NEW YORK (MarketWatch) -- Clear Channel Communications Inc., the largest U.S. radio-station owner, on Thursday said it agreed to sell itself to an investor group led by private-equity firms Thomas H. Lee Partners and Bain Capital Partners for $18.7 billion in cash.
The San Antonio, Texas-based Clear Channel also said it plans to sell 448 radio stations in selected small markets as well as its television-broadcasting division, though the buyout isn't conditioned on these sales.
Under terms of the deal, shareholders of Clear Channel will receive $37.60 a share in cash, a 10.2% premium to Clear Channel's Wednesday closing price of $34.12. Shares of Clear Channel (CCU :
Clear Channel Communications, Inc.
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Last: 35.46+1.34+3.93%
10:37am 11/16/2006
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CCU35.46, +1.34, +3.9% ) rose 4.3% to $35.57 in early trading Thursday.
The deal comes a month after Clear Channel put itself up for sale, following years of a stagnating stock price as its radio business struggled to boost ad sales amid competition from the Internet and satellite radio. The Thomas Lee and Bain group's offer reportedly beat out a competing bid from buyout companies Blackstone Group and Kohlberg, Kravis Roberts.
"We are very pleased to announce this transaction which provides substantial value to our shareholders," said Mark Mays, chief executive of Clear Channel said in a written statement.
The deal for carries a total value of $26.7 billion, including $8 billion in debt repayment. It's subject to the approval of Clear Channel's shareholders and regulators. Under the agreement, Clear Channel may solicit competing bids from third parties through Dec. 7, and may negotiate with parties that submit competing proposals by that time until Jan. 5, 2007.
Management will working with Thomas H. Lee Partners and Bain Capital Partners to "continue our business plan to provide exceptional programming to our audiences and value to our advertising partners," he said.
Morgan Stanley, Citigroup and Deutsche Bank as well as Credit Suisse, RBS and Wachovia are acting as financial advisors and providing financing commitments to the private-equity group. Morgan Stanley, Citigroup, Deutsche Bank, Credit Suisse and RBS are also providing equity commitments.
Goldman Sachs is acting as exclusive financial advisor to Clear Channel and Lazard Freres is acting as financial advisor to the special advisory committee. Goldman Sachs and Lazard Freres have each delivered a fairness opinion to the board and its special advisory committee, respectively.
Akin Gump Strauss Hauer & Feld is acting as legal advisor for Clear Channel and Sidley Austin is acting as legal advisor for the special advisory committee
The San Antonio, Texas-based Clear Channel also said it plans to sell 448 radio stations in selected small markets as well as its television-broadcasting division, though the buyout isn't conditioned on these sales.
Under terms of the deal, shareholders of Clear Channel will receive $37.60 a share in cash, a 10.2% premium to Clear Channel's Wednesday closing price of $34.12. Shares of Clear Channel (CCU :
Clear Channel Communications, Inc.
News , chart, profile, more
Last: 35.46+1.34+3.93%
10:37am 11/16/2006
Delayed quote data
Add to portfolio
Analyst
Create alert
Insider
Discuss
Financials
Sponsored by:
CCU35.46, +1.34, +3.9% ) rose 4.3% to $35.57 in early trading Thursday.
The deal comes a month after Clear Channel put itself up for sale, following years of a stagnating stock price as its radio business struggled to boost ad sales amid competition from the Internet and satellite radio. The Thomas Lee and Bain group's offer reportedly beat out a competing bid from buyout companies Blackstone Group and Kohlberg, Kravis Roberts.
"We are very pleased to announce this transaction which provides substantial value to our shareholders," said Mark Mays, chief executive of Clear Channel said in a written statement.
The deal for carries a total value of $26.7 billion, including $8 billion in debt repayment. It's subject to the approval of Clear Channel's shareholders and regulators. Under the agreement, Clear Channel may solicit competing bids from third parties through Dec. 7, and may negotiate with parties that submit competing proposals by that time until Jan. 5, 2007.
Management will working with Thomas H. Lee Partners and Bain Capital Partners to "continue our business plan to provide exceptional programming to our audiences and value to our advertising partners," he said.
Morgan Stanley, Citigroup and Deutsche Bank as well as Credit Suisse, RBS and Wachovia are acting as financial advisors and providing financing commitments to the private-equity group. Morgan Stanley, Citigroup, Deutsche Bank, Credit Suisse and RBS are also providing equity commitments.
Goldman Sachs is acting as exclusive financial advisor to Clear Channel and Lazard Freres is acting as financial advisor to the special advisory committee. Goldman Sachs and Lazard Freres have each delivered a fairness opinion to the board and its special advisory committee, respectively.
Akin Gump Strauss Hauer & Feld is acting as legal advisor for Clear Channel and Sidley Austin is acting as legal advisor for the special advisory committee