NEW YORK Univision Communications on Monday filed its first acquisition-related proxy with the U.S. Securities and Exchange Commission.
The filing indicates that Univision might have to pay a $300 million fee to the private equity consortium seeking to purchase the Spanish-language broadcaster if the deal is terminated under "certain circumstances."
Those circumstances include entry into a different proposal or a reversal by Univision's board of its recommendation in favor of the current proposal, according to the filing.
The document also states that the consortium would have to pay the $300 million fee if it fails to meet financing requirements set out in the acquisition agreement.
The consortium last month entered into an agreement to purchase Univision for $36.25 a share, or $12.3 billion, plus the assumption of $1.4 billion in debt. (The acquiring group consists of Madison Dearborn Partners, Providence Equity Partners, Texas Pacific Group, Thomas H. Lee Partners and billionaire Haim Saban's Saban Capital Group.)
At the time the deal was disclosed, Jerrold Perenchio, CEO of Univision, said, "This blue-chip group brings to Univision in-depth knowledge of the rapidly changing media landscape and an exceptional track record of supporting growth and enhancing value." The sale is expected to close in the second quarter of 2007.
Univision shares closed at $33.31 Monday on the NYSE, up slightly less than 1 percent from Friday's close.
Univision's new owners would preside over the largest collection of Spanish-language media brands in the U.S., including the Univision and Telefutura broadcast TV networks, the Galavision cable network, Univision Music Group, Univision Online and more than 100 TV and radio stations.
—Marketing y Medios staff report