Clear Channel Outdoor Holdings, Inc. 8-K

What Happened
Clear Channel Outdoor Holdings, Inc. announced on its Form 8‑K (filed April 13, 2026) that it entered into supplemental indentures on April 9, 2026 and a Seventh Amendment to its credit agreement on April 10, 2026 after receiving the required consents from noteholders and lenders. The amendments were solicited in connection with the Company’s previously announced Agreement and Plan of Merger (dated Feb 9, 2026) with Madison Parent Inc. and Madison Merger Sub Inc. The changes amend the defined term “Change of Control” so the planned merger will not constitute a Change of Control under the affected indentures and credit agreement; the amendments are effective upon execution but will only become operative immediately prior to the closing of the merger and will lapse if the merger is not consummated.

Key Details

• Supplemental Indentures (entered Apr 9, 2026) apply to the Company’s 7.875% Senior Secured Notes due 2030, 7.125% Senior Secured Notes due 2031, and 7.500% Senior Secured Notes due 2033. Trustee/notes collateral agent: U.S. Bank Trust Company, N.A.
• Seventh Amendment to Credit Agreement (entered Apr 10, 2026) amends the credit agreement dated Aug 23, 2019; Administrative Agent/Collateral Agent: Deutsche Bank AG New York Branch.
• Consent solicitations expired Apr 10, 2026; required consents from noteholders and lenders were received.
• The amendments become operative only immediately before the merger closes and will cease to be effective if the Merger Agreement is terminated and the merger does not occur. Press release announcing the consents was issued Apr 13, 2026.

Why It Matters
These changes are designed to prevent the planned merger from triggering "Change of Control" defaults or acceleration rights under the Company’s secured notes and credit agreement, reducing the risk of immediate debt acceleration if the merger closes. For investors, this means the Company has obtained creditor and lender agreement to preserve the existing debt arrangements through the planned ownership change — but the protections only take effect at closing and disappear if the merger is not completed.