News & Media PLC ("INM" or "the
Company") announces that Independent News & Media (Finance) Limited, a wholly
owned subsidiary of INM, and issuer of the EUR200 million 5.75% Guaranteed Bonds
due 2009 ("Bonds") has today issued a notice convening a meeting ("Bondholder
Meeting") of holders of the Bonds for the purposes of considering and if thought
fit approving an extraordinary resolution ("Extraordinary Resolution") relating
to a proposal to equitise the Bonds by means of a First Equity Issue and either
a Rights Issue or a Second Equity Issue (each as previously referred to in
Company announcements dated 28th September, 2009 and 7th October, 2009).
The full text of the Extraordinary Resolution follows. The Bondholder Meeting
will be held in London at 11.00 a.m. on 10 November, 2009. The latest time for
submission of block voting instructions by Bondholders through the Clearing
Systems in connection with the Bondholder Meeting is 11.00 a.m. on 6 November,
2009.

[lbo] 15/10/2009 23:59

LOL

Well done Goodbodys. Lets just forget about that even after this restructuring net debt in the company will still be €963m! Or that part of this debt is APN at €461.5m.

And Dolmen is correct it is speculative to say the least!

[keelingr] 13/10/2009 09:06

Goodbody Note

IN&M (Buy, Closing Price €0.22)
Analyst: Gerry Hennigan
APN - Improving outlook
IN&M

Commentary from APN this morning suggests results for the year to the end of December will be in line with consensus estimates with EBIT in the range of AU$180m - AU$190m and net profit between AU$90m and AU$95m. It is also seeing an overall improvement in trading. Such commentary and the direction of the APN share price has been in marked contrast with that of IN&M, which has a 32.2% stake in APN. As we pointed out in our commentary on October 9th, such has been the extent of the destruction to shareholder value over the delay and outcome to the agreement with bondholders that IN&M's stake in APN exceeds the market value placed on IN&M itself (€259m v €181m).

[keelingr] 09/10/2009 14:09

Dolmen Upgrade INM to Speculative Buy

[lbo] 02/10/2009 10:56

IN&M: Neutral Current Price (€0.20) Analyst : Stephen Taylor



Press reports this morning suggest Denis O'Brien has made a revised proposal to the bondholders of IN&M in an attempt to find an alternative solution to the recently announced bond for equity swap and rights issue. The article does not specify what structure has been offered by O'Brien however it does indicate
that it is likely to include a proposal to sell IN&M Outdoor, the South African advertising business. Speaking at an engagement in UCD, O'Brien is quoted as stating that the restructuring plan proposed by the board of IN&M would make it a "zombie company".

[mcsean2164] 30/9/2009 23:11

Rang up the CFO's number and got through to some guy. I think it was the CFO of INM, didn't give his name and forgot to ask.

Anyway, I asked himw what "The Rights Issue will be made to all
Qualifying Shareholders." implied. He said anyone with shares qualifies as long as they are not resident in certain non-qualifying countries.

Anyone else have an opinion on the debt for equity swap?

[lbo] 29/9/2009 23:29

The problem is what they had to give up to refinance just a fraction of the debt! The writing is on the wall and all this does is kick the Can down the road.



The refinancing deal, agreed last night, will give bondholders a 46% stake in the group, almost halving the holdings of existing shareholders.

INM shares closed down 3.5 cent to 23.5 cent in Dublin this afternoon - a loss of almost 13%.

[mcsean2164] 29/9/2009 12:16

Three cheers for the O'Reilly's. They bought 100% of INM in the 70's, I guess the floated it to realise some money. Then saddled it with enormous debt and continued with their unsustainable dividend policy and are now their offering shares for a pittance and are selling their best asset with the best margins. Keep the bad and sell the good!

The only surprising thing is O'Briens ridiculous proposal of €0.012 per share, what the hell was he thinking?

Good grief! More fool me.

[mcsean2164] 29/9/2009 12:09

RNS Number : 8103Z
Independent News & Media PLC
28 September 2009

?
NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO ANY EXCLUDED
TERRITORY INCLUDING THE COMMONWEALTH OF AUSTRALIA, CANADA, JAPAN, NEW ZEALAND,
THE REPUBLIC OF SOUTH AFRICA, SWITZERLAND, THE UNITED STATES OR ANY
JURISDICTION, THEIR TERRITORIES AND POSSESSIONS, WHERE IT WOULD BE UNLAWFUL
TO FORWARD, TRANSMIT OR DISTRIBUTE THIS ANNOUNCEMENT.
Independent News & Media PLC
Outline Agreement Reached on Financial Restructuring
* EUR350 million reduction in Net Debt through Equitisation of Bonds, Rights Issue
and Disposals
* Proposed Senior Debt Facilities based on 4 ½ Year Term
* Rights Issue to raise up to EUR94 million for discharge of Bond claim



Dublin/London - 28th September 2009: The Board of Independent News & Media PLC
("INM" or "the Company") announces that it has reached an agreement in principle
with the Ad Hoc Committee of Bondholders in relation to the proposed financial
restructuring ("Restructuring") of the Group's balance sheet and the Board has
formally agreed to proceed with the Restructuring on the terms outlined below.
INM's Banks have indicated that they are supportive of the Company pursuing this
Restructuring.


