0001140361-11-044080.txt : 20110830 0001140361-11-044080.hdr.sgml : 20110830 20110830165552 ACCESSION NUMBER: 0001140361-11-044080 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110826 FILED AS OF DATE: 20110830 DATE AS OF CHANGE: 20110830 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Clear Channel Outdoor Holdings, Inc. CENTRAL INDEX KEY: 0001334978 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] IRS NUMBER: 860812139 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 200 EAST BASSE ROAD CITY: SAN ANTONIO STATE: TX ZIP: 78209 BUSINESS PHONE: 210-822-2828 MAIL ADDRESS: STREET 1: 200 EAST BASSE ROAD CITY: SAN ANTONIO STATE: TX ZIP: 78209 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CLEAR CHANNEL COMMUNICATIONS INC CENTRAL INDEX KEY: 0000739708 STANDARD INDUSTRIAL CLASSIFICATION: RADIO BROADCASTING STATIONS [4832] STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32663 FILM NUMBER: 111066289 BUSINESS ADDRESS: STREET 1: 200 E BASSE RD CITY: SAN ANTONIO STATE: TX ZIP: 78209 BUSINESS PHONE: 2108222828 MAIL ADDRESS: STREET 1: 200 EAST BASSE ROAD CITY: SAN ANTONIO STATE: TX ZIP: 78209 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Clear Channel Holdings, Inc. CENTRAL INDEX KEY: 0001343953 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32663 FILM NUMBER: 111066286 BUSINESS ADDRESS: STREET 1: 200 EAST BASSE ROAD CITY: SAN ANTONIO STATE: TX ZIP: 78209 BUSINESS PHONE: 2108222828 MAIL ADDRESS: STREET 1: 200 EAST BASSE ROAD CITY: SAN ANTONIO STATE: TX ZIP: 78209 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CC Media Holdings Inc CENTRAL INDEX KEY: 0001400891 STANDARD INDUSTRIAL CLASSIFICATION: RADIO BROADCASTING STATIONS [4832] FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32663 FILM NUMBER: 111066290 BUSINESS ADDRESS: STREET 1: 200 EAST BASSE ROAD CITY: SAN ANTONIO STATE: TX ZIP: 78209 BUSINESS PHONE: 210-832-3314 MAIL ADDRESS: STREET 1: 200 EAST BASSE ROAD CITY: SAN ANTONIO STATE: TX ZIP: 78209 FORMER NAME: FORMER CONFORMED NAME: C C Media Holdings Inc DATE OF NAME CHANGE: 20070730 FORMER NAME: FORMER CONFORMED NAME: BT Triple Crown Capital Holdings III, Inc. DATE OF NAME CHANGE: 20070524 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Clear Channel Capital I, LLC CENTRAL INDEX KEY: 0001457737 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32663 FILM NUMBER: 111066288 BUSINESS ADDRESS: STREET 1: 200 EAST BASSE ROAD CITY: SAN ANTONIO STATE: TX ZIP: 78209 BUSINESS PHONE: 210-822-2828 MAIL ADDRESS: STREET 1: 200 EAST BASSE ROAD CITY: SAN ANTONIO STATE: TX ZIP: 78209 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Clear Channel Capital II, LLC CENTRAL INDEX KEY: 0001527941 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32663 FILM NUMBER: 111066287 BUSINESS ADDRESS: STREET 1: 200 EAST BASSE ROAD CITY: SAN ANTONIO STATE: TX ZIP: 78209 BUSINESS PHONE: 210-822-2828 MAIL ADDRESS: STREET 1: 200 EAST BASSE ROAD CITY: SAN ANTONIO STATE: TX ZIP: 78209 4 1 doc1.xml FORM 4 X0304 4 2011-08-26 0 0001334978 Clear Channel Outdoor Holdings, Inc. CCO 0001400891 CC Media Holdings Inc 200 EAST BASSE ROAD SAN ANTONIO TX 78209 0 0 1 0 0000739708 CLEAR CHANNEL COMMUNICATIONS INC 200 EAST BASSE ROAD SAN ANTONIO TX 78209 0 0 1 0 0001457737 Clear Channel Capital I, LLC 200 EAST BASSE ROAD SAN ANTONIO TX 78209 0 0 1 0 0001527941 Clear Channel Capital II, LLC 200 EAST BASSE ROAD SAN ANTONIO TX 78209 0 0 1 0 0001343953 Clear Channel Holdings, Inc. 200 EAST BASSE ROAD SAN ANTONIO TX 78209 0 0 1 0 Class A Common Stock 2011-08-26 4 P 0 4400 10.9618 A 502398 I See footnote. The Reporting Persons are indirect beneficial owners of the reported securities. These shares of Class A Common Stock of the Issuer are directly owned by CC Finco, LLC, which is a direct wholly owned subsidiary of Clear Channel Holdings, Inc., which is a direct wholly owned subsidiary of Clear Channel Communications, Inc., which is a direct wholly owned subsidiary of Clear Channel Capital I, LLC, which is a direct wholly owned subsidiary of Clear Channel Capital II, LLC, which is a direct wholly owned subsidiary of CC Media Holdings, Inc. In addition, as previously reported on Form 3 filings, Clear Channel Holdings, Inc. directly owns 315,000,000 shares of Class B Common Stock of the Issuer, each of which is convertible at any time into one share of the Class A Common Stock, subject to certain limited exceptions. Reflects the purchase of 4,400 shares of Class A Common Stock on August 26, 2011 at the weighted average purchase price of $10.9618. The prices for these shares range from $10.89 to $10.98. The Reporting Persons undertake to provide, upon request by the Securities and Exchange Commission, the Issuer or a security holder of the Issuer, full information regarding the number of shares purchased at each separate price. Exhibit 24.1--Power of Attorney /s/ Michelle S. Miller, as attorney-in-fact on behalf of CC Media Holdings, Inc. 2011-08-30 /s/ Michelle S. Miller, as attorney-in-fact on behalf of Clear Channel Capital I, LLC 2011-08-30 /s/ Michelle S. Miller, as attorney-in-fact on behalf of Clear Channel Capital II, LLC 2011-08-30 /s/ Michelle S. Miller, as attorney-in-fact on behalf of Clear Channel Communications, Inc. 2011-08-30 /s/ Michelle S. Miller, as attorney-in-fact on behalf of Clear Channel Holdings, Inc. 2011-08-30 EX-24.1 2 poa1.htm POWER OF ATTORNEY Unassociated Document
August 30, 2011
 
