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Liberty Media Buys Todd-AO
Updated 11:27 AM ET December 13, 1999
LOS ANGELES (Reuters) -
Todd-AO Corp. (TODDA.O), a
pioneer in motion picture and
television post production, said
on Monday it agreed to be
acquired by Liberty Media Group
(LMGa.N), the cable TV programming arm of AT&T Corp
(T.N) in an all-stock deal.
Under terms of the transaction, current Todd-AO
shareholders would hold 40 percent of the company's
outstanding equity and 6 percent of the voting power.
The definitive agreement reached by Todd-AO and Liberty
Media, a subsidiary of AT&T Corp. (T.N), supersedes a letter
of intent the companies announced July 30 that would have
resulted in Liberty acquiring 57 percent of Todd-AO's equity
and 82 percent of its voting shares.
Under the latest agreement, each existing Todd-AO share will
be exchanged for one-quarter of a Liberty Media share and
four-tenths of a new Todd-AO class A share.
At Friday's closing prices of $25 for Todd-AO Class A shares
and $46 for Liberty Media, the implied value of this
transaction is $21.50 per Todd-AO share, its statement said,
adding that the value will fluctuate with changes in the price
of the shares.
At the opening of trading on Monday, Todd-AO stock dropped
2-1/2 to 22-1/2 in the first hour of trading, while Liberty Media
rose 1-3/8 to 47-5/8. In late morning trade, Todd-AO was off
2-1/8 to 22-7/8, while Liberty added 1-1/8 to 47-1/8.
The transaction will result in the issuance of about 3 million
Liberty Media shares, Todd-AO noted.
The merger is subject to the approval of Todd-AO's
shareholders, the company said, adding that Robert Naify and
Marshall Naify, who collectively control about 40 percent of its
outstanding shares and more than 70 percent of the total
voting power, agreed to vote in favor of the transaction.
(Voluntary Disclosure: Position- Long) |