The Restructuring will deliver INM's stated objective of achieving a consensual
solution (capable of implementation outside of a Court-administered process)
that recognises the economic interests of, and preserves value for, all
stakeholders in the business, achieves significant deleveraging, facilitates the
participation of existing Shareholders, and allows for the restoration of the
INM Group to a position of financial stability.


The key features of the Restructuring are:


* EUR123 million of the outstanding principal amount of the Bonds to be exchanged
for 723.2 million New Ordinary Shares representing 46% of the Then Issued Share
Capital, with the balance of the Bondholders' claim (including accrued but
unpaid interest) being applied to underwrite a Rights Issue;

* INM existing Shareholders to be offered an opportunity to participate in the
Restructuring by means of a Rights Issue of up to EUR94 million at a Rights Issue
Price of EUR0.05 per Rights Issue Share;

* INM existing Shareholders able to retain approximately 52% equity interest
(assuming Shareholders take up their full rights entitlements);

* Proposed Senior Debt Facilities based upon a 4 ½ year maturity and revised
financial covenants to provide adequate headroom to accommodate prevailing
trading conditions and expectations; and

* As part of the foregoing, the parties to the Restructuring have consented to the
disposal of certain businesses (as previously announced) for an aggregate sum of
approximately EUR150 million. One of these disposals, INM Outdoor, will be subject
to a vote at a specially-convened extraordinary general meeting of shareholders,
details of which will follow in due course.



In making its decision to proceed with the Restructuring on the terms outlined
in this Announcement, the Board has duly considered all other proposals
including the proposal received from Mr. Denis O'Brien (details of which have
been widely commented upon in the media). The Board determined, supported by the
financial and legal advice provided to it, that the Company's Restructuring
delivers a superior outcome (specifically for existing Shareholders and
Bondholders) with materially less execution risk compared to any other proposal
received.


The Restructuring involves a number of conditions and steps to implementation.
It is conditional, inter alia, upon Bondholder consent (approval by Bondholders
representing at least 75% by value of the aggregate principal amount of Bonds
held by persons attending a meeting (in person or by proxy) of Bondholders). The
Ad Hoc Committee of Bondholders, whose holdings represent in aggregate 39% of
the outstanding principal of Bonds, are supportive of the Restructuring and have
agreed to it in principle. It is also conditional upon Bank credit committee
approvals and subsequent facility agreements having been entered into, and
requisite Shareholder approvals to, inter alia, implement the Rights Issue.


Commenting on the Restructuring, Mr. Gavin O'Reilly, Chief Executive Officer
stated:


"After intensive negotiations over a number of months, the Company is pleased to
be able to announce that an outline restructuring has been agreed in principle
with the Ad Hoc Committee of Bondholders, which also has the broad support of
our Banks. The Company acknowledges the support of its Banks and the Ad Hoc
Committee throughout its restructuring discussions and in reaching this key
milestone.


"This Restructuring will provide the INM Group with a EUR350 million reduction in
net debt in 2009 (through the combination of the equitisation of the Bonds, the
Rights Issue and the Group's previously-announced disposal programme) and a
stabilised financial position.


"We now expect that all parties will move towards implementation of the
Restructuring without delay, including procuring necessary consents and
approvals.


"With economic fundamentals expected to recover over the medium-term, INM's
market-leading assets, restructured balance sheet and improved financial
situation leave the Company very well positioned to benefit from any cyclical
economic recovery."


Details of the First Equity Issue
Approximately EUR123 million of the outstanding principal amount of the Bonds will
be exchanged for 723.2 million New Ordinary Shares (being the amount of the
available authorised but unissued share capital of the Company) representing
46.3% of the Then Issued Share Capital.


The First Equity Issue will be conditional, inter alia, upon Bondholder consent
(approval by Bondholders representing at least 75% by value of the aggregate
principal amount of Bonds held by persons attending a meeting (in person or by
proxy) of Bondholders) and upon Bank credit committee approvals and subsequent
facility agreements having been entered into. New Ordinary Shares to be issued
under the First Equity Issue will carry an entitlement to participate in the
Rights Issue.


