Every 8-K that Clear Channel Outdoor Holdings, Inc. (CCO) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow CCO and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full CCO filings page.
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 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.
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.
Clear Channel Outdoor Holdings, Inc. stockholders approved the company’s pending acquisition by an investor consortium advised by Mubadala Capital, in partnership with TWG Global, at a special meeting held on May 12, 2026. The merger will combine the company with Madison Merger Sub Inc., leaving Clear Channel as a wholly owned subsidiary of Madison Parent Inc.
As of the April 6, 2026 record date, there were 506,416,345 shares outstanding, and 411,434,631 shares were present or represented by proxy, a quorum of about 81.24%. The merger proposal received 410,785,278 votes for, with minimal opposition, and an advisory, non-binding vote also approved the merger-related compensation for named executive officers. The filing also highlights numerous risks that could still prevent or delay closing, including failure to obtain regulatory approvals, potential termination of the merger agreement, litigation, business restrictions during the merger process, and retention challenges for key personnel and customers.
Clear Channel Outdoor Holdings reported first-quarter 2026 results and updated progress on its pending take-private merger. The investor consortium led by Mubadala Capital and TWG Global has agreed to acquire all outstanding shares for $2.43 per share in cash, with closing expected by the end of the third quarter of 2026, subject to stockholder and regulatory approvals. A special stockholder meeting is set for May 12, 2026, and the Hart-Scott-Rodino waiting period expired on April 9, 2026.
For the quarter ended March 31, 2026, revenue rose to $373.9 million, up 11.9% from 2025, driven by 9.6% growth in America and 19.1% growth in Airports. Loss from continuing operations narrowed to $49.4 million, while Adjusted EBITDA increased 31.0% to $103.8 million. AFFO improved to a positive $6.5 million from a loss a year earlier. The company ended the quarter with $182.4 million of cash and $5.1 billion of total debt and expects to pay about $308 million of cash interest for the remainder of 2026 and $391 million in 2027. In light of the pending merger, the company is not hosting an earnings call or providing financial guidance.
Clear Channel Outdoor Holdings has secured lender and bondholder consent to modify key debt terms tied to its planned merger with Madison Parent Inc. The company executed supplemental indentures for its 7.875% notes due 2030, 7.125% notes due 2031 and 7.500% notes due 2033, and a seventh amendment to its credit agreement.
The amendments change the definition of “Change of Control” so that the planned merger will not trigger change-of-control provisions under these instruments. The changes become operative immediately before the merger closes and fall away if the merger agreement is terminated and the merger is not completed.
Clear Channel Outdoor Holdings, Inc. has launched a consent solicitation for three series of senior secured notes totaling $2.915 billion to facilitate its previously announced merger with Madison Parent Inc. The company seeks noteholder approval to amend each indenture so that the merger and related transactions will not be treated as a “Change of Control,” add Mubadala Capital- and TWG Global-affiliated funds as “Permitted Holders,” and waive any defaults arising from closing the merger. If the requisite majority for any series is not obtained, the merger would trigger a required offer to repurchase that series at 101% of principal plus accrued interest within 30 days after closing. The consent process runs under a Consent Solicitation Statement, with an expiration set for 5:00 p.m. New York City time on April 10, 2026, and the merger is currently expected to close by the end of the third quarter of 2026, subject to conditions.
Clear Channel Outdoor Holdings reported that the 45-day “go-shop” period under its merger agreement with Madison Parent Inc. and Madison Merger Sub Inc. expired at 11:59 p.m. New York City time on March 26, 2026. During this period, its financial advisors contacted 46 potential buyers and 7 parties signed non-disclosure agreements, but none provided an indication of interest or an offer to acquire the company.
With the “go-shop” period now over, the company is subject to customary “no-shop” restrictions, although the merger agreement includes standard fiduciary-out provisions. The merger with an investor consortium led by affiliates of Mubadala Capital in partnership with TWG Global will next require stockholder approval at a special meeting and satisfaction of regulatory and other closing conditions, as detailed in future proxy materials.
