Clear Channel Outdoor Holdings, Inc. filings document material-event disclosures for an out-of-home advertising company with common stock listed on the New York Stock Exchange under CCO. Recent Form 8-K reports cover operating results, material definitive agreements, shareholder voting matters, governance updates and capital-structure disclosures.
The filing record includes supplemental indentures tied to senior secured notes due in 2030, 2031 and 2033, with subsidiary guarantor and collateral-agent arrangements. Other disclosures address executive employment and compensation arrangements, financial-result releases, registered equity-security information and governance matters affecting the company’s public-company reporting profile.
Clear Channel Outdoor Holdings, Inc. now expects its previously announced acquisition by an investor consortium comprising affiliates and/or certain investment funds advised by Mubadala Capital to close early in the fourth quarter of 2026. The expected timing is subject to receipt of the remaining required regulatory approval and satisfaction or waiver of the other closing conditions.
Clear Channel Outdoor Holdings reported Q2 2026 revenue of $438.0M, up 8.7% year over year, and six‑month revenue of $811.9M, up 10.2%. Growth came from both America and Airports segments, boosted by the 2026 FIFA World Cup, Super Bowl LX and strong technology advertising demand, especially in the San Francisco Bay Area. Digital revenue reached $195.4M, or 44.6% of total revenue.
Operating income rose to $89.1M, but heavy interest expense of $99.0M led to a $10.0M loss from continuing operations and a $5.3M net loss attributable to the company in Q2. For the first half, the company lost $53.9M, compared with prior‑year profitability that was boosted by large gains on international asset sales. Cash from operating activities improved to $47.8M for six months, while total debt stood at $5.11B against a stockholders’ deficit of $3.46B and cash and equivalents of about $202.3M.
Strategically, the company completed the sale of its Spain business on August 4, 2026 for approximately $132.3M and expects to record a gain in Q3 2026; it intends to use net proceeds to reduce debt, subject to a pending take‑private. Under a February 2026 merger agreement, an investor consortium led by Mubadala Capital will acquire all outstanding shares for $2.43 in cash per share. Shareholders have approved the deal, the Hart‑Scott‑Rodino waiting period has expired, and closing is expected by the end of Q3 2026, subject to remaining regulatory approvals, including review by the Committee on Foreign Investment in the United States, and other customary conditions.
Clear Channel Outdoor Holdings reported second-quarter 2026 revenue of $438,040 (in thousands), up 8.7% year over year, driven by 7.0% growth in its America segment and 14.0% growth in Airports. Despite stronger operations, the company recorded a loss from continuing operations of $10,002 (in thousands), while Adjusted EBITDA rose 11.6% to $143,432 (in thousands) and AFFO increased 61.6% to $44,941 (in thousands).
The company highlighted a pending take-private merger with a Mubadala Capital–led consortium, under which stockholders are expected to receive $2.43 per share in cash, with closing targeted by the end of the third quarter of 2026, subject to remaining approvals. It also completed the sale of its Spain business for approximately $132.3 million, intending to use net proceeds to further reduce outstanding debt, alongside existing net debt of $4,915,491 (in thousands). As of June 30, 2026, cash and cash equivalents totaled $202.3 million, and net cash provided by operating activities for the first half of 2026 was $47,840 (in thousands). In light of the merger, the company is not holding an earnings call or providing financial guidance.
BlackRock, Inc. reports a passive ownership stake in CLEAR CHANNEL OUTDOOR HOLDINGS INC common stock. BlackRock and certain of its business units beneficially own 30,222,311 shares, representing 5.9% of the outstanding common stock.
BlackRock has sole voting power over 29,697,919 shares and sole dispositive power over all 30,222,311 shares, with no shared voting or dispositive power. Various underlying clients or investors have rights to dividends or sale proceeds, but no single such person holds more than five percent of the total outstanding common shares.
Clear Channel Outdoor Holdings director-affiliated entities reported sizable open-market sales of the company’s common stock. Funds and entities associated with Legion Partners Asset Management sold a total of 2,804,171 shares at prices around $2.40 per share. One reporting account shows 91,003 shares remaining directly after a 303,271-share sale, while the Legion Partnership entities and a holdings vehicle report zero shares after their respective sales.
The filing notes that Legion-related entities, not the individual directors, directly owned the securities and that the parties generally disclaim beneficial ownership except to the extent of any pecuniary interest. The prices are disclosed as weighted averages across multiple individual trades.
CCO reported proposed sales of Common Stock under Form 144. The filing lists broker-Dealer entries including JonesTrading with 2,500,000 shares ($6,025,000) and other broker entries of 900 shares ($2,169) and 303,271 shares ($730,883). The filing also records a recent sale by Legion Partners Asset Management of 23,435,796 shares for $56,259,972 on 06/09/2026.
The table shows some securities were acquired by open-market purchases and vested restricted stock units (compensation). Transaction methods and exact timing vary by row; proceeds recipients and any transfer restrictions are as listed in the filing entries.
Clear Channel Outdoor Holdings, Inc. director-affiliated entities reported large open-market sales of common stock. Investment funds associated with Legion Partners sold a combined 23,435,796 shares at an average price of $2.4006 per share.
After the transactions, Legion Partners, L.P. I held 2,107,996 shares, Legion Partners, L.P. II held 187,371 shares, and Legion Partners Special Opportunities, L.P. XVI held 204,633 shares. Raymond T. White also reported 394,274 shares held directly and 900 shares held indirectly through Legion Partners Holdings, LLC, with complex relationships disclosed in the footnotes and each reporting person disclaiming beneficial ownership beyond their pecuniary interest.
Legion Partners and its affiliates filed an amended Schedule 13D for Clear Channel Outdoor Holdings, Inc. reporting a much smaller ownership stake. The group now reports beneficial ownership of up to approximately 0.6% of Clear Channel Outdoor’s common stock through various funds and entities, including Legion Partners I, Legion Partners II, Legion Partners Special Opportunities XVI, Legion Partners Asset Management and Legion Partners Holdings, along with Christopher S. Kiper and Raymond T. White.
The percentages are based on 508,983,506 shares outstanding as of May 1, 2026. The filing also explains that 394,274 restricted stock units granted to director Raymond T. White, including 312,685 that have vested or vest within 60 days, are economically attributed to Legion Partners Asset Management because White serves on the board as its representative. As of June 9, 2026, the reporting persons state they no longer beneficially own more than 5% of Clear Channel Outdoor’s outstanding shares.
Clear Channel Outdoor Holdings, Inc. entered into a Third Amendment to its asset-based lending credit agreement, conditional on closing its previously announced merger with Madison Parent Inc. The amendment extends the credit facility’s maturity to five years from the amendment’s effective date and increases revolving credit commitments from $200,000,000 to $250,000,000.
The borrowing base is revised to expand eligible accounts, and new flexibility is added to permit qualified securitization financings. The amendment also changes the “Change of Control” definition so that the merger will not trigger a default, allowing the company to maintain this key financing after it becomes a wholly owned subsidiary of Madison Parent.