Clearview Shareholders to Receive Stock and Cash Consideration Pursuant to Cablevision Merger.WOODBURY, N.Y.--(BUSINESS WIRE)--Dec. 10, 1998--Cablevision Systems Corp. (ASE (Adaptive Server Enterprise) A relational DBMS from Sybase that runs on Windows NT/2000, Linux and a variety of Unix platforms. ASE is a comprehensive and robust data management product with a long history dating back to the late 1980s. :CVC See CSC. ) announced today that, in connection with the Merger of Clearview into a wholly owned subsidiary Wholly Owned Subsidiary A subsidiary whose parent company owns 100% of its common stock. Notes: In other words, the parent company owns the company outright and there are no minority owners. of Cablevision, which was completed on Dec. 2, 1998, the former shareholders of Clearview will receive cash and/or shares of Cablevision Class A Common Stock. Subject to certain limitations and proration Proration A situation during a corporate action in which the available cash or shares are not sufficient to satisfy the offers tendered by shareholders. Therefore, a proportion of both cash and shares is granted for each offer tendered. procedures, holders of Clearview Common and Preferred Stock Stock shares that have preferential rights to dividends or to amounts distributable on liquidation, or to both, ahead of common shareholders. Preferred stock is given preference over common stock. Holders of preferred stock receive dividends at a fixed annual rate. were permitted to elect to receive cash or shares of Cablevision Class A Common Stock in exchange for the shares of Clearview Common and Preferred Stock surrendered in the Merger. After application of the limitations and proration procedures, approximately 75.7% of the shares of Clearview Common and Preferred Stock elected to be exchanged for cash will be exchanged for cash, at a price of $24.25 per share of Clearview Common Stock, with the balance to be exchanged for Cablevision Class A Common Stock. Shares of Clearview Common and Preferred Stock held by shareholders who did not elect to receive cash will be exchanged for shares of Cablevision Class A Common Stock. The cash consideration to be received by former Clearview shareholders is expected to be distributed by the Exchange Agent on December 11, 1998, and shares of Cablevision Class A Common Stock are expected to be distributed by the Exchange Agent on December 14, 1998. Cablevision Systems Corporation is one of the nation's leading telecommunications, entertainment and cable television companies. The Company's cable television operations serve more than 3.4 million subscribers located primarily in New York New York, state, United States New York, Middle Atlantic state of the United States. It is bordered by Vermont, Massachusetts, Connecticut, and the Atlantic Ocean (E), New Jersey and Pennsylvania (S), Lakes Erie and Ontario and the Canadian province of , Boston and Cleveland metropolitan areas. Rainbow Media Holdings Inc., a 75% owned subsidiary of Cablevision, manages entertainment, news and sports programming businesses. Rainbow Media's assets include ownership interests in American Movie Classics, Bravo, Madison Square Garden Current arenas in the National Hockey League Western Conference Eastern Conference , L.P., Radio City Entertainment and FOX Sports Net. The Company also owns and operates approximately 40 Nobody Beats the Wiz consumer electronics store locations. |
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