CKXE Ckx, Inc. (MM)

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

SCHEDULE 14D-9/A

(RULE 14d-101)

Solicitation/Recommendation Statement Under
Section 14(d)(4) of the Securities Exchange Act of 1934

(Amendment No. 6)

CKx, Inc.

(Name of Subject Company)

CKx, Inc.

(Name of Person(s) Filing Statement)

Common Stock, Par Value $0.01 Per Share
(Title of Class of Securities)

12562M106
(CUSIP Number of Class of Securities)

Howard J. Tytel
CKx, Inc.
650 Madison Avenue
New York, New York 10022
(212) 838-3100
(Name, Address and Telephone Number of Person Authorized to Receive Notice and
Communications on Behalf of the Person(s) Filing Statement)

With copies to:

David E. Shapiro, Esq.
Wachtell, Lipton, Rosen & Katz
51 West 52nd Street
New York, New York 10019
(212) 403-1000

o

Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.

 

 

TABLE OF CONTENTS

     This Amendment No. 6 (this “ Amendment No. 6 ”) amends and supplements the Solicitation/Recommendation Statement on Schedule 14D-9 originally filed with the Securities and Exchange Commission (the “ SEC ”) on May 18, 2011 by CKx, Inc., a Delaware corporation (“ CKx ”), as amended by Amendment No. 1 filed with the SEC on May 23, 2011, Amendment No. 2 filed with the SEC on June 1, 2011, Amendment No. 3 filed with the SEC on June 2, 2011, Amendment No. 4 filed with the SEC on June 7, 2011 and Amendment No. 5 filed with the SEC on June 8, 2011 (as previously amended, the “ Schedule 14D-9 ”), relating to the tender offer (the “ Offer ”) by Colonel Offeror Sub, LLC, a Delaware corporation (“ Offeror ”), to purchase all of the outstanding shares of Common Stock, par value $0.01 per share, of the Company (the “ Common Shares ” and each a “ Common Share ”) for $5.50 per Common Share, payable net to the seller in cash without interest thereon, less any applicable withholding taxes upon on the terms and subject to the conditions set forth in the Offer to Purchase, dated May 17, 2011, as amended or supplemented from time to time, and in the related letter of transmittal, originally included as Exhibits (a)(1)(A) and (a)(1)(B), respectively, to the Tender Offer Statement on Schedule TO initially filed by Colonel Holdings, Inc. (“ Parent ”), Colonel UK Holdings Limited, Offeror, Colonel Merger Sub, Inc. (“ Merger Sub ”) and Apollo Management VII, L.P. and the Company, Robert F.X. Sillerman, Sillerman Capital Holdings, L.P., Laura Sillerman, The Promenade Trust and Priscilla Presley with the SEC on May 17, 2011. Except as specifically set forth herein, the Schedule 14D-9 remains unchanged. Capitalized terms used but not defined in this Amendment No. 6 have the meanings ascribed to them in the Schedule 14D-9.

ITEM 9. EXHIBITS.

      Item 9 of the Schedule 14D-9 is amended and supplemented by replacing Exhibit (a)(2)(f) in its entirety with the following:

Exhibit
No.		Description
(a)(2)(F)		Presentation of Gleacher & Company Securities, Inc., dated May 9, 2011. †

SIGNATURE

     After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Dated: June 13, 2011

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