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Times Mirror Completes Cable Merger with Cox : Media: Shareholders will receive stock in the new Times Mirror company and in Cox.

From a Times Staff Writer

Times Mirror Co. on Wednesday completed a $2.3-billion merger of its cable operations with Cox Communications Inc.

Under terms of the merger, Times Mirror shareholders other than the trusts of the founding Chandler family will receive--for each share of old Times Mirror stock--one common share in the new Times Mirror and about 0.54 of a common share of the Cox Communications cable company.

Times Mirror shareholders also gain the right to receive an additional amount of Cox Communications stock, depending on the trading price of the cable company within a 45-to-90-day period.

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The stock of the new Times Mirror closed Wednesday at $23.375, down $9 on the New York Stock Exchange, reflecting the value of the new Times Mirror without the cable operations. Cox Communications closed Wednesday at $16.50 a share, up 75 cents.

Together, the new Times Mirror stock plus a 0.54 share of Cox Communications are worth roughly the same as the old Times Mirror stock, a Times Mirror spokeswoman said.

As previously announced, Times Mirror will cut the annual dividend on its new common stock to 24 cents per share from $1.08, effective in June. Times Mirror has also agreed to offer to exchange at least $350 million of a new issue of preferred stock for shares of its common. The dividend yield on the preferred stock will be at least 6.5% of the stock price per year.

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Los Angeles-based Times Mirror, which publishes the Los Angeles Times, Newsday and other newspapers, said the Chandler Trusts will receive common shares in the new Times Mirror. Instead of shares in the cable company, they will also receive a new class of fixed-rate, non-voting preferred stock in the new Times Mirror.

“This transaction reaffirms our commitment to providing the highest-quality information in whatever formats our customers want and gives us the financial resources to invest in our growth,” said Robert F. Erburu, chairman, president and chief executive of Times Mirror.

Times Mirror said in a statement that it will record a $1.6-billion gain on the sale of the cable operations in the first quarter.

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