CORRECTING and REPLACING Clear Channel Communications Sues Banks for Tortious Interference...

Wed Mar 26, 2008 9:14pm EDT
 
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CORRECTING and REPLACING Clear Channel Communications Sues Banks for Tortious Interference with Merger

  Company Asks For Injunction or Damages Substantially Exceeding $26
                         Billion Merger Price
SAN ANTONIO--(Business Wire)--
First graph, second sentence of release should read: The lawsuit,
filed in Bexar County, Texas, alleges that the banks are "refusing to
execute necessary documents in an overt effort to 'run out the clock'
and cause (their) merger agreement to collapse" and are "fabricating
false reasons to refuse to proceed with the transaction - all in an
effort to deprive Plaintiffs' of their vested contractual rights under
the Merger Agreement which Defendants know must close by June 12,
2008."

   The corrected release reads:

   CORRECTING AND REPLACING CLEAR CHANNEL COMMUNICATIONS SUES BANKS
FOR TORTIOUS INTERFERENCE WITH MERGER

   Company Asks For Injunction or Damages Substantially Exceeding $26
Billion Merger Price

   Clear Channel Communications, Inc., joined by CC Media Holdings,
Inc., a unit of Thomas H. Lee Partners, L.P. and Bain Capital
Partners, LLC, today sued the banks who had committed to financing the
debt connected to their $26 billion merger for tortious interference.
The lawsuit, filed in Bexar County, Texas, alleges that the banks are
"refusing to execute necessary documents in an overt effort to 'run
out the clock' and cause (their) merger agreement to collapse" and are
"fabricating false reasons to refuse to proceed with the transaction -
all in an effort to deprive Plaintiffs' of their vested contractual
rights under the Merger Agreement which Defendants know must close by
June 12, 2008."

   Adding that the opportunity for CC Media Holdings to acquire Clear
Channel is "uniquely valuable and irreplaceable", the suit further
claims that the banks' recent actions create "immeasurable damages
exceeding the parties' agreement for $26 billion".

   The defendants are Citigroup, Morgan Stanley, Credit Suisse, RBS,
Wachovia, and Deutsche Bank.

   "The financial risk to the banks in this suit dwarfs any risk they
think they have in funding the debt," said Mark Mays, CEO of Clear
Channel Communications. "The behavior of these banks is irresponsible,
unprofessional and unjustified. The Defendants have made clear that
they are determined, by any means possible, to destroy the merger and
thus avoid their obligation to fund, as they are required legally to
do."

   Bain Capital and THL Partners issued the following joint
statement: "We want to do this deal. We are ready to close, have
funded the equity portion of the purchase consideration, maintain our
enthusiasm for the investment, and are fully prepared to fulfill our
contractual obligations to complete the deal."

   About Clear Channel Communications

   Clear Channel Communications, Inc. (NYSE:CCU) is a global media
and entertainment company specializing in mobile and on-demand
entertainment and information services for local communities and
premiere opportunities for advertisers. Based in San Antonio, Texas,
the company's businesses include radio, television and outdoor
displays. More information is available at www.clearchannel.com.

Clear Channel Communications
Lisa Dollinger (media), 210-822-2828
lisadollinger@clearchannel.com
or
Brainerd Communicators
Michele Clarke (media), 212-986-6667
clarke@braincomm.com
or
Clear Channel Communications
Randy Palmer (investors), 210-822-2828

Copyright Business Wire 2008

 

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