Match Group offers senior notes exchange

IAC/InterActiveCorp and its subsidiary Match Group, Inc. said that Match Group has commenced a private offer to eligible holders to exchange any and all of USD500 million aggregate principal amount of outstanding 4.75 percent senior notes due 2022 issued by IAC for up to USD500 million aggregate principal amount of new 6.75 percent senior notes due 2022 issued by Match Group.

In addition to the exchange consideration or total exchange consideration, as applicable, Match Group will pay in cash accrued and unpaid interest on the IAC 2022 notes accepted in the exchange offer from the latest interest payment date to, but not including, the earliest settlement date.

The exchange offer and consent solicitation will expire at 11:59 p.m., New York City time, on November 13, 2015, unless extended.

In conjunction with the offer, Match Group is also soliciting consents from Eligible Holders of IAC 2022 Notes to certain proposed amendments to the indenture under which the IAC 2022 Notes were issued that will eliminate substantially all restrictive covenants and certain events of default and other provisions of the indenture. The Consent Solicitation is conditioned on the receipt of consents from holders of a majority of the aggregate principal amount of the IAC 2022 Notes outstanding (the “Requisite Consents”). The Exchange Offer is not conditioned on receipt of Requisite Consents in the Consent Solicitation.

Tenders of IAC 2022 Notes may be validly withdrawn at any time on or prior to 5:00 p.m., New York City time, on October 29, 2015, unless extended, except in certain limited circumstances as set forth in the Offering Memorandum. Eligible Holders may not deliver a consent in the Consent Solicitation without tendering IAC 2022 Notes in the Exchange Offer.

IAC has advised Match Group that, promptly following the closing of the Exchange Offer, Match Group will be designated an unrestricted subsidiary of IAC for purposes of the indentures governing the IAC 2022 Notes and the IAC 2018 Notes and the IAC Credit Agreement. Upon such designation, Match will no longer be a guarantor of such debt of IAC or any other debt of IAC.

IAC (NASDAQ: IACI) is a leading media and Internet company.

Match Group is a provider of dating products.