Mediacom Communications (MCCC) Agrees to Buyback 30% of Outstanding Shares from Shivers Investments

September 8, 2008 8:19 AM EDT

Mediacom Communications Corp. (Nasdaq: MCCC) today announced that it will repurchase all of Mediacom's Class A common stock owned by an affiliate of Morris Communications Company, LLC in a transaction structured as a tax free split-off under Section 355 of the Internal Revenue Code.

Under the definitive agreement, Shivers Investments, LLC, will exchange 28,309,674 shares of Mediacom Class A common stock for 100% of the shares of stock of a newly-created subsidiary of Mediacom, which will hold cable television systems currently owned by Mediacom serving approximately 25,000 basic subscribers and $110 million of cash. Both Morris Communications and Shivers are controlled by William Morris III, a member of Mediacom's Board of Directors. Pro-forma for this stock repurchase, Mediacom's total Class A and Class B outstanding shares would be approximately 66.3 million.

Rocco Commisso, Chairman and CEO of Mediacom, said, "At an implied valuation of about $6.50 per share, we are repurchasing 30% of our outstanding shares at a meaningful discount to recent trading levels of our stock. Moreover, since part of the consideration consists of non-strategic cable systems, we will still have available about $700 million of unused lines of credit immediately after closing and the Company's pro-forma debt leverage is expected to be lower than in the fourth quarter of 2007. Lastly, through this tax-efficient transaction, the Company's sizeable net operating loss carryforward will largely remain intact."

Mediacom Communications Corporation, through its subsidiaries, develops cable systems to provide entertainment, information, and telecommunications services in the United States.


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