AirMedia enters into Amendment No. 4 to merger plan
AirMedia Group announced that on July 31 it entered into Amendment No. 4 to the Agreement and Plan of Merger to amend that certain Agreement and Plan of Merger dated September 29, 2015, as amended, by and among the Company, AirMedia Holdings and AirMedia Merger Company, a wholly owned subsidiary of Parent. The Merger Agreement Amendment No. 4 contains the following major amendments: the consideration at which Parent will acquire all of the outstanding shares of the Company not already owned by Herman Guo Man, Dan Shao and Qing Xu has been reduced from $3.00 per ordinary share of the Company or $6.00 per American depositary share, each representing two Shares, or ADSs,, to US$2.05 per Share or US$4.10 per ADS; the Buyer Group intends to fund the Proposed Transaction from the proceeds of a loan facility to be provided by China Merchants Bank, New York Branch; The parent termination fee has been increased from $5.32M to $10.64M; parent and Merger Sub have both agreed to, on or prior to October 31 deposit an amount equal to the Parent Termination Fee into an escrow account or cause the issuance of a letter of credit in the same amount for the benefit of the Company as security for the payment of the Parent Termination Fee; the Company and its relevant subsidiaries have agreed to facilitate the satisfaction of funding conditions under the Debt Commitment Letter; and the termination date of the Merger Agreement has been extended from July 31 to December 31.