iHeartMedia 2001 Annual Report Download - page 9

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9
event, sponsorship opportunities, and radio audiences. We strive to form strategic alliances with top
brands for marketing opportunities, complete our footprint with investments in music and theater, and
foster collaborations with our other media businesses.
Recent Developments
The Ackerley Group Merger
On October 5, 2001, we entered into a merger agreement to acquire The Ackerley Group, Inc.
Ackerley is a diversified media company with outdoor, television, radio and interactive media assets.
We structured the Ackerley merger as a tax-free, stock-for-stock transaction. Each share of Ackerley
common stock will be converted into the right to receive .35 shares of our common stock on a fixed
exchange basis, valuing the merger, based on average share value at the signing of the merger agreement,
at approximately $474.9 million plus the assumption of Ackerley’s debt, which was approximately
$290.6 million at December 31, 2001. This merger is subject to regulatory approval under the federal
communications laws and other closing conditions. We anticipate that this merger will close during the
first half of 2002.
We cannot be assured that we can complete the merger with Ackerley in a timely manner or on
the terms described in the document, if at all. Governmental authorities may require the combined
company to divest assets or submit to various operating restrictions before granting the authorizations
and approvals necessary to complete the merger. We expect to be required to divest radio or television
stations in five markets or geographical areas in connection with the merger. We cannot be assured that
the completion of such divestitures will be at a fair market price or that the reinvestment of the proceeds
or exchange of assets will produce an operating profit at the same level as the divested assets or a
commensurate rate of return on the amount of its investment. These divestitures and operating
restrictions could adversely affect the value of the combined company.
Future Acquisitions
We frequently evaluate strategic opportunities both within and outside our existing lines of
business and from time to time enter into letters of intent to purchase assets. Although we have no
definitive agreements with respect to significant acquisitions not set forth in this report, we expect from
time to time to pursue additional acquisitions and may decide to dispose of certain businesses. Such
acquisitions or dispositions could be material.
Public Offerings
On October 26, 2001, we completed a debt offering of $750.0 million 6% Senior Notes due
November 1, 2006. Interest is payable on May 1 and November 1 of each year. The first interest
payment on the notes will be made on May 1, 2002. Net proceeds of approximately $744.1 million were
used to reduce the outstanding balance of our reducing revolving credit facility.
Employees
At February 28, 2002 we had approximately 29,500 domestic employees and 6,700 international
employees: approximately 35,500 in operations and approximately 700 in corporate related activities. In
addition, our live entertainment operations hire approximately 20,000 seasonal employees during peak
time periods.