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Zenith Slates Nov. 7 For Vote On LGE Buy


Zenith has set November 7 for the special meeting at which it will ask stockholders for approval of its agreement to sell a controlling interest to Goldstar parent LG Electronics of Korea for $351 million.


LG Electronics, meanwhile, has extended from October 19 to November 7 its $10 per share offer for 18.6 million common shares outstanding. Pending a favorable vote at the meeting, as well as the resolution of a number of other conditions, LG Electronics will pay the same $10 each for an additional 18.6 million newly issued Zenith shares. The two stock buys combined represent a 57.7% interest in Zenith.

That latter purchase will provide Zenith with the capital it needs for developments such as upgrading its Melrose, Ill. picture tube plant for the output of tubes over 27", now the facility's largest.

LG Electronics said it extended its offer to allow more time for all the conditions to be met, including the approval of the deal by appropriate government agencies. It indicated there was no problem with the offer itself as it has already been over-subscribed, with more than 20 million shares tendered.


The terms of the transaction give LG Electronics the right to complete the buy, if necessary, by matching any higher offer for Zenith that may materialize. Should Zenith otherwise accept such a third-party offer, Zenith would have to pay LG Electronics a $7.02 million termination fee.

Additionally, LG Electronics has the option of pulling out of the deal, without penalty, if for some reason the transaction can't be completed by next March 31.


already been over-subscribed, with more than 20 million shares tendered.


The terms of the transaction give LG Electronics the right to complete the buy, if necessary, by matching any higher offer for Zenith that may materialize.


Should Zenith otherwise accept such a third-party offer, Zenith would have to pay LG Electronics a $7.02 million termination fee.

Additionally, LG Electronics has the option of pulling out of the deal, without penalty, if for some reason the transaction can't be completed by next March 31.
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