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CEO Smulyan gets OK to take Emmis private

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Emmis Communications Corp. agreed to be acquired for about $90 million by closely held JS Acquisition LLC, a company formed by Emmis Chairman and CEO Jeffrey H. Smulyan.

Emmis’s board unanimously approved the transaction, the companies said Tuesday in a statement. Smulyan’s offer was announced on April 26.

Acquisition LLC is offering $2.40 a share in cash, a 12-percent premium to Tueday’s closing price of $2.14, according to Bloomberg data. The stock has gained 84 percent this year in NASDAQ Stock Market trading.

Emmis, based in Indianapolis, owns 23 radio stations in cities including Los Angeles, Chicago and New York. The company also operates radio networks in Slovakia and Bulgaria and publishes magazines including Indianapolis Monthly.

Smulyan tried to take the company private four years ago, but that deal bogged down at the board level over price. As talks dragged on, credit market soured, and Smulyan ended discussions.

The 2006 offer of $15.25 per share—a bid that valued the entire company at $567 million—looks rich by today’s standards. The stock plunged as low as 24 cents last July and rallied to around $2.30 before Smulyan unveiled his new, $2.40-per-share buyout offer.

Within hours of the April 26, law firms began issuing press releases saying they were looking into filing breach-of-fiduciary-duty suits. Two such lawsuits were filed this montn in Marion Superior Court.

Smulyan, 63, is the company’s controlling shareholder. Although he owns less than 20 percent of the shares, most of his stock has special voting rights on nearly all matters except a going-private transaction. In that scenario, each of his shares has a single vote, putting him on equal footing with rank-and-file shareholders.

Yet even with the diminished voting power, experts believed Smulyan could win enough support to close his deal—in part because other shareholders recognize this might be the best they can get.

This story will be updated.

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  1. So the Mayor adds another non value added layer to having a vehicle towed? Whereby the City Government RECIEVES AN ILLEGAL KICKBACK FROM A LGOISTICS COMPANY THAT SUBS THE WORK TO LOCAL TOW COMPANIES? What is the service the City performs for receiving the "tribute"? This is RICO!!!!! What a corrupt and unnecessary layer. What a dirtbag Mayor and his cronies.

  2. Owner occupied housing. Clear enough?

  3. So people think I am paranoid. It's from experience in dealing with puds requested by developers who make major donations themselves to representatives, have nice fund raisers for those running for office and hide through pac's. then there are the public relation firms. You will note some pr comments below. You there Clyde Lee? My opinion. Commercial along 421, great. Multifamily housing, terrible idea that will change the town. Senior condos or zero lot line homes west, great. I suggest keeping all entries to commercial areas at 421. All entries to owner occupied on sycamore. Will keep the traffic on sycamore down some. Two other things. You can't trust what will be there in 10 years. Steve builds quality stuff, but areas change over time. Look at the changes at the wall mart center at 86th and 421 over the last 10 years. Look at the apartments and neighborhoods behind St Vincent's. Raintree properties WILL decrease in value if commercial and multifamily goes in near. It has already been happening around the bridges area. The houses that have been sold recently are way below market. Several deals not closed due to the Illinois construction and the whole unsurety of the bridges. It's pretty simple, Zionsville will approve the whole thing because the city council has been groomed over a LONG period of time for this. I might even suggest some are in their position as a result of this.

  4. Esta, do you have a dog in this fight? You seem to really want to knock anyone against this project. No, I didn't move to Indiana for the architecture. I moved here for that red barn in the field. The horses and fields of corn. A place that is NOT overdeveloped. There are plenty of nearby places in Indianapolis that could be REDEVELOPED instead.

  5. RKW - OK, we get it, you're paranoid. The question is, are you paranoid enough? Greg - Yes, Pittman(s) is (are) at it again. They are developers, they build things. It's what they do. So when you go to work tomorrow, Greg, you're at it again too. Cliff - Really? You moved to Indiana for its progressive architecture? That's like moving to England for the cuisine. Zionsvillain - The house you moved to was once a field or woods. I'm willing to bet folks were upset when that ground was plowed under and a house was built. But I guess now that you are in, everything should stop? "My house was OK, but the next one is sprawl." SE Guy - Please don't paint us with such a wide brush. Most reasonable Zionsville residents welcome planned, measured development.

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