Clear Channel shareholder vote set for May 22

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SAN ANTONIO – Clear Channel Communications Inc. (NYSE: CCU) has postponed until Tuesday, May 22, its special shareholder meeting on the takeover bid from a private-equity consortium led by Bain Capital Partners LLC and Thomas H. Lee Partners LP.
The Clear Channel board of directors is in discussions with the group regarding a possible change in the terms and structure of the planned merger, the company said.
Under consideration is a proposed increase in the sum Clear Channel shareholders would receive from the current bid of $39 per share to $39.20 per share. Also under consideration is a proposal to give unaffiliated shareholder a choice of receiving cash or stock in the surviving corporation; the offer would be limited to a total of no more than 30 percent of shares outstanding immediately after the merger, or about 6 percent of shares outstanding before the merger.
Clear Channel said it rescheduled the shareholder meeting to allow the board of directors time to complete its discussion with the equity group, consult with significant shareholders and “further develop the buyer’s proposal to issue … equity in the surviving corporation.”
On May 3, the board had decided not to accept a similar proposal, the delay it would require. That decision since has been appealed by “a number of shareholders of Clear Channel, including some of its largest shareholders,” the company said.
Shareholders of record March 23 will be entitled to vote at May 22 special meeting in San Antonio, the company said. The proxy cards previously mailed to shareholders remain valid.
San Antonio-based Clear Channel Communications Inc. (NYSE: CCU) is a global media and entertainment company whose properties include local radio stations WHJY-FM, WHJJ-FM, WSNE-FM and WHJJ-AM. Additional information is available at www.clearchannel.com.

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