Media General To Acquire Lin Media For $1.6 Bln - Quick Facts

(RTTNews) - Television broadcasting and digital media company Media General Inc. (MEG) and LIN Media LLC (LIN) signed a definitive merger deal that would combine and create the second largest pure-play television broadcasting company in the U.S. Pursuant to this, and based on Media General's trailing 20-day volume weighted average price on March 19, 2014, the LIN Media shareholders would receive aggregate consideration of $1.6 billion in a combination of stock and cash, or nearly $27.82 per share if prorated ratably, representing a 28% premium to LIN Media's trailing 20-day volume weighted average price on March 19, 2014. The transaction's enterprise value is around $2.6 billion, based on LIN Media's pro forma net debt balance of $968 million at December 31, 2013.

Media General has created a new holding company, which after completion would be named Media General. Shareholders of Media General would receive a share of the new holding company for each Media General share they own upon completion; while LIN Media shareholders would get for each LIN share, at their election, $27.82 in cash or 1.5762 shares of the new holding company, subject to proration. The aggregate cash amount available for LIN Media shareholders electing cash is $763 million. Following the deal closure, LIN Media shareholders would hold nearly 36% of the fully-diluted shares of the new holding company.

The combined company would include 74 network-affiliated owned or serviced TV stations across 46 markets and would reach 26.5 million, or about 23%, of U.S. TV households, subject to certain regulatory divestitures.

After the closing of the transaction, LIN Media's President and Chief Executive, Vincent Sadusky, would be the President and Chief Executive of Media General. Stewart Bryan III would continue to serve as Board Chairman, and the new company would remain headquartered in Richmond, VA.