2nd Play For iHeart?
Is LIBERTY MEDIA using PANDORA to raise capital to make that 40% purchase of iHEARTMEDIA? (NET NEWS 2/28). In a Form S-3 filing with the UNITED STATES SECURITIES AND EXCHANGE COMMISSION, PANDORA writes, “This prospectus relates to the resale from time to time of up to an aggregate of (i) 480,000 shares of our Series A Convertible Preferred Stock, par value $0.0001 per share (the “Series A Preferred Stock”) and (ii) up to 61,961,860 shares of common stock, par value $0.0001 per share (the ‘Common Stock’), consisting of the aggregate number of shares of Common Stock issuable upon the conversion of 480,000 shares of Series A Preferred Stock (including accrued dividends for up to five years). The selling stockholders may offer and sell shares of Series A Preferred Stock or shares of Common Stock on any national securities exchange or quotation service on which the securities may be listed or quoted at the time of sale, in the over-the-counter market, in one or more transactions otherwise than on these exchanges or systems, such as privately negotiated transactions, or using a combination of these methods, and at fixed prices, at prevailing market prices at the time of the sale, at varying prices determined at the time of sale, or at negotiated prices.”
While PANDORA, nor its parent company LIBERTY (which also controls SIRIUSXM Satellite Radio) specify why the money would be raised, the company explains, “The selling stockholders may sell all or a portion of the shares of Series A Preferred Stock or shares of Common Stock through underwriters, broker dealers or agents, who may receive compensation in the form of discounts, concessions or commissions from the selling stockholders, the purchasers of the shares of Series A Preferred Stock or shares of Common Stock, or both. See the ‘Plan of Distribution’ section for a more complete description of the ways in which the shares of Series A Preferred Stock or shares of Common Stock may be sold. The names of any underwriters, dealers or agents, the specific terms of the plan of distribution, any over-allotment option and any applicable underwriting discounts and commissions will be set forth in a supplement to this prospectus. We will not receive any of the proceeds from the selling stockholders’ sale of shares of Series A Preferred Stock or shares of Common Stock. We have agreed to bear the expenses (other than underwriting discounts, selling commissions and stock transfer taxes) in connection with the registration of the Series A Preferred Stock and the Common Stock that the selling stockholders are offering under this prospectus.”
Bankruptcy Deadline Approaching For iHeart
Whether it has the funds on hand or not, THE NEW YORK POST reports, “JOHN MALONE’s 11th-hour bid for embattled radio giant iHEARTMEDIA is likely to fall on deaf ears, a source close to the situation said. The $1.16 billion offer from MALONE’s LIBERTY MEDIA for a 40% stake in a restructured iHEART faces an uphill battle because it undervalues the owner of 850 stations, the source said.”
The report notes that if no deal is reached, “iHEART is likely to file for Chapter 11 reorganization on MARCH 3rd, the source said.” “There is a 98% chance there will be a bankruptcy,” said the source.
This Article Was Originally Posted at www.allaccess.com