Home Music Industry News CBS Corporation Launches Exchange Offer To Split-Off CBS Radio 

CBS Corporation Launches Exchange Offer To Split-Off CBS Radio 

CBS Corporation Launches To Split-Off

Combination of CBS Radio and Will Create Scale and Reach across the U.S., Including 22 of the Top 25 Markets

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 CBS Corporation (NYSE: CBS.A and CBS) (“CBS”) today announced the commencement of an exchange offer for the separation of its radio business as part of its previously announced agreement to combine CBS Radio Inc. (“CBS Radio”) with Entercom Communications Corp. (NYSE: ETM) (“Entercom”). The combined company will have a nationwide footprint of 235 stations, including stations in 22 of the top 25 U.S. markets.

The exchange offer represents the next step in the planned combination of CBS Radio and Entercom, which will be effected through a “Reverse Morris Trust” transaction. In the exchange offer, CBS shareholders will have the opportunity to exchange their shares of CBS Class B for shares of CBS Radio , which will be immediately converted into the right to receive an equal number of shares of Entercom Class A upon completion of the proposed merger, in each case subject to certain customary terms and conditions. The exchange offer and merger are generally expected to be tax-free to participating CBS shareholders for U.S. federal income tax purposes.

“We are very pleased to be taking this important step toward the split-off of our radio business in a way that we believe is good for CBS Radio, good for the CBS Corporation, and good for our shareholders,” said Leslie Moonves, Chairman and Chief Executive Officer, CBS Corporation. “This exchange offer will give equity holders the opportunity to invest in what we believe will be a best-in-class radio company, with top assets and a terrific management team. And for CBS, we expect that it will unlock even more value and allow us to become even more focused on the creation and distribution of premium video content.”

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