M&A - Clear Channel Outdoor Holdings, Inc.

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Form Type: 8-K

Filing Date: 2025-03-31

Corporate Action: Acquisition

Type: New

Accession Number: 000119312525068755

Filing Summary: On March 31, 2025, Clear Channel International Holdings B.V., a wholly owned subsidiary of Clear Channel Outdoor Holdings, Inc., completed the sale of Clear Channel Holdings Limited and its Europe-North segment businesses to Bauer Radio Limited. The transaction was valued at $625.0 million, subject to customary adjustments. Clear Channel International B.V. prepaid approximately $386.9 million under its Credit Agreement, using some proceeds from the sale. Simultaneously, Justin Cochrane, CEO of Clear Channel UK & Europe, left the company, with the Compensation Committee approving accelerated vesting for certain stock units contingent upon the closing of the transaction. A press release was issued announcing the transaction's closure.

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Additional details:

Transaction Price: 625.0 million


Payoff Amount: 386.9 million


Ceo Departure: Justin Cochrane


Closing Date: 2025-03-31


Segment Sold: Europe-North


Purchaser: Bauer Radio Limited


Seller: Clear Channel International Holdings B.V.


Form Type: 8-K

Filing Date: 2025-03-10

Corporate Action: Acquisition

Type: New

Accession Number: 000119312525050370

Filing Summary: On March 10, 2025, Clear Channel Outdoor Holdings, Inc. announced that it has received all necessary regulatory clearances and approvals for the sale of its Europe-North segment as per a previously announced share purchase agreement. This significant milestone is detailed in a press release referenced in the filing, indicating progress in the company's strategic initiatives to streamline operations by divesting non-core assets. The announcement aligns with the company's ongoing focus on enhancing its market position and optimizing its portfolio.

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Additional details:

Item Number: 99.1

Description: Press Release issued by Clear Channel Outdoor Holdings, Inc. on March 10, 2025


Item Number: 104

Description: Cover Page Interactive Data File (formatted as inline XBRL)


Form Type: 10-K

Filing Date: 2025-02-24

Corporate Action: Acquisition

Type: New

Accession Number: 000133497825000008

Filing Summary: Clear Channel Outdoor Holdings, Inc. is a prominent player in out-of-home advertising, providing a range of advertising solutions focused on capturing consumer attention in high-traffic areas. The company has strategically shifted its focus towards enhancing its U.S. operations while divesting underperforming segments in Europe and Latin America. Recently, as part of this strategy, they entered into a definitive agreement on January 8, 2025, to sell their Europe-North operations to Bauer Radio Limited, highlighting a pivotal move toward focusing on more profitable markets. This transaction is anticipated to conclude in 2025 pending regulatory approvals. Additionally, on February 5, 2025, they successfully completed the sale of their operations in Mexico, Peru, and Chile to Global Media US LLC. The company remains committed to strengthening its position in the out-of-home advertising sector while effectively managing its international portfolio through these divestitures.

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Additional details:

Name Of Company: Clear Channel Outdoor Holdings, Inc.


Fiscal Year Ended: 2024-12-31


Market Value Non Affiliates: 493.5 million


Continents Operated: North America, Europe, Latin America, Asia


Business Sales: switzerland, italy, france, mexico, peru, chile


Planned Sales: spain, brazil


Form Type: 8-K

Filing Date: 2025-02-06

Corporate Action: Acquisition

Type: New

Accession Number: 000119312525021311

Filing Summary: Clear Channel Outdoor Holdings, Inc. announced the completion of the sale of its businesses in Mexico, Peru, and Chile to Global Media US LLC, an affiliate of Global Media, S.A., in a simultaneous sign and close transaction. The company received $20 million in cash at the closing and is also eligible for an additional earn-out of $1.25 million.

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Additional details:

Date Of Event: 2025-02-06


Selling Price: 20 million


Earn Out: 1.25 million


Buyer: Global Media US LLC


Form Type: 8-K

Filing Date: 2025-01-10

Corporate Action: Acquisition

Type: New

Accession Number: 000119312525004043

Filing Summary: On January 8, 2025, Clear Channel Outdoor Holdings, Inc. entered into a Share Purchase Agreement with Bauer Radio Limited for the sale of Clear Channel Holdings Limited, which encompasses the Company’s Europe-North segment. The Seller, Clear Channel International Holdings B.V., agreed to sell all issued share capital of the Target for an initial cash consideration of $625 million, subject to adjustments concerning various liabilities and working capital. The net proceeds are intended to prepay outstanding term loans of the Parent totaling $375 million. The transaction is subject to regulatory approval, with a closing timeline expected within 2025, and includes transitional service agreements post-closing. The agreement contains warranties, non-compete clauses, and conditions around regulatory clearance and payment terms for constitution and termination circumstances.

Document Link: View Document

Additional details:

Entry Into Agreement Date: 2025-01-08


Seller: Clear Channel International Holdings B.V.


Guarantor: Clear Channel Outdoor, LLC


Parent Company: Clear Channel International B.V.


Purchaser: Bauer Radio Limited


Target: Clear Channel Holdings Limited


Initial Purchase Price: 625000000


Intended Use Of Proceeds: prepay outstanding term loans of $375 million


Closing Conditions: regulatory clearance


Anticipated Closing Year: 2025


Non Compete Period: 24 months


Non Solicit Period: 24 months


Termination Fee: 20000000


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