Emmis Terminates Effort to go Private

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Emmis Terminates Effort to go Private

Sep 9, 2010 11:28 AM

Indianapolis - Sep 9, 2010 - Emmis Communications Corporation has terminated its stock swap offer to exchange PIK Senior Subordinated Notes for Emmis' Series A Cumulative Convertible Preferred Stock. Emmis has been informed that the tender offer by JS Acquisition, whose equity securities are owned entirely by Jeffrey H. Smulyan, the chairman, chief executive officer and president of Emmis, and JS Acquisition that is wholly owned by Smulyan, to purchase all of Emmis' outstanding shares of Class A common stock has also terminated.

The exchange offer was conditioned on obtaining a required shareholder vote for certain amendments to the terms of Emmis' stock. The required vote was not obtained prior to the expiration of the exchange offer.

In August 2010, Emmis Communications and Alden Global Capital agreed to terms that would allow a group of preferred shareholders that previously did not support the exchange offer and amendments to agree to support the transaction. Emmis notes that at the time Alden Global Capital was a willing and active participant in the negotiations and materially improved the terms of their proposed investment.

According to Emmis, shortly after negotiating terms with the preferred shareholders, and after working closely with Emmis, Alden Global Capital informed interested parties that it did not want to provide financing for the transactions and would not support the renegotiated terms with the group of preferred shareholders to which Alden had committed. Emmis says that despite several weeks of continuing talks, Alden refuses to honor the commitment they made.

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