Hearst Moves On Merger

Deal should be done in coming days, Hearst-Argyle to drop Argyle 6/03/2009 10:07:53 AM Eastern

Hearst has informed Hearst-Argyle Television that it will purchase all of the shares "validly tendered" following its tender offer for the broadcaster's Series A shares, which expired at 5 p.m. yesterday.

According to a statement, Hearst has advised Hearst-Argyle that as of the expiration, a total of approximately 13,763,289 shares of Hearst-Argyle Series A Common Stock had been tendered. Coupled with the shares already owned by Hearst, it will hold approximately 96% of the 94,254,329 outstanding shares of Hearst-Argyle common stock.
Hearst had initially offered $4 a share in March, and upped it to $4.50 in April. In the summer of 2007, Hearst had made an offer of $23.50 a share. Multiple insiders on the deal said this week they'd be shocked if Hearst didn't succeed in its bid.

Hearst has advised Hearst-Argyle that after it completes its purchase, it will move ahead on a merger in which Hearst-Argyle will become a wholly-owned subsidiary of Hearst and change its name to Hearst Television Inc. In the merger, all shares held by the remaining public shareholders of Hearst-Argyle will be cancelled and, subject to the shareholders' rights to exercise statutory appraisal rights, converted into the right to receive $4.50 per share in cash, without interest.

Hearst plans to complete the merger within the next several business days, it says, at which point Hearst-Argyle's shares will no longer be traded on the New York Stock Exchange.


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