Affiliate of Apollo Global Management Launches $5.50 Net Per Share Cash Tender Offer For All Outstanding Shares of CKx, Inc.
17 Mayo 2011 - 3:59PM
Business Wire
Colonel Offeror Sub, LLC (“Offeror”) and CKx, Inc. (NASDAQ:
CKXE) today announced that Offeror has commenced a tender offer to
acquire all of the outstanding shares of common stock of CKx (the
“Common Shares”) in accordance with the previously announced
definitive merger agreement among CKx and acquisition entities
owned by investment funds managed by affiliates of Apollo Global
Management, LLC (“Apollo”), a leading global alternative asset
manager. Offeror is a wholly-owned subsidiary of affiliates of
Apollo. The aggregate value of the proposed transaction is
approximately $560 million.
Upon the successful closing of the tender offer, stockholders of
CKx will receive $5.50 in cash for each Common Share tendered in
the offer, without interest, and subject to deduction for any
required withholding of taxes. Following the successful closing of
the tender offer, a wholly-owned subsidiary of Offeror will
complete a second-step merger in which any remaining Common Shares
will be converted into the right to receive the same per Common
Share price paid in the tender offer.
As previously announced, in connection with the transaction, an
acquisition entity owned by investment funds managed by an
affiliate of Apollo has obtained support agreements from two
significant stockholders of CKx, The Promenade Trust, the sole
beneficiary of which is Lisa Marie Presley and which is CKx’s
partner in Elvis Presley Enterprises, and Robert F.X. Sillerman,
CKx’s largest stockholder.
The tender offer is subject to customary conditions, including
(i) that the number of Common Shares validly tendered and not
withdrawn as of the expiration of the tender offer, together with
the number of Common Shares owned by Mr. Sillerman and certain of
his affiliates that are held in a voting trust in accordance with,
or are otherwise subject to voting arrangements consistent with,
their support agreement, represent at least a majority of the
outstanding Common Shares on a fully-diluted basis and (ii) the
expiration of the applicable waiting period under the
Hart-Scott-Rodino Antitrust Improvements Act of 1976.
Today, Offeror and certain other persons are filing with the
Securities and Exchange Commission (the “SEC”) a combined Tender
Offer Statement and Rule 13e-3 Transaction Statement filed under
cover of Schedule TO that provides the terms of the tender offer.
CKx is also filing with the SEC a solicitation/recommendation
statement on Schedule 14D-9 that includes the recommendation
of CKx’s board of directors that CKx’s stockholders accept the
tender offer and tender their Common Shares to Offeror.
The tender offer will expire at 12:00 midnight New York City
time on June 14, 2011, unless extended in accordance with the terms
of the definitive merger agreement and the applicable rules and
regulations of the SEC. The offer to purchase and related documents
in connection with the tender offer contain other important terms
and conditions with respect to the tender offer and should be
carefully reviewed by stockholders.
About CKx, Inc.
CKx is engaged in the ownership, development and commercial
utilization of globally recognized entertainment content. CKx’s
current properties include the rights to the name, image and
likeness of Elvis Presley and Muhammad Ali, the operations of
Graceland, and proprietary rights to the IDOLS and So You Think You
Can Dance television brands, including the American Idol series in
the United States and local adaptations of the IDOLS and So You
Think You Can Dance television show formats which, collectively,
air in more than 100 countries. For more information about CKx,
visit its corporate website at www.CKx.com.
About Apollo Global Management, LLC
Apollo is a leading global alternative asset manager with
offices in New York, Los Angeles, London, Frankfurt, Luxembourg,
Singapore, Mumbai and Hong Kong. Apollo has assets under management
of $70 billion, in private equity, credit-oriented capital markets
and real estate funds invested across a core group of nine
industries where Apollo has considerable knowledge and resources.
For more information about Apollo, please visit www.agm.com.
IMPORTANT NOTICE: This press release is neither an offer to
purchase nor a solicitation of an offer to sell shares of CKx.
Offeror and certain other persons have filed a combined Tender
Offer Statement and Rule 13e-3 Transaction Statement filed under
cover of Schedule TO with the SEC, and will mail an offer to
purchase, forms of letter of transmittal and related documents to
CKx stockholders. CKx has filed with the SEC, and will mail to CKx
stockholders, a solicitation/recommendation statement on
Schedule 14D-9. These documents contain important information
about the tender offer and stockholders of CKx are urged to read
them carefully when they become available.
These documents will be available at no charge at the SEC’s
website at www.sec.gov. The tender offer statement and the related
materials may be obtained for free by directing a request by mail
to Innisfree M&A Incorporated, 501 Madison Avenue, 20th Floor,
New York, NY 10022 or by calling toll-free (888) 750-5834, or by
directing a request by mail to Goldman, Sachs & Co., 200 West
Street, New York, NY 10282, or by calling toll-free (800) 323-5678.
You may also read and copy the solicitation/recommendation
statement and any reports, statements and other information filed
by Offeror or CKx with the SEC at the SEC public reference room at
100 F Street N.E., Room 1580, Washington, D.C.
20549. Please visit the SEC’s website for further information on
its public reference room.
Forward-Looking Statements
This release contains forward-looking statements as defined by
the federal securities law which are based on our current
expectations and assumptions, which are subject to a number of
risks and uncertainties that could cause actual results to differ
materially from those anticipated, projected or implied, including,
among other things, risks relating to the expected timing of the
completion and financial benefits of the tender offer and the
merger. Neither Apollo nor CKx undertakes any obligation to
publicly update any forward-looking statements, whether as a result
of new information, future events or otherwise.
Website: http://ir.ckx.com/index.cfm
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