|
Developments
Select
Companies
|
Clear
Channel Communications Inc
Comcast
The DIRECTV
Group Inc
Echostar
Communications (DISH Network)
PanAmSat
Holding
Sirius
Satellite Radio Inc
|
Select Cases
|
American
Movie Classics v Time Warner
-
New York Supreme Court decision
7.08.05
- Time Warner terminated its affiliation agreement
with AMC asserting that AMC's programming mix had changed
from its original mix of classic Hollywood films
- Court ruled for Time Warner
- Damages to be determined at trial
- AMC is owned by Cablevision

US
Circuit Court strikes down FCC's anti-piracy rules
- American Library Association v FCC
- Opinion
(US Ct App DC Cir)
- Decided 5.06.05
|
Univision LBO
|
Private
equity group wins bidding for leading
Spanish-language broadcaster
- $36.25 per share, $12.3B total
- Prior bid of $35.50 per share was rejected as too
low
- Tops rival bid from Grupo Televisa
(Mexican broadcaster and 11.4% owner of Univision)
- UVN stock chart
- Televisa won't roll over its 11.4% stake
Announced
6.27.06
Buyout
group
- Madison Dearborn Partners
- Providence Equity Partners
- Texas Pacific Group
- Thomas H. Lee Partners
- Haim Saban
Advisors
- Buyout group: Credit Suisse / Deutsche Bank /
Bank of America / Wachovia /
Weil Gotshal / Hogan & Hartson
- UVN: UBS / Skadden
- Grupo Televisa: Wachtell
Agreements
|
Cablevision Special
Dividend
|
Cablevision
proposes a $ 3B special dividend
- Follows controlling Dolan family abandoning their
plans
to split-up company and take cable business private
- Plan for $3B special dividend was put on hold
after discovery of financial covenant violations
- After
compliance review, plan was reconsidered
- To
settle shareholder lawsuits, special committee will be used to review the
special dividend
|
Susquehanna Pfaltzgraff Divestiture
|
Sells
33 radio stations for $1.2 billion
- Cumulus Media
- Bain Capital
- Blackstone Group
- TH Lee Partners
- Private equity club deal
Sells
cable and broadband businesses for $775 mm
Announced
10.31.05
|
PanAmSat Holding / Intelsat Cash
Merger
|
Combines
satellite companies
$25 per PA share; $3.2 billion total
PanAmSat controlled by KKR-led buyout group
Announced
8.29.05
Advisors
- Intelsat: CSFB / Wachtell Lipton / Paul Weiss /
Milbank
- PanAmSat: Morgan Stanley / Simpson Thacher
Proxy
solicitation
Agreements SEC_CODE_REF_0090001192884
|
Cablevision Systems
Spin-off Going Private
|
Dolan
family made proposal to Cablevision
Dropped proposal
Would have taken sixth largest cable operator private
- Paid public shareholders $21.00 per share in
cash
- $4,377 per subscriber
After first spinning off
Rainbow Media
Holdings
to all holders
- Cable networks including AMC, IFC and WE
- Knicks and Rangers
- Madison Square Garden and Radio City Music Hall
- Assumed value of spin-off of $12.50 per share
Assumed total per share of $33.50
- Family has 20% of common, but 71% of the vote

Dolans would
have owned 100% of Cablevision -
20% of
Rainbow
- Founder Charles Dolan would head Cablevision
- Son James Dolan would be CEO of publicly-held
Rainbow
- Cash payout financed by Merrill Lynch / Banc of
America
- Anticipated $4.25 billion high yield offering
Advisors
- Dolans: Merrill Lynch / Banc of America /
Debevoise
- Special committee: Lehman / Morgan Stanley / Willkie Farr
Announced
6.20.05
Special
committee formed
Agreements
|
Clear Channel Split-up
|
Announces
steps to increase shareholder value:
- 10% carve-out IPO of billboard business
- 100% spin-off of Clear Channel Entertainment
- $3.00 special dividend
- 50% increase in regular dividend
Advisors
- Goldman Sachs
- Fulbright & Jaworski / Cravath
Announced
4.29.05
Clear
Channel Outdoor - Carve-out IPO
Agreements
|
PanAmSat Holding
Initial Public Offering
|
Satellite
broadcast company goes public
- $900 million common stock sold at $18 per share
-
Offering summary
-
Was acquired by KKR-led buyout group in 2004
-
Before 2004 buyout, was 80.4% owned by DIRECTV
-
DIRECTV squeezed out the public minority shareholders
as first step in buyout
-
Buyout summary (Short)
-
Buyout summary (Long)
- Trading symbol:
PA
-
Simpson Thacher / Cravath
Final
Prospectus 3.16.05
SEC
Registration
Agreements

Employee
Matters
|
Archived Deals
|
AT&T
Broadband / Comcast 2001
MediaOne
Group / AT&T 1999
- AT&T acquired cable company for stock and cash
-
Merger agreement
- Broke up deal with Comcast
- Comcast got $1.5 billion break-up fee
MediaOne
Group / Comcast 1998
- Comcast was to issue $60 billion in stock
-
Merger agreement
- While MediaOne agreed not to solicit competing
proposals,
it had a 45 day period to accept a superior proposal
- AT&T made a superior proposal
- Comcast got $1.5 billion break-up fee
-
See Merger Agreement § 6.03
Tele-Communications
Inc / AT&T 1998
- AT&T acquired cable company for $48 billion in
stock
-
Merger agreement
- Liberty Media was split-off
|
Related Topics
|