US: Hallmark buys owner of Hallmark Channel to make it private

Hallmark Cards Inc. said it would take subsidiary Crown Media Holdings which it already owns nearly all of, private for about $175 million.

Hallmark, which holds a 90.3% stake in Crown, delivered a letter to its board Tuesday saying it intends to acquire the remaining stock of Studio City, Calif.-based Crown for $5.05 a share, a 2.4% premium over Tuesday’s closing price. Crown has about 360 million shares outstanding, including Hallmark’s stake.

Because Hallmark owns more than 90% of Crown’s shares, it can proceed with a so-called short form merger under Delaware law without any action or consent by Crown’s board of directors or the approval of other shareholders.

“Hallmark intends to operate Crown, and its use of the highly recognized Hallmark brand in the entertainment industry, to strengthen the Hallmark brand across all of the Hallmark businesses,” the company said in the letter. Crown operates the Hallmark Channel.

Full content: The Wall Street Journal

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