Simpson Thacher Represents Special Committee of the Board of Directors of IAC in Transaction with Liberty Media
12.07.10
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The Firm represents the Special Committee of the Board of Directors of IAC in connection with a transaction between IAC and Liberty Media Corporation, IAC’s largest stockholder. Liberty exchanged its entire equity interest in IAC (consisting of approximately 8.5 million shares of Class B stock and 4.3 million shares of common stock, and representing approximately 60% of the total votes of all classes of IAC stock) for all the capital stock of a wholly-owned subsidiary of IAC that holds the Evite and Gifts.com businesses and approximately $220 million in cash.
Immediately before Liberty’s exchange of shares with IAC, IAC Chairman and CEO Barry Diller exchanged approximately 4.3 million shares of IAC common stock held by him for an equal number of shares of Class B common stock held by Liberty. The exchange took place as part of a pre-existing stockholders agreement between Mr. Diller and Liberty. After giving effect to the transaction, Mr. Diller owns shares representing approximately 34% of the total votes of all classes of IAC stock, the largest individual voting stake in the company.
IAC, a Nasdaq listed company, operates more than 50 leading and diversified Internet businesses across 30 countries. Liberty Media owns interests in a broad range of electronic retailing, media, communications and entertainment businesses. Those interests are attributed to three tracking stock groups, each of which trades on Nasdaq.
The Simpson Thacher team representing the Special Committee of the Board of Directors of IAC includes Brian Stadler, Steven Todrys, Rhett Van Syoc, William Freiberg and Leslie Oguchi.