With the non-consummation of its $8.6 billion proposed acquisition of the broadcast TV station owner, the Soohyung Kim-led hedge fund Standard General had to pay a termination fee.
That’s been completed. But, it paid no cash to TEGNA.
As previously disclosed, Standard General had to satisfy a termination fee, plus interest accrued since the end of a merger agreement that would have created a “new TEGNA” with majority ownership held by Standard General.
As of today, that $136,343,726 obligation has been met. But Standard General made it so by transferring 8,640,452 TEGNA shares to the company — making it a non-cash completion of its financial obligation under the terms of the merger agreement.
TEGNA noted on Friday that its receipt of the shares from Standard General will not reduce its previously announced $300 million “ASR”.
Under the terms of the ASR, TEGNA will repurchase $300 million in TEGNA common shares from JPMorgan Chase Bank, with an initial delivery of approximately 15.2 million shares on June 6.
The final number of shares to be repurchased will be based on the average daily volume-weighted average price of TEGNA shares during the term of the ASR, less a discount and subject to customary adjustments pursuant to the terms of the ASR.
The final settlement of the ASR is expected to be completed by the end of the third quarter of 2023, subject to acceleration at JPMorgan’s discretion.
TEGNA added that its Board of Directors and management team “are actively reviewing the return of additional excess capital that accumulated during the pending merger.”
