Clear Channel Chairman and CEO Lowry Mays and AMFM Inc. Chairman and Chief
Executive Officer Thomas O. Hicks jointly announced the final merger of the two media giants.
The combined Clear Channel operations will include more than 900 radio stations, 19 television stations and over 700,000 outdoor advertising displays across 40 countries.
Pursuant to the terms of the merger agreement, AMFM stockholders will receive 0.94 Clear Channel shares for each AMFM share held in a tax-free exchange. Upon consummation of the merger, Clear Channel will have approximately 634 million fully diluted common shares outstanding.In announcing the successful completion of the merger, Mr. Mays commented, We are pleased to have completed this merger and brought together these two outstanding teams. By combining Clear Channel’s broad portfolio of out-of-home assets with AMFM’s leading portfolio of well-clustered, well-managed, highly rated and geographically diversified radio operations, including a significant major market presence, we will not only be the undisputed leader, but will have the financial, programming, management and distribution resource to best serve the needs of this exciting, growing, global marketplace.Mr. Hicks added,
Today represents an important milestone for Clear Channel and the radio and outdoor advertising industries as it creates the world’s preeminent pure play out-of-home media company. The transaction also reflects our commitment to growth for our advertisers, our employees, our shareholders and the consumer marketplace, which embraces out-of-home media for its local content, accessibility and low-cost,
high-entertainment value.
We are delighted that as a stock-for-stock transaction, former AMFM shareholders including Hicks, Muse, Tate & Furst Incorporated and our affiliates which now own approximately 10% of Clear Channel – will have the opportunity to participate in the continued tremendous upside of Clear Channel Communications.Since the merger announcement last October, Clear Channel Radio Chairman and Chief Executive OfficerRandy Michaels spearheaded the effort to divest 108 radio stations in order to comply with regulatory guidelines. Michaels, who will head up the largest group of radio stations ever assembled, commented, The merger with AMFM creates the first national footprint for radio. Clear Channel will broadcast from every state in the union making it the only radio company able to deliver targeted, geographically specific audiences to advertisers. Clear Channel’s unique portfolio of media assets cannot be duplicated at any price. This is truly a new era in radio and I’m excited to be a part of it and to welcome the entire AMFM family to the Clear Channel organization.