POWER OF ATTORNEY
 
KNOW ALL BY THESE PRESENTS, that each of the undersigned hereby constitute and appoint each of Mark P. Mays, William B. Feehan, Robert H. Walls, Jr., Hamlet T. Newsom, Jr. and Michelle Miller signing singly, as the undersigned’s true and lawful attorney-in-fact to: (i) execute for and on behalf of the undersigned, in the undersigned’s capacity as an owner of greater than 10% of the outstanding Common Stock of Clear Channel Outdoor Holdings, Inc., a Delaware corporation (the “Company”), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (ii) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 or 5 and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and (iii) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact’s discretion.
 
Each of the undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted.  Each of the undersigned acknowledge that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.
 
This Power of Attorney shall remain in full force and effect as to each of the undersigned until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.
 

 
 
 

IN WITNESS WHEREOF, each of the undersigned has caused this Power of Attorney to be executed as of date first written above.
 
CC MEDIA HOLDINGS, INC.
  
CLEAR CHANNEL CAPITAL II, LLC
     
By: /s/ Hamlet T. Newsom, Jr.
  
By: /s/ Hamlet T. Newsom, Jr.
Hamlet T. Newsom, Jr., Vice President,
  
Hamlet T. Newsom, Jr., Vice President,
Associate General Counsel and Assistant
  
Associate General Counsel and Assistant
Secretary
  
Secretary
     
CLEAR CHANNEL CAPITAL I, LLC
  
CLEAR CHANNEL COMMUNICATIONS, INC.
     
By: /s/ Hamlet T. Newsom, Jr.
  
By: /s/ Hamlet T. Newsom, Jr.
Hamlet T. Newsom, Jr., Vice President,
  
Hamlet T. Newsom, Jr., Vice President,
Associate General Counsel and Assistant
  
Associate General Counsel and Assistant
Secretary
  
Secretary
     
CLEAR CHANNEL HOLDINGS, INC.
    
     
By: /s/ Hamlet T. Newsom, Jr.
    
Hamlet T. Newsom, Jr., Vice President,
    
Associate General Counsel and Assistant
    
Secretary