TCI Intl. board OKs Liberty stock swap

Panel guarantees minimum price

Public shareholders in TCI Intl. will get a minimum price of $22 a share in the buyout being mounted by Tele-Communications Inc., TCI Intl. said Monday.

TCI Intl. said its board had agreed to terms of the buyout. As originally disclosed, TCI is offering to exchange TCI Intl. stock for stock in its programming affiliate Liberty Media, in a ratio of 0.58 a Liberty share for each TCI Intl. share.

If the value of the exchange falls below $22, TCI “would be required to either increase the exchange ratio to an amount that would yield a value of $22 or terminate the merger agreement.”

At Liberty’s closing price Monday of $36.06, the offer is worth $20.91, whereas TCI Intl. stock rose $1.43 to $22.43. Liberty stock has slid from around $41 since the buyout was announced, when the bid was worth $24.10 a share.

The buyout of TCI Intl. is part of a reorganization of TCI in the wake of the cabler’s acquisition by AT&T. Liberty will remain independent after the AT&T acquisition.

Meanwhile, TCI Intl. confirmed Monday its purchase of leading Argentine cable programmer Pramer from Eduardo Eurnekian (Daily Variety, Aug. 21.).

Financial terms were not announced, but sources said the price was around $80 million. Pramer programs and distributes 16 cable nets, 10 of which have distribution in neighboring countries, and markets Buenos Aires broadcaster America 2 to provincial operators.

Pramer’s best-known service is Magic Kids, which rates in the local Top 10 and occasionally beats out Cartoon Network; other popular Pramer webs are newsnet CVN and videocabler Music 21.

TCI Intl. topper David Evans said distribution plans for some of the Argentine channels could include the U.S., where TCI-owned Liberty Media this month launched a Spanish-lingo digital package, Canales n.

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