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    Clear Channel Outdoor Holdings Inc. filed SEC Form 8-K: Regulation FD Disclosure

    5/7/25 9:03:15 AM ET
    $CCO
    Advertising
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    8-K
    false 0001334978 0001334978 2025-05-07 2025-05-07
     
     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

     

    FORM 8-K

     

     

    CURRENT REPORT

    Pursuant to Section 13 OR 15(d)

    of The Securities Exchange Act of 1934

    Date of Report (Date of earliest event reported): May 7, 2025

     

     

    CLEAR CHANNEL OUTDOOR HOLDINGS, INC.

    (Exact name of registrant as specified in its charter)

     

     

     

    Delaware   001-32663   88-0318078

    (State or other jurisdiction

    of incorporation)

     

    (Commission

    File Number)

     

    (I.R.S. Employer

    Identification No.)

     

    4830 North Loop 1604W, Suite 111
    San Antonio, Texas, 78249
    (Address of principal executive offices) (Zip Code)

    Registrant’s telephone number, including area code: (210) 547-8800

    Not Applicable

    (Former name or former address, if changed since last report)

     

     

    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

     

    ☐

    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

     

    ☐

    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

     

    ☐

    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

     

    ☐

    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

    Securities registered pursuant to Section 12(b) of the Act:

     

    Title of each class

     

    Trading

    Symbol(s)

     

    Name of each exchange

    on which registered

    Common Stock, $0.01 par value per share   CCO   New York Stock Exchange

    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

    Emerging growth company ☐

    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

     

     
     


    Item 7.01

    Regulation FD Disclosure

    On May 7, 2025, Clear Channel Outdoor Holdings, Inc. issued a press release announcing that its subsidiaries have entered into a definitive agreement to sell its business in Brazil to Publibanca Brasil S.A., an affiliate of Eletromidia S.A. The expected purchase price of approximately R$80 million, or US$14 million based on prevailing exchange rates on May 6, 2025, is subject to certain customary adjustments. The transaction is expected to be completed in 2025, subject to customary closing conditions, including regulatory approval. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

    In accordance with General Instruction B.2 of Form 8-K, the information under this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information, including Exhibit 99.1, be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

     

    Item 9.01

    Financial Statements and Exhibits

    (d) Exhibits

     

    Exhibit
    No.

       Description
    99.1    Press Release issued by Clear Channel Outdoor Holdings, Inc. on May 7, 2025
    104    Cover Page Interactive Data File (formatted as inline XBRL)


    SIGNATURES

    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

     

        CLEAR CHANNEL OUTDOOR HOLDINGS, INC.
    Date: May 7, 2025     By:  

    /s/ Lynn A. Feldman

          Lynn A. Feldman
          Executive Vice President, Chief Legal Officer and Corporate Secretary
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