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May 3, 2007

Cablevision Systems Corporation announces agreement to sell itself to the founding Dolan Family Group for about $10.6 billion in cash plus debt, a total enterprise value of about $22 billion.

On May 2, Cablevision Systems Corporation announced that it has entered into a definitive agreement to sell itself to the founding Dolan Family Group for about $10.6 billion in cash plus debt, a total enterprise value of about $22 billion.    After extensive negotiations, the Special Transaction Committee of Cablevision independent directors, advised by Willkie, determined that the transaction is in the best interests of Cablevision’s public shareholders.  Under the terms of the agreement made with an entity created by members of the Dolan Family Group, all outstanding shares of Cablevision that the Dolans do not already own will be converted into $36.26 per share in cash.  

The matter has been reported widely in the press, including The Wall Street Journal and The New York Times.   The May 3 WSJ features an article entitled “Independence Can Pay Off,” which focuses on the tremendous success of Cablevision’s special committee of independent directors in facilitating a fair buyout despite the many obstacles that stood in the way.  The WSJ notes that the independent directors, advised by Willkie, “have shown how this job should be done.”  The article underscores that after rejecting two previous offers by the Dolans, “the committee has finally accepted an offer, which is 50% above where Cablevision was trading last fall and a third higher than the Dolan’s original offer.” 

Cablevision has 3.1 million subscribers in the New York metropolitan area, and owns Madison Square Garden, Radio City Music Hall, the New York Knicks and the New York Rangers. 

Willkie has represented the independent committee for several years.  The deal was handled by of counsel Gov. Mario Cuomo; partners Daniel Rubino, Morgan Elwyn, Cornelius Finnegan and Lawrence Kamin; and associates Kevin Bell, Kristin Branson, Sean Ewen, Yara Martinez and Samuel Tversky.