SAN ANTONIO, April 28, 2020 /PRNewswire/ -- Clear
Channel Outdoor Holdings, Inc. (NYSE: CCO) (the "Company"), today
announced that Clear Channel KNR Neth Antilles N.C., an indirect
wholly owned subsidiary of the Company, has tendered its shares
representing the Company's 50.91% stake in Clear Media Limited
("Clear Media"), an indirect, non-wholly owned subsidiary of the
Company based in China, to Ever
Harmonic Global Limited ("Ever Harmonic") for approximately
$253 million*. Following receipt of
the tendered shares, Ever Harmonic declared its voluntary cash
general offer unconditional in all respects on April 28, 2020.
The Company expects to receive the cash proceeds in May 2020. The Company intends to utilize the net
proceeds of approximately $220
million to improve its liquidity position and increase
financial flexibility, subject to any limitations set forth in its
debt agreements.
As previously announced on March 30,
2020, Clear Channel Outdoor entered into an agreement with
Ever Harmonic to sell its stake in Clear Media for HK$7.12 per share. This represents a premium of
approximately 87% over the average of the closing prices of the
Clear Media shares as quoted on the Hong Kong Stock Exchange for
the 30 consecutive trading days prior to the announced strategic
review of our investment in China
on November 29, 2019.
Ever Harmonic is a special purpose vehicle wholly owned by a
consortium of investors comprising Mr. Han
Zi Jing (chief executive officer and an executive director
of Clear Media), Antfin (Hong
Kong) Holding Limited, JCDecaux Innovate Limited and China
Wealth Growth Fund III L.P.
* Figures based on the foreign exchange rates of
USD/HKD = 7.75482.
About Clear Channel Outdoor Holdings, Inc.
Clear
Channel Outdoor Holdings, Inc. (NYSE: CCO) is one of the world's
largest outdoor advertising companies with a diverse portfolio of
approximately 460,000 print and digital displays in 32 countries
across Asia, Europe, Latin
America and North America,
reaching millions of people monthly. A growing digital platform
includes more than 15,000 digital displays in international markets
and more than 1,700 digital displays (excluding airports),
including more than 1,400 digital billboards, in the U.S.
Comprised of two business divisions – Clear Channel Outdoor
Americas (CCOA), the U.S. and Caribbean business division, and Clear Channel
International (CCI), covering markets in Asia, Europe
and Latin America – CCO employs
approximately 5,900 people globally. More information is available
at investor.clearchannel.com, clearchannelinternational.com
and clearchanneloutdoor.com.
Cautionary Statement Concerning Forward-Looking
Statements
Certain statements in this press release constitute
"forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. Such forward-looking
statements involve known and unknown risks, uncertainties and other
factors which may cause the actual results, performance or
achievements of Clear Channel Outdoor Holdings, Inc. to be
materially different from any future results, performance or
achievements expressed or implied by such forward-looking
statements. The words or phrases "guidance," "believe," "expect,"
"anticipate," "estimates," "forecast" and similar words or
expressions are intended to identify such forward-looking
statements. In addition, any statements that refer to expectations
or other characterizations of future events or circumstances, such
as statements about statements regarding the anticipated receipt
and use of the proceeds of the transaction and the anticipated
benefits of the transaction, are forward-looking
statements. These statements are not guarantees of future
performance and are subject to certain risks, uncertainties and
other factors, some of which are beyond our control and are
difficult to predict.
Various risks that could cause future results to differ from
those expressed by the forward-looking statements included in this
press release include, but are not limited to: the magnitude of the
impact of the COVID-19 pandemic on our operations and on
general economic conditions; weak or uncertain global economic
conditions and their impact on the level of expenditures on
advertising, including the effects of Brexit and economic
uncertainty in China; our ability
to service our debt obligations and to fund our operations and
capital expenditures; industry conditions, including competition;
our ability to obtain key municipal concessions for our street
furniture and transit products; fluctuations in operating costs;
technological changes and innovations; shifts in population and
other demographics; other general economic and political conditions
in the United States and in other
countries in which we currently do business, including those
resulting from recessions, political events and acts or threats of
terrorism or military conflicts; changes in labor conditions and
management; the impact of future dispositions, acquisitions and
other strategic transactions; legislative or regulatory
requirements; regulations and consumer concerns regarding privacy
and data protection; a breach of our information security measures;
restrictions on outdoor advertising of certain products;
fluctuations in exchange rates and currency values; risks of doing
business in foreign countries; third-party claims of intellectual
property infringement, misappropriation or other violation against
us; the risk that the Separation could result in significant tax
liability or other unfavorable tax consequences to us and impair
our ability to utilize our federal income tax net operating loss
carryforwards in future years; the risk that we may be more
susceptible to adverse events following the Separation; the risk
that we may be unable to replace the services iHeartCommunications
provided us in a timely manner or on comparable terms; our
dependence on our management team and other key individuals; the
risk that indemnities from iHeartMedia will not be sufficient to
insure us against the full amount of certain liabilities;
volatility of our stock price; the impact of our substantial
indebtedness, including the effect of our leverage on our financial
position and earnings; the ability of our subsidiaries to dividend
or distribute funds to us in order for us to repay our debts; the
restrictions contained in the agreements governing our indebtedness
and our Preferred Stock limiting our flexibility in operating our
business; the effect of analyst or credit ratings downgrades; our
ability to regain compliance with the continued listing criteria of
the New York Stock Exchange and continue to comply with other
applicable listing standards within the available cure period; and
certain other factors set forth in our other filings with the SEC;
as well as factors related to the transaction, including but not
limited to the risk that expected benefits of the transaction
may not be achieved in a timely manner or at all. This list of
factors that may affect future performance and the accuracy of
forward-looking statements is illustrative and is not intended to
be exhaustive.
You are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date stated,
or if no date is stated, as of the date of this press release.
Other key risks are described in the section entitled "Item 1A.
Risk Factors" of the Company's reports filed with the U.S.
Securities and Exchange Commission, including the Company's Annual
Report on Form 10-K for the year ended December 31,
2019. Except as otherwise stated in this press release, the Company
does not undertake any obligation to publicly update or revise any
forward-looking statements because of new information, future
events or otherwise.
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SOURCE Clear Channel Outdoor Holdings, Inc.