UNITED STATES
 
SECURITIES AND EXCHANGE COMMISSION
 
Washington, D.C. 20549
 

SCHEDULE 13E-3/A

RULE 13e-3 TRANSACTION STATEMENT
(Pursuant to Section 13(e) of the Securities Exchange Act of 1934)

(Amendment No. 4)

CKX, INC.
(Name of the Issuer)

ROBERT F.X. SILLERMAN
SILLERMAN CAPITAL HOLDINGS, L.P.
LAURA SILLERMAN
(Name of Person(s) Filing Statement)

Common Stock, Par Value $0.01 Per Share
(Title of Class of Securities)

12562M106
(CUSIP Number of Class of Securities)

Robert F.X. Sillerman
  
Thomas E. Molner
150 Fifth Avenue
  
Kramer Levin Naftalis & Frankel LLP
New York, New York 10011
  
1177 Avenue of the Americas
Telephone: (212) 231-0091
  
New York, New York 10036
 
  
Telephone: (212) 715-9429
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications on Behalf of the Person(s) Filing Statement)

This statement is filed in connection with (check the appropriate box):
 
¨
a.
The filing of solicitation materials or an information statement subject to Regulation 14A, Regulation 14C, or Rule 13e-3(c) under the Securities Exchange Act of 1934.
¨
b.
The filing of a registration statement under the Securities Act of 1933.
þ
c.
A tender offer.
¨
d.
None of the above.
   
Check the following box if the soliciting materials or information statement referred to in checking box (a) are preliminary copies:         ¨
   
Check the following box if the filing is a final amendment reporting the results of the transaction:      ¨

Calculation of Filing Fee
 
Transaction Value(1)
Amount of Filing Fee(2)
$511,409,101.50
$59,375.00

(1)
Calculated solely for purposes of determining the filing fee. The calculation assumes the purchase of 92,613,473 shares of common stock, par value $0.01 per share, at $5.50 per share. The transaction value also includes the aggregate offer price for 370,000 shares of common stock estimated to be issuable pursuant to outstanding options with an exercise price less than $5.50 per share, which is calculated by multiplying the number of shares underlying such outstanding options by an amount equal to $5.50 minus the weighted average exercise price of such options.
 
(2)
The amount of the filing fee is calculated in accordance with Fee Rate Advisory #5 for Fiscal Year 2011 issued by the SEC, effective December 27, 2010, by multiplying the Transaction Value by 0.00011610.
 
þ
Check the box if any part of the fee is offset as provided by Rule 0-11(a)(2) and identify the filing with which the offsetting fee was previously paid. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
 

Amount Previously Paid:
$59,375
   
Form or Registration No.:
Schedule TO-T
Filing Party:
Colonel Holdings, Inc., Colonel UK Holdings Limited, Colonel Offeror Sub, LLC, Colonel Merger Sub, Inc. and Apollo Management VII, L.P.
Date Filed:
May 17, 2011


 
 
 
 

This Amendment No. 4 (this “ Amendment No. 4 ”) amends and supplements the Rule 13e-3 Transaction Statement on Schedule 13E-3, filed on May 26, 2011 with the Securities and Exchange Commission (the “ SEC ”) by Robert F.X. Sillerman, Sillerman Capital Holdings, L.P. and Laura Sillerman as amended by Amendment No. 1 filed with the SEC on June 8, 2011, Amendment No. 2 filed with the SEC on June 13, 2011 and Amendment No. 3 filed with the SEC on June 20, 2011 (as amended by Amendment No. 4, the “ Schedule 13E-3 ”), relating to the tender offer (the “ Offer ”) by Colonel Offeror Sub, LLC, a Delaware corporation (“ Offeror ”), to purchase all of the outstanding shares of Common Stock, par value $0.01 per share (the “ Common Shares ,” and each a “ Common Share ”), of the CKx, Inc., a Delaware corporation and the issuer of the Common Shares that are subject to the transaction (“ CKx ” or the “ Company ”) for $5.50 per Common Share, payable net to the seller in cash without interest thereon, less any applicable withholding taxes.  The Offer is on the terms and subject to the conditions set forth in the Offer to Purchase, dated May 17, 2011 (as amended or supplemented from time to time, the “ Offer to Purchase ”) and in the related Letter of Transmittal, contained in the Tender Offer Statement on Schedule TO initially filed by Colonel Holdings, Inc., Colonel UK Holdings Limited, Offeror, Colonel Merger Sub, Inc. and Apollo Management VII, L.P. with the SEC on May 17, 2011, as amended by Amendment No. 1 filed with the SEC on May 24, 2011, Amendment No. 2 filed with the SEC on June 1, 2011, Amendment No. 3 filed with the SEC on June 3, 2011, Amendment No. 4 filed with the SEC on June 8, 2011, Amendment No. 5 filed with the SEC on June 9, 2011 and Amendment No. 6 filed with the SEC on June 16, 2011 (as amended, the “ Schedule TO ”).
 
The information set forth in the Offer to Purchase and the Schedule TO is expressly incorporated herein by reference only to the extent such information is required in response to the items of this Schedule 13E-3.  Except as specifically set forth herein, the Schedule 13E-3 remains unchanged, except that references in the Schedule 13E-3 to the specified sections of the Offer to Purchase include those sections of the Offer to Purchase as amended and supplemented by the Schedule TO.  Capitalized terms used but not defined in this Amendment No. 4 have the meanings ascribed to them in the Offer to Purchase.
 
Item 1.                                 Summary Term Sheet.
 
Items 1 though 15 of the Schedule 13E-3 are hereby amended and supplemented as follows:

“On June 20, 2011, the Sillerman Stockholders issued a press release, the full text of which is filed as Exhibit (a)(5)(J) hereto and is incorporated herein by reference.”


Item 16.                        Exhibits.
 
Item 16 of the Schedule 13E-3 is hereby further amended and supplemented by adding the following exhibit:
 
     
Exhibit
No.
 
Description
     
(a)(5)(J)
 
Press Release, dated June 20, 2011.

 
 
 

SIGNATURE

After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 
Dated: June 20, 2011
 
/s/ Robert F.X. Sillerman
Robert F.X. Sillerman
 
/s/ Laura Sillerman
Laura Sillerman
 
SILLERMAN CAPITAL HOLDINGS, L.P.
By:  Sillerman Capital Holdings, Inc., its General Partner
 
By:
  /s/ Robert F.X. Sillerman
Name:
Robert F.X. Sillerman
Title:
President


 
 
 

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