Hearst-Argyle to consider $4-per-share tender offer from Hearst

By Lisa Kerner

Charlotte, N.C., March 26 - Hearst-Argyle Television, Inc. said a special committee of independent members of its board of directors will consider Hearst Corp.'s cash tender offer for the company announced on Wednesday.

The special committee will include director David Pulver, president of private investment firm Cornerstone Capital Inc., and Caroline L. Williams, president of the investment and consulting firm Grey Seal Capital.

Hearst-Argyle said it will postpone its annual meeting of stockholders that had been set for May 6 due to the proposed offer.

As previously reported, Hearst said it planned to begin a $4-per-share cash tender offer in mid-April for all of the outstanding shares of series A common stock of Hearst-Argyle it does not already own.

Once the tender offer is completed, Hearst, a New York publishing and broadcasting company, would acquire the remaining shares through a short-form cash merger at the same $4-per-share cash price paid in the tender offer.

Hearst and its wholly owned subsidiaries currently own approximately 67% of the outstanding shares of Hearst-Argyle series A common stock and 100% of the company's outstanding shares of series B common stock.

Lazard is acting as financial adviser to Hearst in connection with the offer.

Hearst-Argyle is a New York network-affiliated television station owner/operator.

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