After the months-long bidding war for Outdoor Channel, it’s surprising to see news about it that doesn’t include a few dollar signs: The victor in the contest, Kroenke Sports & Entertainment, says today that it tapped Jim Liberatore to become its new CEO, succeeding Tom Hornish who will stay through a transition period. Liberatore was president of SportsTime Ohio since 2006, and before then was at Speed Channel, the Fox Sports/Sunshine Network and Madison Square Garden. ”Jim has an outstanding track record of building and growing successful cable network brands and we will benefit from his expertise, industry relationships and vision,” says KSA chief Jim Martin. Liberatore says that “the future is exceedingly bright for Outdoor Channel and I am confident we can continue to grow our leadership and influence in serving the nation’s outdoor enthusiast market.”
The deal’s finally done, with Kroenke Sports & Entertainment paying $10.25 a share — about $265M — for the cable channel. “As a part of KSE, Outdoor Channel will be well positioned — competitively, strategically and financially — to meet the needs of its customers and business partners,” says KSE chief Jim Martin. Outdoor Channel CEO Tom Hornish adds that the new owner will “greatly strengthen our ability to invest in assets, expand our distribution and continue to generate the unparalleled experience our viewers expect.” KSE is owned by Stan Kroenke. It owns the NFL’s St. Louis Rams and is a power in Denver with venues including the Pepsi Center, the Paramount Theater and Dick’s Sporting Goods Park, and teams including hockey’s Colorado Avalanche, the NBA’s Denver Nuggets, and Major League Soccer’s Colorado Rapids. Outdoor Channel shareholders approved the deal in a special meeting yesterday with 19.3M votes in favor and just 758,969 against. The company initially agreed in November to sell itself to InterMedia Partners, which owns The Sportsman Channel, in a deal valued at about $8 a share. But that collapsed in March when Kroenke launched a bidding war.
The bidding war for the cable channel is coming to a head with Kroenke Sports & Entertainment up to $10.25 a share — about $265M — moving ahead of InterMedia Outdoor Holdings’ $9.75. The new offer is higher than the stock’s closing price today of $10.14. No surprise that the Outdoor Channel board now recommends that shareholders vote for this deal at a meeting that the company says it expects to hold next week. InterMedia faces new hurdles if it wants to come back with a higher offer: According to the terms of Outdoor’s amended agreement with Kroenke, the company must let shareholders vote on the Kroenke offer — even if the board switches its recommendation. Executives and board members who control 41% of the shares have committed to support Kroenke no matter what. What’s more, if Kroenke loses then Outdoor will have to pay a $7.5M break-up fee, up from the previous $1M. In November directors agreed to accept cash or stock valued at $8.00 from InterMedia. The company switched sides in March when Kroenke came in with an $8.75 offer. InterMedia appeared to back away, but returned on April 30 offering $9.15. Last week Kroenke was back at $9.35, quickly followed by InterMedia’s $9.75. InterMedia owns The Sportsman Channel and 15 magazines including Guns & Ammo and Petersen’s Hunting.
The only surprise here it that it took the cable channel so long to make the decision. Investors were scheduled to meet tomorrow to vote on Kroenke Sports & Entertainment‘s $9.35-a-share acquisition offer — even though Outdoor Channel said yesterday that it now prefers InterMedia Outdoor Holdings’ $9.75 bid, worth about $252M. Kroenke has until Thursday to sweeten its price. Still, the company wouldn’t say yesterday that it would put off tomorrow’s vote. That changed this morning with an announcement that shareholders would be best served if the vote is postponed “until after May 9, 2013.” Kroenke also “has agreed to the adjournment of the special meeting” Outdoor Channel says. Its investors continue to bet that the company controlled by real estate and sports mogul Stanley Kroenke will return with a higher price. The stock is trading this morning at $10.08 a share, up 9 cents. But InterMedia also has a strong incentive to win the bidding war. Outdoor Channel would complement its existing properties which include The Sportsman Channel and 15 magazines including Guns & Ammo and Petersen’s Hunting.