The Firm recently represented JPMorgan Chase Bank, N.A. and the other pre-petition lenders under the Citadel Broadcasting Corporation $2.1 billion senior secured credit facility in the Chapter 11 restructuring of Citadel’s business and existing capital structure. The senior secured debt represented by the Firm constituted more than 95% of the company’s total capitalization. As part of its Chapter 11 restructuring efforts, Citadel was able to extinguish approximately $1.4 billion of indebtedness. Citadel, which was a public portfolio company of Forstmann Little & Co., is the largest broadcasting company to complete a successful Chapter 11 reorganization to date.
Pursuant to a pre-negotiated plan of reorganization crafted prior to the company's filing for Chapter 11 relief, the pre-petition lenders’ loans were restructured, and the lenders became owners of substantially all of the equity in the reorganized company. The U.S. Bankruptcy Court for the Southern District of New York confirmed the plan of reorganization on May 19, 2010, and Citadel emerged from its Chapter 11 bankruptcy proceedings on June 3, 2010, less than six months from its bankruptcy filing. The restructuring dealt with novel ownership issues given the number of foreign pre-petition lenders and concentration restrictions imposed by the FCC. The FCC, which requires prior approval on transfers of ownership of broadcast stations, provided its consent to the transfer of control of Citadel on May 26, 2010.
Citadel is the third largest radio group in the United States, with a national footprint reaching more than 50 markets. It is comprised of 166 FM stations and 58 AM stations in the nation’s leading markets, in addition to Citadel Media, which is one of the leading radio networks in the United States. Citadel acquired Walt Disney Company’s ABC Radio Stations in 2006.
The Simpson Thacher team representing JPMorgan Chase Bank, N.A. included: Mark Thompson and Samantha Braunstein (Bankruptcy & Restructuring), J.T. Knight, Stefanie Birkmann and Sarah Hong (Credit), Peter Gordon, Berta Matos and Brandon Mason (M&A), Michael Isby (Environmental), Alvin Brown, Susan Kaufman and Samantha Shipp (Executive Compensation and Employee Benefits), Mindy Lok (Intellectual Property), Nancy Mehlman, Jonathan Goldstein and Rian Balfour (Tax), Alan Turner, Amiad Kushner and Ryan Soots (Litigation) and Matthew Glasser (Paralegal).