Clear Channel Outdoor Holdings reported stronger 2025 results while agreeing to a take-private merger. The company entered a definitive agreement to be acquired by Mubadala Capital, in partnership with TWG Global, for $2.43 per share in cash, with closing expected by the end of the third quarter of 2026, subject to shareholder and regulatory approvals.
For 2025, consolidated revenue rose to $1,604.1 million from $1,505.2 million, and consolidated net income reached $24.7 million versus a prior-year loss. Adjusted EBITDA increased to $504.8 million, and AFFO climbed to $95.3 million. The America and Airports segments both grew, while consolidated capital expenditures fell to $61.8 million. Net debt declined to $4,913.0 million after asset sales and refinancing that extended senior secured note maturities into 2031 and 2033. The company held $190.0 million of cash and cash equivalents at year-end and expects approximately $401 million of cash interest in 2026.
Clear Channel Outdoor Holdings agreed to be acquired by an investor consortium led by Mubadala Capital, in partnership with TWG Global, in an all-cash deal valuing the company at an enterprise value of $6.2 billion. Clear Channel shareholders will receive $2.43 per share in cash, a 71% premium to the unaffected share price of $1.42 on October 16, 2025. A newly formed entity, Madison Merger Sub Inc., will merge into Clear Channel, which will become a wholly owned subsidiary of Madison Parent Inc. The board of directors unanimously approved the merger and recommends that shareholders vote in favor of adopting the merger agreement.
The agreement includes a go-shop period through March 26, 2026, allowing Clear Channel to solicit superior offers, and contains mutual termination fees, including a $39.8 million company termination fee in certain scenarios and a $92.9 million parent termination fee. Financing is supported by up to $3.3 billion of committed equity and a $3.369 billion bridge loan. Certain holders of approximately 48% of outstanding shares have entered support agreements backing the deal. The transaction is expected to close by the end of the third quarter of 2026, subject to shareholder and regulatory approvals; Clear Channel’s stock will be delisted and the company will remain headquartered in San Antonio.
Clear Channel Outdoor Holdings extended Chief Executive Officer Scott R. Wells’s employment under a second amended and restated agreement effective January 1, 2026. The new term runs through January 1, 2030 and will automatically renew for additional four-year periods unless either party gives advance notice of non-renewal.
Under the agreement, Mr. Wells will receive an annual base salary of $1,200,000, a target annual performance bonus equal to 120% of base salary, and eligibility for annual equity grants with a target value of $4,000,000, with no grant’s fair value less than $2,000,000, subject to the company’s stock incentive plan. If his employment is terminated without cause, not renewed by the company, or he resigns for good reason, he is entitled to salary and bonus accruals plus severance benefits, including 18 months of base salary, bonus-related payments, a COBRA-related cash payment, and specified vesting treatment for time-based and performance stock units, conditioned on signing a release.
The agreement also includes perpetual confidentiality obligations and 12-month post-employment non-competition, non-solicitation and non-interference covenants.
Clear Channel Outdoor Holdings, Inc. filed a current report to note that it issued a press release with its financial results for the quarter ended September 30, 2025. The company furnished this press release as Exhibit 99.1, describing its recent operating performance. The information in this item and the exhibit is being treated as furnished rather than filed under the securities laws, which limits its use for certain liability and incorporation purposes.
Clear Channel Outdoor Holdings, Inc. is hosting an Investor Day on September 9, 2025, which can be accessed by live webcast through its investor relations website. The company plans to use this event to discuss its growth strategy and to present financial goals it has set for 2028.
In connection with the event, Clear Channel issued a press release reiterating its guidance for the full year 2025 that was previously discussed on its August 5, 2025 earnings call. The press release and an excerpt of the Investor Day slide presentation are being furnished as exhibits, and the full presentation is being made available on the company’s website.
Clear Channel Outdoor Holdings, Inc. announced that its wholly owned subsidiary Clear Channel International Holdings B.V. has signed a definitive agreement to sell the Company’s business in Spain to Atresmedia Corporación de Medios de Comunicación, S.A.
The expected purchase price is approximately USD 135 million, based on exchange rates on September 5, 2025, and is subject to customary adjustments. The transaction is expected to close by early 2026, upon satisfaction of regulatory approval. The terms were disclosed through a press release furnished as an exhibit.