Hearst-Argyle Television Responds to Announcement by Hearst Corporation
March 26 2009 - 4:41PM
PR Newswire (US)
NEW YORK, March 26 /PRNewswire-FirstCall/ -- In response to the
announcement on Wednesday, March 25 by Hearst Corporation that it
plans to commence a cash tender offer for all outstanding
Hearst-Argyle Television, Inc. (NYSE:HTV) shares not already owned
by Hearst Corporation, Hearst-Argyle Television said today that
Hearst Corporation's offer will be considered by a special
committee of independent members of the Board of Directors of
Hearst-Argyle Television. The committee will include two Series A
directors of Hearst-Argyle Television, Inc.: David Pulver, who has
been a director of Hearst-Argyle Television and a predecessor
company, Argyle Television, Inc., since 1994, and who is President
of Cornerstone Capital Inc., a private investment firm; and
Caroline L. Williams, a director of Hearst-Argyle Television and of
Argyle Television, Inc. since 1994, who is President of Grey Seal
Capital, an investment and consulting firm. If Hearst Corporation
does commence a tender offer, then within 10 business days
following its commencement, Hearst-Argyle Television will advise
stockholders of its position regarding the offer. Accordingly,
Hearst-Argyle Television stockholders may wish to defer making a
determination with respect to Hearst Corporation's offer until they
have been advised of Hearst-Argyle Television's position with
respect to the offer. Hearst Corporation's proposal to commence a
tender offer was not made pursuant to any agreement with
Hearst-Argyle Television. In light of yesterday's announcement by
Hearst, the Company's Board of Directors has determined to postpone
its annual meeting of stockholders, which was to be held on May 6,
2009. Notice to stockholders: The tender offer referenced in this
news release has not commenced. In response to the proposed tender
offer, if commenced, Hearst-Argyle Television will file with the
Securities and Exchange Commission a solicitation/recommendation
statement. Stockholders of Hearst-Argyle Television are strongly
advised to read Hearst-Argyle Television's
solicitation/recommendation statement, if and when it becomes
available, regarding the tender offer referred to in this news
release, because it will contain important information.
Stockholders may obtain a free copy of the
solicitation/recommendation statement (if and when it becomes
available) at the SEC's web site, http://www.sec.gov/. Stockholders
may also obtain, without charge, a copy of the
solicitation/recommendation statement (if and when it becomes
available) by directing requests to Hearst-Argyle Television's
Investor Relations department. About Hearst-Argyle Hearst-Argyle
Television, Inc., a leading local media company, owns 26 television
stations, and manages an additional three television and two radio
stations. The Company's television stations reach approximately 18%
of U.S. TV households, making it one of America's largest
television station groups. Hearst-Argyle also owns 37 websites and
currently provides digital multicast channels, in addition to the
main digital channel, in 20 markets, featuring 24-hour weather and
entertainment programming. Hearst-Argyle is majority-owned by
Hearst Corporation. The Company's Web address is
http://www.hearstargyle.com/. FORWARD-LOOKING STATEMENTS This news
release includes forward-looking statements. We base these
forward-looking statements on our current expectations and
projections about future events. These forward looking statements
generally can be identified by the use of statements that include
phrases such as "anticipate", "will", "may", "likely", "plan",
"believe", "expect", "intend", "project", "forecast" or other such
similar words and/or phrases. Actions taken by Hearst Corporation
with respect to its proposed offer, as well as other matters, may
cause actual events to differ from those we describe. Except as
required by applicable law, we undertake no obligation to update or
revise any forward-looking statements, whether as a result of new
information, future events or otherwise. DATASOURCE: Hearst-Argyle
Television, Inc. CONTACT: Tom Campo, Investor Relations,
+1-212-590-2464 Web Site: http://www.hearstargyle.com/
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