Saga Communications (NASDAQ:SGA) said Wednesday it rejected an unsolicited non-binding conditional indication of interest to acquire the firm under two potential transaction structures.
The first structure was a cash buyout offer of $30-$33 per share, and the second was a merger in which Saga (SGA) shareholders would receive $12.47 per share in cash and would own 83.1% of the combined firm, which would then assume the bidder's existing debt.
Saga's (SGA) board determined that the bidder - a smaller broadcaster - did not provide sufficient evidence of ability to obtain required financing.
The board will continue to evaluate all opportunities to enhance shareholder value, including through a new variable dividend policy as well as acquisitions of broadcast properties.
Saga (SGA) also said Warren Lada, who served as interim CEO till December 6, was elected as chairman of its board.
Lada will replace Gary Stevens, who served as interim chairman since August 24. Stevens will continue to serve as a board member.
Christopher Forgy, Saga's (SGA) president and CEO, has been appointed as a director.
Saga (SGA) announced a new variable dividend policy, under which it will declare an additional dividend in Q2 of each year of 70% of the preceding year's annual free cash flow.
The company also declared $0.25 quarterly dividend and $2 special dividend.