March 21, 2014
/PRNewswire/ -- Tripp Levy PLLC, a leading securities and shareholder rights law firm that represents shareholders throughout the nation, announces that it is investigating the acquisition of LIN Media LLC (NYSE: LIN) on behalf of shareholders. Media General, Inc. (NYSE:MEG) and LIN Media LLC (NYSE:LIN) today announced that they have entered into a definitive merger agreement. Under the terms of the agreement the shareholders of LIN Media will receive aggregate consideration valued at
in a combination of stock and cash, or approximately
Media General has formed a new holding company, which after closing will be named Media General. Media General shareholders will receive one share of the new holding company for each share of Media General that they own upon closing. LIN Media shareholders will receive for each LIN share, at their election,
in cash or 1.5762 shares of the new holding company, subject to proration. The aggregate cash amount available for LIN Media shareholders electing cash is
. Upon the closing of the transaction, LIN Media shareholders will own approximately 36% of the fully-diluted shares of the new holding company.
Royal W. Carson, III
, a director of LIN Media, and affiliates of HM Capital Partners I LP HMC, who together beneficially own all of the LIN Media Class C shares and therefore possess 70% of LIN Media LLC's combined voting power, have agreed to vote in favor of the transaction. Affiliates of Standard General, which hold approximately 30% of Media General's shares, have also agreed to vote in favor of the transaction
The investigation concerns whether the board of directors and senior management of LIN breached their fiduciary duties by not engaging in a full and fair auction and process to sell the company so that shareholders received the maximum value for their shares, and whether the pro rated price of
per share is unfairly low. Indeed, analysts have projected that the true going forward inherent value of the company is worth at least
per share and the stock traded as high as
per share recently.
If you are a shareholder of LIN and would like additional information regarding this matter, at no cost or expense, please contact us at: