NEW YORK -- (Business Wire)
CKx Entertainment Offeror, LLC (f/k/a Colonel Offeror Sub, LLC)
(“Offeror”) and CKx, Inc. (“CKx”) (NASDAQ: CKXE) today announced the
successful completion of the tender offer by Offeror to acquire all
outstanding shares of common stock of CKx (the “Common Shares”) for
$5.50 per Common Share in cash in accordance with the previously
announced definitive merger agreement among CKx and acquisition entities
owned by investment funds managed by affiliates of Apollo Global
Management, LLC (together with its subsidiaries, “Apollo”), a leading
global alternative asset manager. Offeror is a wholly-owned subsidiary
of affiliates of Apollo.
The initial offering period expired, as scheduled, at 12:00 midnight,
New York City time, on Wednesday, June 15, 2011. The depositary for the
tender offer has advised Offeror that, as of the expiration of the
offering period, a total of approximately 50,819,769 Common Shares
(including Common Shares tendered through notices of guaranteed
delivery) were validly tendered to Offeror and not properly withdrawn,
which, together with the Common Shares owned by Robert F.X. Sillerman,
Sillerman Capital Holdings, L.P. and Laura Sillerman (the “Sillerman
Stockholders”) that are held in a voting trust in accordance with, or
subject to certain voting arrangements consistent with, their previously
announced support agreement, and which were not subject to the tender
offer, represent approximately 75.5% of all outstanding Common Shares on
a fully-diluted basis. Offeror has accepted all Common Shares that were
validly tendered and not properly withdrawn during the offering period.
Payment for such Common Shares will be made promptly, in accordance with
the terms of the offer.
Offeror also announced that it will provide a subsequent offering period
for all remaining Common Shares to permit stockholders who have not yet
tendered their Common Shares to do so. This subsequent offering period
will expire at 5:00 p.m., New York City time, on Monday, June 20, 2011.
The same price per Common Share offered during the initial offering
period will be paid to holders of Common Shares who tender their Common
Shares during the subsequent offering period. The procedures for
accepting the offer and tendering Common Shares during the subsequent
offering period are the same as those described for the offer in the
offer to purchase, dated May 17, 2011, as amended, filed with the SEC,
except that no withdrawal rights will apply to Common Shares tendered
during the subsequent offering period and no withdrawal rights will
apply during the subsequent offering period with respect to Common
Shares tendered in the initial offering period and accepted for payment.
Each of Offeror, the Sillerman Stockholders and The Promenade Trust has
reaffirmed that it intends to deliver a written consent adopting and
approving the merger agreement and the other transactions contemplated
by the merger agreement, including the merger, promptly following the
CKx board of directors setting a record date for stockholders entitled
to vote thereon. It is expected that the CKx board of directors will set
such record date as June 16, 2011. Such written consents, when
delivered, will be sufficient to adopt and approve the merger agreement
and the other transactions contemplated thereby, including the merger,
without further action by any other holder of shares of capital stock of
CKx. In such event, it is anticipated that the merger would be
consummated approximately 20 days following the mailing to stockholders
of an information statement pursuant to Section 14C of the Securities
Exchange Act of 1934, which mailing is expected to occur as early as the
11th day after the expiration of the subsequent offering period.
Assuming that all Common Shares tendered through a notice of guaranteed
delivery as of the expiration of the initial offering period are
delivered, in the event that an additional 2.9% of the outstanding
Common Shares are tendered pursuant to the subsequent offering period,
Parent intends to exercise its rights under the previously announced
support agreements with the Sillerman Stockholders and The Promenade
Trust to cause the Sillerman Stockholders and The Promenade Trust to
contribute their Common Shares and shares of preferred stock of CKx to
Parent (or its affiliate), after which Merger Sub would expect to
exercise its rights under the merger agreement to exercise the “top-up
option.” After giving effect to such transactions, Parent would expect
to promptly cause the merger to be effected pursuant to Section 253 of
the Delaware General Corporation Law without any further action by the
holders of shares of capital stock of CKx.
IMPORTANT NOTICE: This press release is neither an offer to purchase nor
a solicitation of an offer to sell shares of CKx. Offeror and certain
other persons have filed a combined Tender Offer Statement and Rule
13e-3 Transaction Statement filed under cover of Schedule TO with the
SEC on May 17, 2011. The Schedule TO and the solicitation/recommendation
statement on Schedule 14D-9 filed by CKx with the SEC on May 18, 2011,
as they have been amended and supplemented, contain important
information about the tender offer, including the terms and conditions
of the offer, that should be read carefully.
These documents will be available at no charge at the SEC’s website at www.sec.gov.
The tender offer statement and the related materials may be obtained for
free by directing a request by mail to Innisfree M&A Incorporated, 501
Madison Avenue, 20th Floor, New York, NY 10022 or by calling toll-free
(888) 750-5834, or by directing a request by mail to Goldman, Sachs &
Co., 200 West Street, New York, NY 10282, or by calling toll-free (800)
323-5678. You may also read and copy the solicitation/recommendation
statement and any reports, statements and other information filed by
Offeror or CKx with the SEC at the SEC public reference room at 100 F
Street N.E., Room 1580, Washington, D.C. 20549. Please visit the SEC’s
website for further information on its public reference room.
About CKx, Inc.
CKx is engaged in the ownership, development and commercial utilization
of globally recognized entertainment content. CKx’s current properties
include the rights to the name, image and likeness of Elvis Presley and
Muhammad Ali, the operations of Graceland, and proprietary rights to the
IDOLS and So You Think You Can Dance television brands, including the
American Idol series in the United States and local adaptations of the
IDOLS and So You Think You Can Dance television show formats which,
collectively, air in more than 100 countries. For more information about
CKx, visit its corporate website at www.CKx.com.
About Apollo Global Management, LLC
Apollo is a leading global alternative asset manager with offices in New
York, Los Angeles, London, Frankfurt, Luxembourg, Singapore, Mumbai and
Hong Kong. As of March 31, 2011, Apollo had assets under management of
$70 billion, in private equity, credit-oriented capital markets and real
estate funds invested across a core group of nine industries where
Apollo has considerable knowledge and resources. For more information
about Apollo, please visit www.agm.com.
Forward-Looking Statements
This release contains forward-looking statements as defined by the
federal securities law which are based on our current expectations and
assumptions, which are subject to a number of risks and uncertainties
that could cause actual results to differ materially from those
anticipated, projected or implied, including, among other things, risks
relating to the expected timing of the completion and financial benefits
of the tender offer and the merger. Neither Apollo nor CKx undertakes
any obligation to publicly update any forward-looking statements,
whether as a result of new information, future events or otherwise.
ckxe-g

Contacts:
For CKx, Inc.:
ICR Inc.
William Schmitt, 203-682-8200
or
For
Apollo Global Management, LLC investor inquiries:
Gary M. Stein,
212-822-0467
Head of Corporate Communications
gstein@apollolp.com
or
For
Apollo Global Management, LLC media inquiries:
Rubenstein Associates
Charles
Zehren, 212-843-8590
czehren@rubenstein.com
Source: CKx, Inc.
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