PCTV just announced SPRINT bought them, ATEL could be next!
(PR NEWSWIRE) People's Choice TV Corp. to be Acquired By Sprint Corporatio
People's Choice TV Corp. to be Acquired By Sprint Corporation
SHELTON, Conn., April 12 /PRNewswire/ -- People's Choice TV Corp.
(OTC Bulletin Board: PCTV) announced today that it has agreed to be acquired
by Sprint Corporation. Pursuant to a definitive Agreement and Plan of Merger
executed today, each common shareholder of PCTV will receive $8.00 per share
in cash. Consummation of the transaction is subject to the receipt of
shareholder and government regulatory approval. It is anticipated that the
merger transaction will close within 120 days.
PCTV also announced today the adoption of a Stockholder Rights Plan in
which preferred stock purchase rights will be distributed as a dividend at the
rate of one Right for each share of the Company's Common Stock held as of the
close of business on April 22, 1999.
Each Right will entitle stockholders, in certain circumstances, to buy one
one-thousandth of a newly issued share of Series A Junior Participating
Preferred Stock of the Company at an exercise price of $35. The Rights
generally will be exercisable and transferable apart from the Common Stock
only if a person or group acquires beneficial ownership of 15% or more of the
Common Stock or commences a tender or exchange offer upon consummation of
which such person or group would beneficially own 15% or more of the Common
Stock.
If any person becomes the beneficial owner of 15% or more of the Company's
Common Stock other than pursuant to an offer for all shares which is fair to
and otherwise in the best interests of the Company and its stockholders, then
each Right not owned by such 15% or more shareholder or certain related
parties will entitle its holder to purchase, at the Right's then-current
exercise price, shares of Common Stock (or, in certain circumstances as
determined by the Board, cash, other property, or other securities) having a
value of twice the Right's exercise price. In addition, if, after any person
has become a 15% or more stockholder, the Company is involved in a merger or
other business combination transaction with another person in which its Common
Stock is changed or converted, or sells 50% or more of its assets or earning
power to another person, each Right will entitle its holder to purchase, at
the Right's then-current exercise price, shares of common stock of such other
person having a value of twice the Right's exercise price.
The Company will generally be entitled to redeem the Rights at $.01 per
Right at any time until the tenth day following public disclosure that a
person or group has become the beneficial owner of 15% or more of the
Company's Common Stock.
The Rights Plan contains provisions which permit certain transactions by
Sprint in accordance with the Agreement and Plan of Merger.
Matthew Oristano, Chairman of the Board and Chief Executive Officer of
PCTV, stated that he is extremely pleased with the terms of the Sprint
transaction which provide for full and fair value for all shareholders of
PCTV.
Chase Securities, Inc. acted as financial advisor to PCTV and provided a
fairness opinion to the Board of Directors of the Company in connection with
the transaction. A fairness opinion was also provided by Houlihan Lokey
Howard & Zukin.
All statements contained herein that are not historical fact are based on
current expectations. These statements are forward-looking in nature and
involve a number of risks and uncertainties. Actual results may differ
materially. All such statements should be considered with regard to the risk
factors described in the Company's reports filed with the Securities and
Exchange Commission. The Company wishes to caution readers not to place undue
reliance on any such forward-looking statements, which statements speak only
as of the date made.
People's Choice TV Corp. is a wireless communications company with
wireless transmission capacity in nine major cities located in the southwest
and midwest. The Company provides wireless cable television service in
Chicago, Houston, Phoenix, Detroit, St. Louis and Tucson and provides wireless
high-speed data communications service marketed under the name of
SpeedChoice(TM) in the Detroit and Phoenix markets.
SOURCE People's Choice TV Corp.
-0- 04/12/99
/CONTACT: Michael Whalen of PCTV, 203-925-7932/
/Web site: pchoicetv.com
(PCTV FON)
CO: People's Choice TV Corp.; Sprint Corporation
ST: Connecticut
IN: ENT
SU: TNM
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