Infinity Broadcasting Shareholders to Vote on Viacom Merger

Infinity Broadcasting(INF Quote) will hold a meeting of its stockholders to seek approval for its planned $12.5 billion acquisition by media giant Viacom(VIA Quote) in light of a recent Deleware court decision that created uncertainty on minority buyouts.

Infinity and Viacom, which had expected to close the deal next week, said today the shareholder meeting will take place in February and that the merger will close after the meeting. Infinity's two largest stockholders, Arturo R. Moreno and William S. Levine, have agreed to vote their shares in favor of the transaction.

Both Viacom and Infinity were recently trading lower in afternoon activity on the Big Board. Shares of Viacom lately fell $2.56, or 4.6%, to $53.50, while Infinity was down $1.81, or 5.5%, to $31.31.

The Delaware court decision involved WorldCom's(WCOM Quote) acquisition of Intermedia Communications(ICIX Quote), which gives WorldCom majority control of web-hosting company Digex(DIGX Quote).

Minority shareholders of Digex, arguing that they weren't receiving fair value in WorldCom's offer, have sued to block the deal. In December, a judge in Delaware refused to block the transaction but raised the possibility that the minority shareholders may be able to recover monetary damages.

Viacom currently owns all of Infinity's Class B common stock, which amounts to 64% of Infinity's common stock and 90% of the combined voting interests of the broadcasting company's common stock.

Separately, a published report said Viacom, whose properties include CBS, MTV, Nickelodeon and Paramount Pictures, is set to issue $1.5 billion in a three-part debt deal through a private placement.