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Clear Channel Outdoor completes $2.43-a-share merger

After Form 25 becomes effective, Clear Channel Outdoor intends to file Form 15 to terminate registration and suspend reporting obligations.

(Moderate)

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Form Type
SCHEDULE 13D/A

Rhea-AI Filing Summary

Clear Channel Outdoor Holdings, Inc. (CCO) completed its merger on October 14, 2026, with the issuer surviving as a wholly owned subsidiary of Parent. Each share of Common Stock issued and outstanding immediately before the Effective Time converted into the right to receive $2.43 in cash per share, without interest. As of the Effective Time, the reporting persons no longer beneficially owned any shares and ceased to be beneficial owners of more than 5% of the Common Stock.

The issuer notified the NYSE that the merger was completed and requested suspension of trading and removal of the listing. It requested that the NYSE file Form 25 to report the stock is no longer listed and deregister it. After Form 25 becomes effective, the issuer intends to file Form 15 to terminate registration and suspend reporting obligations.

Merger consideration $2.43 per share Cash consideration, without interest, for each share issued and outstanding immediately before the Effective Time
Beneficial ownership after merger 0 shares Reporting persons as of the Effective Time
Ownership threshold More than 5% Reporting persons ceased to be beneficial owners of more than this percentage of the Common Stock
Merger Consideration financial
"the "Merger Consideration""
Merger consideration is the total payment a company or buyer offers to shareholders of a target company in exchange for combining the two businesses, and can include cash, shares in the surviving company, debt assumption, or a mix of these. Investors care because the form and amount affect the deal’s value, tax consequences, immediate cash received versus future ownership, and the risk and upside of holding new shares — similar to choosing between cash now or stock that could grow later.
Effective Time financial
"the effective time of the Merger (the "Effective Time")"
The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.
Form 25 regulatory
"requested that the NYSE file a Form 25"
A Form 25 is an official filing with the U.S. Securities and Exchange Commission used to remove a company's stock or other security from a national exchange list. Investors should care because delisting often means less visibility, lower trading volume and wider price swings—similar to a product moving from a major supermarket to a small local market, which can make buying, selling and valuing the security more difficult.
Form 15 regulatory
"intends to file with the SEC a Certification and Notification of Termination on Form 15"
A Form 15 is a short filing a public company uses with the U.S. Securities and Exchange Commission to stop or pause its routine public reporting requirements when it meets certain legal thresholds (such as a low number of public shareholders) or other qualifying conditions. Investors should care because filing one typically means less public financial information and lower trading liquidity—similar to a shop taking down its public notice board, making it harder to track performance and buy or sell shares.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How much will CCO shareholders receive in the merger?

Each share of Common Stock issued and outstanding immediately before the Effective Time converted into the right to receive $2.43 in cash per share, without interest.

What happens to CCO’s SEC registration and reporting obligations?

The issuer requested that the NYSE file Form 25 to deregister the Common Stock under Section 12(b). After Form 25 becomes effective, the issuer intends to file Form 15 to terminate registration under Section 12(g) and suspend reporting obligations under Sections 13 and 15(d).

AI-generated analysis. How Rhea-AI works. Not financial advice.

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18453H106

(CUSIP Number)
Naseem Sagati Aghili
1800 Avenue of the Stars, Suite 1400
Los Angeles, CA, 90067
(310) 201-4100

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
10/14/2026

(Date of Event Which Requires Filing of This Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




schemaVersion:


SCHEDULE 13D




Comment for Type of Reporting Person:
Limited Liability Company


SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D




Comment for Type of Reporting Person:
Limited Liability Company


SCHEDULE 13D






SCHEDULE 13D




Comment for Type of Reporting Person:
Limited Liability Company


SCHEDULE 13D






SCHEDULE 13D




Comment for Type of Reporting Person:
Limited Liability Company


SCHEDULE 13D






SCHEDULE 13D




Comment for Type of Reporting Person:
Limited Liability Company


SCHEDULE 13D




Comment for Type of Reporting Person:
Limited Liability Company


SCHEDULE 13D




Comment for Type of Reporting Person:
Limited Liability Company


SCHEDULE 13D


Ares Management LLC
Signature:/s/ Anton Feingold
Name/Title:Anton Feingold, Authorized Signatory
Date:10/16/2026
ASSF IV AIV B Holdings III, L.P.
Signature:By: ASSF Operating Manager IV, L.P., its manager, By: /s/ Matthew Jill
Name/Title:Matthew Jill, Authorized Signatory
Date:10/16/2026
ASSF IV AIV B, L.P.
Signature:By: ASSF Operating Manager IV, L.P., its manager, By: /s/ Matthew Jill
Name/Title:Matthew Jill, Authorized Signatory
Date:10/16/2026
ASSF Operating Manager IV, L.P.
Signature:/s/ Matthew Jill
Name/Title:Matthew Jill, Authorized Signatory
Date:10/16/2026
ASOF Holdings I, L.P.
Signature:By: ASOF Investment Management LLC, its manager, By: /s/ Matthew Jill
Name/Title:Matthew Jill, Authorized Signatory
Date:10/16/2026
ASOF II HOLDINGS I, L.P.
Signature:By: ASOF Investment Management LLC, its manager, By: /s/ Matthew Jill
Name/Title:Matthew Jill, Authorized Signatory
Date:10/16/2026
ASOF II A (DE) HOLDINGS I, L.P.
Signature:By: ASOF Investment Management LLC, its manager, By: /s/ Matthew Jill
Name/Title:Matthew Jill, Authorized Signatory
Date:10/16/2026
ASOF Investment Management LLC
Signature:/s/ Matthew Jill
Name/Title:Matthew Jill, Authorized Signatory
Date:10/16/2026
ACOF VI Holdings, L.P.
Signature:By: ACOF Investment Management LLC, its manager, By: /s/ Matthew Jill
Name/Title:Matthew Jill, Authorized Signatory
Date:10/16/2026
ACOF Investment Management LLC
Signature:/s/ Matthew Jill
Name/Title:Matthew Jill, Authorized Signatory
Date:10/16/2026
Ares Management Holdings L.P.
Signature:/s/ Anton Feingold
Name/Title:Anton Feingold, Authorized Signatory
Date:10/16/2026
Ares Holdco LLC
Signature:/s/ Anton Feingold
Name/Title:Anton Feingold, Authorized Signatory
Date:10/16/2026
Ares Management Corporation
Signature:/s/ Anton Feingold
Name/Title:Anton Feingold, Authorized Signatory
Date:10/16/2026
Ares Voting LLC
Signature:By: Ares Partners Holdco LLC, its sole member, By: /s/ Anton Feingold
Name/Title:Anton Feingold, Authorized Signatory
Date:10/16/2026
Ares Management GP LLC
Signature:By: Ares Partners Holdco LLC, its sole member, By: /s/ Anton Feingold
Name/Title:Anton Feingold, Authorized Signatory
Date:10/16/2026
Ares Partners Holdco LLC
Signature:/s/ Anton Feingold
Name/Title:Anton Feingold, Authorized Signatory
Date:10/16/2026

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