Details of the Rights Issue
The size of the Rights Issue will be equal to the balance of the Bond claim
(including accrued and accruing, unpaid interest during implementation of the
Restructuring) following the equitisation under the First Equity Issue.
Accordingly, the Rights Issue is referred to in this Announcement as being for
an "up to" amount which assumes completion of implementation by 31 December,
2009. On this basis, the Rights Issue will not be in excess of EUR94 million.
The Rights Issue Price is EUR0.05. This represents a discount of approximately 81%
to the closing market price per Share on the Irish Stock Exchange on 28th
September, 2009 (the date of this Announcement) and a discount of approximately
71% to the First Equity Issue Price. The Rights Issue will be made to all
Qualifying Shareholders. The Record Date for participation in the Rights Issue
has not yet been determined and will not occur until after the First Equity
Issue.
The Rights Issue will be fully underwritten by the Bondholders with the balance
of their Bond claim remaining after the First Equity Issue. Accordingly, to the
extent that Rights Issue Shares are subscribed for under the Rights Issue, the
cash proceeds thereof will be paid on closing to discharge an equivalent amount
of the Bond claim. To the extent that the Rights Issue Shares are not taken up,
Bondholders will receive New Ordinary Shares at EUR0.05 to discharge the remainder
of their claim. Taken together with the First Equity Issue, this will satisfy
the outstanding amount of the Bond claim in full. Bondholders will also receive
a 5% underwriting fee in respect of their obligations with respect to the Rights
Issue, which will be payable in New Ordinary Shares at the Rights Issue Price.
In the event of 100% subscription under the Rights Issue (excluding the
Bondholders pro rata Rights Issue entitlement), Bondholders would following
Completion be interested in approximately 47% of the Enlarged Issued Share
Capital of the Company. In the event of no subscription under the Rights Issue,
Bondholders would following Completion be interested in approximately 76% of the
Enlarged Issued Share Capital of the Company.
The Bondholders are a diverse group of international, primarily institutional,
holders, with individual retail holders also included, and as such, and save for
the purposes of the realisation of their Bond claim, they do not, and will not
represent an homogenous group. The largest single Bondholder is interested in
EUR20 million of the Bonds, which following the First Equity Issue would represent
a maximum individual holding of 4.6% of the Then Issued Share Capital.
The Rights Issue will be conditional, inter alia, upon:
* the First Equity Issue having previously occurred;
* the approval by Shareholders at an extraordinary general meeting of a number of
Share Capital Resolutions necessary to facilitate the Rights Issue, including a
special resolution to disapply pre-emption rights in order to provide
flexibility for dealing with Overseas Shareholders and fractional entitlements;
* the Underwriting Agreement having become unconditional in all respects (save for
the condition relating to Admission) and not having been terminated in
accordance with its terms; and
* Admission becoming effective.

In the event that the special resolution necessary to effect the Rights Issue is
not approved, the Rights Issue will not occur and (assuming the other Share
Capital Resolutions are approved) the amount of the Bondholders' claim including
accrued interest remaining after the First Equity Issue will be equitised at a
price of EUR0.05. Together with the First Equity Issue, this would result in
Existing Shareholders being diluted by up to 76% without having the opportunity
to re-invest under the Rights Issue.


Denis O'Brien's Alternative Proposal
Over the course of the restructuring discussions, proposals from a number of
stakeholders in the Company have been considered. Most recently (and as widely
reported in the media), the Company has received a proposal from Mr. Denis
O'Brien. Mr. O'Brien is interested in 219,456,184 Ordinary Shares representing
26.14% of the Existing Issued Share Capital of the Company, and has three Board
nominees, Messrs. Paul Connolly and Leslie Buckley and Ms. Lucy Gaffney.
The Company notes Mr. O'Brien's expressed interest in acquiring control of the
Company by means of an investment of EUR100 million at a price of EUR0.0142 per
share (a discount of approximately 95% to the closing market price per Share on
the Irish Stock Exchange on 28th September, 2009 - the date of this
Announcement) for 67% of the Company. The Board has carefully considered Mr.
O'Brien's proposal in light of, inter alia, the response from certain key
stakeholders whose support would be necessary for its implementation. In
particular, the Ad Hoc Committee has stated categorically to the Company that
the proposal from Mr. O'Brien is unacceptable to it. In addition,
representatives of Sir Anthony O'Reilly, the largest Shareholder in the Company
holding 28.01% of the Existing Issued Share Capital of the Company - a stake
capable of blocking those special resolutions which would be required to
implement Mr. O'Brien's proposals - have stated that he would not be prepared to
support Mr. O'Brien's unilateral proposal.
These factors, together with the significant competition law and media plurality
issues associated with an assumption of control by Mr. O'Brien of Ireland's
largest media group, and, inter alia, significant differences in the value being
attributed to the existing Shares (Mr. O'Brien's proposal would dilute existing
shareholders by 92%, with their residual 8% holding having a value on Mr.
O'Brien's investment terms of only EUR12 million) were taken into account by the
Board in deciding to proceed with the Restructuring on the terms detailed in
this Announcement.
Notwithstanding today's Board decision, it remains open to any party to put
forward an alternative and viable proposal, which provides better economics for
stakeholders, with no added execution risk and which is deliverable on a timely
basis relative to the Restructuring. Any such proposal would be further
considered by the Board.
Further Information
Further announcements and various Bondholder and Shareholder documentation will
be issued in due course, together with a timetable for the Rights Issue.
For further information, please contact:

