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Non-Tech : Todd-AO (todda) -- Ignore unavailable to you. Want to Upgrade?

To: Wade who wrote (45)	12/13/1999 5:28:00 PM
From: Craig Jacobs	Read Replies (1) \| Respond to of 58

NEWS!NEWS!NEWS! 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)