Banco Inbursa and Inmobiliaria Carso in $250 Million New York Times Company Financing

Cleary Gottlieb represented Banco Inbursa, S.A., Institucion de Banca Multiple, Grupo Financiero Inbursa and Inmobiliaria Carso, S.A. de C.V. in a $250 million financing of The New York Times Company. Under the terms of the securities purchase agreement, Banco Inbursa and Inmobiliaria Carso purchased an aggregate amount of $250 million ($125 million each) in senior unsecured notes due 2015 with detachable warrants. The securities purchase agreement was signed on January 19 and closed on January 21.

Mr. Carlos Slim Helú, one of the world’s wealthiest individuals, and members of his family are the main shareholders of Grupo Financiero Inbursa, S.A B. de C.V., a Mexican financial services company that is the parent company of Banco Inbursa, and are the owners of Inmobiliaria Carso, which currently holds 6.9% of the Times Company’s Class A shares.

The notes have a coupon of 14.053 percent, of which the Times Company may elect to pay 3 percent in kind. The notes are callable beginning three years from the issue date at 105 percent of par, with subsequent call prices declining ratably to par. Banco Inbursa and Inmobiliaria Carso also received detachable warrants for an aggregate amount of 15.9 million Class A shares (50 percent each), at a strike price of $6.3572. The warrants expire in January 2015.