[jrizzo] 29/9/2009 09:34

Getting out now for about 25c,
should really of done it last week at 30c

selling at 25c (with big loss) is better
than selling at 10c and 5c.

BUT be ready for any trading recovery
or fundamental recovery
-> be ready to buy back in if the egos can agree!

[lbo] 27/9/2009 18:26

At 17% Market Cap/Enterprise value, INM would be number 1 on this list

10 Big Companies That Are Veering Toward Bankruptcy






At the current share price of 29 cent per share, INM is valued at €243 million. O'Brien's stake is valued at €63 million. He is showing a paper loss on his investment of €437 million.

[lbo] 24/9/2009 08:34

Just like Waterford Wedgeford, emotion is clouding judgement here and both Tony and Denis are suffering massive losses which some say they cant afford to lose. INM could yet sink one or both of them!

O'Brien in last-ditch bid for INM control

[jrizzo] 23/9/2009 17:05

this is looking v similar to Tony O'Reilly's previous waterford wedgewood collapse.

rights issue of 5c now being touted


there must be less risky advertising sector recovery plays...
good play to GET OUT NOW at 30c and see what happens.

If survives, and INM sees recovery in its key segments (giving ability to
manage remaining 1.2bil debt) then will be oppurtunity to buy back in
at say 40c, or 50c.

Why risk whatever you have left?
- remember northern rock, anglo irish, and WW!!!

whos gonna risk good money to chase this bad money??

[mcsean2164] 23/9/2009 14:14

Welcome to the Independent news and Media discussion Thread

What's going on in INM? Tony & Denis are bashing heads together, 200 million must be paid and in the meantime the share price is languishing a long way down from its 2007 peak of €3.73.

The O'Reilly merchants of mayhem seem to have burdened INM with 1 billion 338 million of debt.

The INM reported an operating profit of €73m before exceptional items in Q1 2009, down from €153 million in 2008.

Can they turn it around?

[lbo] 23/9/2009 13:54

Its worse then that! If they have to give up 50% for £200m in debt then the the other €1.2m debt will put them under at some stage!

INDEPENDENT News & Media (INM) shares fell the most in 20 years yesterday as Tony O'Reilly and Denis O'Brien fought to maintain their control of the company as it battles to repay €200 million of its €1.4 billion debt mountain.

[jrizzo] 23/9/2009 12:12

If this latest refinancing goes through and then the rights issue,
does it mean current share holdings will be diluted by approx half??
-> share price will be halved
with current holders having to buy their share of issued rights to maintain
their holding??

simply put should I sell my holding now for say 30c, becaus if rights go for about 15c I will be down 50%???

[lbo] 23/9/2009 08:07

Indo debt-for-equity swap comes nearer

[lbo] 22/9/2009 23:51

Bitter battle for control of endangered INM
Katie Hannon reports on how the clash of the titans between the O'Reilly family and businessman Denis O'Brien came about

Gavin O'Reilly, Chief Executive of Independent News & Media, says he is confident that a deal will be brokered to secure the refinancing of the company and discusses his relationship with Mr O'Brien

[lbo] 22/9/2009 10:52

INM shares fall on speculation of debt for equity swap

[lbo] 21/9/2009 09:55

INDEPENDENT News & Media, publisher of the Irish Independent, said yesterday that talks are still going on with its bondholders, and it would not be commenting on the latest reports of a possible deal between the group and the bondholders.

The latest report, which appeared in yesterday's 'Sunday Times', says the bondholders will take 46pc of the group as the first stage of a "debt-for-equity" swap.

[hermana] 14/9/2009 22:12

Will fatso back down on his threat to call an EGM? Not on your nellie,taker of the queeens shilling.