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Broadcasting Partners Agrees To Merge Into Evergreen Media

February 1, 1995

IRVING, Texas (AP) _ In a deal that will bring together 22 radio stations in 10 markets, Evergreen Media Corp. said Wednesday it will acquire Broadcasting Partners Inc. of New York.

The deal will make Irving-based Evergreen the fifth largest radio broadcasting company in the nation and increase its presence in the largest markets, said Scott Ginsburg, chairman and chief executive officer.

If approved by federal regulators, Evergreen will pay $12 and 0.46 shares of its Class A common stock for each share of Broadcasting Partner’s stock. That comes to about $20 a share.

Evergreen also will refinance about $81 million of Broadcasting Partners’ long-term debt. In all, the deal is worth about $243 million, the companies said.

Their combined revenue was about $160 million last year.

Evergreen may have to sell two of the four FM stations it would own in Chicago under the merger. Federal Communications Commission rules limit one company’s ownership in the same market to two AM and two FM stations.

The companies said they will ask the FCC for permission to let Evergreen operate the Chicago stations for at least 12 to 18 months. Matthew E. Devine, Evergreen’s chief financial officer, said the four stations combined have 17 percent of the listeners in Chicago, well below the FCC’s 25 percent limit.

Each company owns 11 stations. Evergreen’s other markets are Los Angeles, San Francisco, Washington, Houston and Coral Gables-Miami. Broadcasting Partners’s other markets are New York, Detroit, Dallas and Charlotte, N.C.

Pending FCC and shareholder approval, the merger is expected to close by summer.

In trading on the NASDAQ exchange, Evergreen stock closed down $2 at $15.50 a share. Broadcasting Parnters’ stock was up $2.375 a share at $17.375.

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