The distribution will take place on February 9, 2010 to Cablevision
shareholders of record as of the close of business on January 25, 2010.
For the distribution, each Cablevision Class A stockholder will receive
one share of Madison Square Garden Class A common stock for every four
shares of Cablevision Class A common stock they hold as of the record
date. Each Cablevision Class B stockholder will receive one share of
Madison Square Garden Class B common stock for every four shares of
Cablevision Class B common stock they hold as of the record date.
Cablevision President and CEO James L. Dolan commented, "We are now one
step closer toward our goal of creating two distinct companies for
investors, each leaders in their industry with their own defined
business focus and clear investment characteristics. MSG joined the
Cablevision family of companies nearly 15 years ago and today houses one
of the world's most dynamic collection of sports, entertainment and
programming properties. Meanwhile, Cablevision has developed a portfolio
of industry-leading telecommunications services, strong programming and
content offerings that have made it one of the nation's leading media
and telecommunications companies. We are confident that Cablevision will
be able to continue to build on its remarkable record of achievement and
that MSG is well positioned for long-term success as a public company."
Fractional shares of MSG common stock will not be distributed to
Cablevision stockholders. Instead, they will be aggregated and sold in
the public market, with the net proceeds distributed pro rata in the
form of cash payments to stockholders who otherwise would be entitled to
a fractional share of MSG common stock.
No action or payment is required by Cablevision stockholders to receive
the shares of MSG common stock. Stockholders who hold Cablevision common
stock as of the record date will receive a book-entry account statement
reflecting their ownership of MSG common stock or their brokerage
account will be credited with the MSG shares. An Information Statement
containing details regarding the distribution of the MSG common stock
and MSG's business and management following the MSG spin-off will be
mailed to Cablevision stockholders prior to the distribution date.
The MSG spin-off has been structured to qualify as a tax-free
distribution to Cablevision stockholders for U.S. federal income tax
purposes. Cash received in lieu of fractional shares, however, will
generally be taxable. Cablevision stockholders are urged to consult with
their tax advisors with respect to the U.S. federal, state, local and
foreign tax consequences of the MSG spin-off.
Shares of Cablevision Class A common stock will continue to trade
"regular way" on the New York Stock Exchange ("NYSE") under the symbol
"CVC" through the distribution date of February 9, 2010 and thereafter.
Any holders of Cablevision Class A common stock who sell Cablevision
shares regular way on or before February 9, 2010, will also be selling
their right to receive shares of MSG Class A common stock. Investors are
encouraged to consult with their financial advisers regarding the
specific implications of buying or selling Cablevision Class A common
stock on or before the distribution date. Cablevision's Class B common
stock is not listed on a securities exchange.
MSG Class A common stock is expected to begin trading on a "when-issued"
basis on NASDAQ under the symbol "MSGNV" beginning on January 25, 2010.
On February 10, 2010, when-issued trading of MSG Class A stock will end
and "regular-way" trading under the symbol "MSG" will begin. The CUSIP
number for the MSG Class A stock will be 55826P100 when regular-way
trading begins. MSG's Class B common stock will not be listed on a
securities exchange. MSG will be controlled by the Dolan family through
their ownership of Class B shares.
The completion of the MSG spin-off is subject to the effectiveness of
MSG's Form 10 filed with the Securities and Exchange Commission ("SEC")
and the MSG common stock being authorized for listing on the NASDAQ.
Cablevision and MSG expect these conditions to the MSG spin-off to be
satisfied on or before the distribution date.
Please visit www.cablevision.com/investor
for additional information, including Frequently Asked Questions,
regarding the spin off of MSG described in this release.
About Cablevision Systems Corporation
Cablevision Systems Corporation (NYSE: CVC) is one of the nation's
leading media and entertainment companies. Its cable television
operations serve more than 3 million households in the New York
metropolitan area. The company's advanced telecommunications offerings
include its iO TV® digital television, Optimum Online® high-speed
Internet, Optimum Voice® digital voice-over-cable, and its Optimum
Lightpath integrated business communications services. Cablevision
operates several successful programming businesses, including AMC, IFC,
Sundance Channel and WE tv, through Rainbow Media Holdings LLC, and
serves the New York area as publisher of Newsday and other niche
publications through Newsday Media Group. The company also owns and
operates Clearview Cinemas.
About Madison Square Garden
Madison Square Garden is a fully integrated sports, entertainment and
media business. The company is comprised of three business segments: MSG
Sports, MSG Entertainment and MSG Media, which are strategically aligned
to work together to drive its overall business, and built on a
foundation of iconic venues and compelling content that MSG creates,
produces, presents and/or distributes through its programming networks
and other media assets. MSG Sports consists of the New York Knicks
(NBA), the New York Rangers (NHL), the New York Liberty (WNBA), and the
Hartford Wolf Pack (American Hockey League). MSG Entertainment is a
leader in managing and creating concerts and events at Madison Square
Garden, Radio City Music Hall, The Theater at Madison Square Garden, the
Beacon Theatre, the legendary Chicago Theatre, the Wang Theatre in
Boston, and produces the Radio City Christmas Spectacular featuring the
Radio City Rockettes. MSG Media is comprised of leading television
networks MSG, MSG Plus, MSG HD and MSG Plus HD, as well as MSG
Interactive, which oversees all company wireless and online initiatives,
and Fuse and Fuse HD, the premier national music television network. The
company owns and operates the Madison Square Garden arena complex
located in the heart of the New York metropolitan area.
This press release contains statements that constitute
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995. Investors are cautioned that any such
forward-looking statements are not guarantees of future performance or
results and involve risks and uncertainties, and that actual results or
developments may differ materially from those in the forward-looking
statements as a result of various factors, including financial community
and rating agency perceptions of the company and its business,
operations, financial condition and the industry in which it operates
and the factors described in the Company's filings with the Securities
and Exchange Commission, including the sections entitled "Risk Factors"
and "Management's Discussion and Analysis of Financial Condition and
Results of Operations" contained therein. The Company disclaims any
obligation to update the forward-looking statements contained herein.
SOURCE: Cablevision Systems Corporation
Cablevision Systems Corporation
Charles Schueler
Senior Vice President
Media and Community Relations
516-803-1013
or
Madison Square Garden
Barry Watkins
Senior Vice President
Communications
212-465-5920
or
Cablevision Systems Corporation
Patricia Armstrong
Senior Vice President
Investor Relations
516-803-2270