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Cooke Agrees To Drop Multimedia Takeover Bid

July 20, 1985

COLUMBIA, S.C. (AP) _ Multimedia Inc. officials said they were going ahead with a shareholders vote on a recapitalization plan after Jack Kent Cooke announced that he would drop his bid to take over the communications company.

Donald Barhyte, chief financial officer for Multimedia, said the Securities Exchange Commission must still approve the recapitalization plan.

Founding families and senior management have offered shareholders $41.26 per share in cash plus a bond with $26.54 face value in an attempt to solidify their control of the company.

The offer also includes the option of a bond with a face value of $125 instead of cash.

Barhyte said Friday that a proxy statement would be prepared in the next week and a shareholder’s meeting to vote on the recapitalization plan would be held in the next few weeks.

Cooke, a Virginia businessman and owner of the Washington Redskins, said Friday that he would sell his 1.6 million shares for $70 apiece to M M Acquiring Corp., formed by founding families and management for the purpose of recapitalization.

He also agreed to drop his suit against the recapitalization plan and will be paid an unspecified ″reimbursement″ for ″certain expenses, including legal costs,″ Multimedia officials said.

Cooke’s One-Two Corp. had made a tender offer for 6,730,000 shares of Multimedia at $70.01 per share, which would have given him controlling interest if accepted by shareholders.

″The prospect of protracted litigation is unacceptable to me,″ Cooke said in a statement issued in Middleburg, Va. ″Rather than continue it, I have decided it better for all concerned to allow the family’s recapitalization to become effective.″

He first made an unsolicited bid in April to buy outstanding shares at $63 per share. Cooke and his son, John Kent Cooke, began buying shares in March at $54.95 a share.

Cooke’s initial offer, and the subsequent larger offer, were rejected by Multimedia.

Multimedia, based in Greenville, S.C., owns 43 newspaper, 10 radio stations, and five television stations, and operates more than 100 cable television systems.

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