´Clear Channel Outdoor Holdings this week agreed to a $6.2 billion take-private transaction with Mubadala Capital and TWG Global that values shareholders at $2.43 per share in cash. The all-cash deal provides a 71% premium to Clear Channel's $1.42 closing price on October 16, 2025, the last trading day before media reports emerged about potential acquirers.
The transaction represents one of the largest leveraged buyouts in outdoor advertising history. Mubadala Capital and TWG Global have committed approximately $3 billion of equity capital to the deal, according to Clear Channel's announcement. Apollo-managed funds agreed to invest preferred equity, while JPMorgan Chase Bank and Apollo Funds committed debt financing for the transaction.
The acquisition arrives amid accelerating consolidation across advertising technology markets, as private equity firms increased their focus on established ad tech companies throughout 2025. Strategic buyers accounted for 71% of scaled ad tech transactions during 2025's first three quarters compared with 58% during the same period in 2024, according to industry analysis published by AdExchanger.
Executive change signals transformation strategy
Wade Davis, a media and technology veteran who partnered with Mubadala Capital and TWG on the transaction, will join Clear Channel as Executive Chairman upon deal closure. Davis brings expertise from previous leadership positions across media and technology companies to support what investors characterize as Clear Channel's "next chapter of transformation."
"This transaction reflects Mubadala Capital's approach to investing: identifying high-quality businesses where complexity creates opportunity and long-term partnership drives value," said Oscar Fahlgren, Chief Investment Officer of Mubadala Capital, in materials distributed with the announcement. "Clear Channel is a category leader with a strong platform and significant potential ahead."
The investor group emphasized plans to invest in data, measurement and transaction platforms to unlock what they describe as the "true potential" of out-of-home advertising. Davis stated that Clear Channel's nationwide billboard network and airport inventory provide "a unique platform to drive the transformation of the outdoor advertising industry."
The transaction reflects broader confidence in out-of-home advertising's financial performance. Research released in October 2025 by Keen Decision Systems found that out-of-home advertising achieves a marginal return on investment of $7.58 per incremental dollar invested, exceeding the average media type marginal ROI of $5.52 and surpassing print, radio and linear television.
Financial complexity created acquisition opening
Clear Channel entered 2025 carrying substantial debt obligations that constrained strategic flexibility and made the company vulnerable to acquisition approaches. The company's regulatory filings show long-term debt of $5.1 billion as of September 30, 2025, requiring significant annual interest payments that reduced financial flexibility.
"We believe this transaction delivers compelling value to our shareholders, strengthens our financial flexibility by reducing debt and increasing cash flow to invest in the business, and positions Clear Channel for its next phase of long-term growth," said Scott Wells, Chief Executive Officer of Clear Channel, in the announcement materials.
During 2025, Clear Channel executed multiple debt refinancing transactions to extend maturity dates and reduce interest expense. On August 4, 2025, the company issued $1.15 billion of 7.125% Senior Secured Notes due 2031 and $900 million of 7.500% Senior Secured Notes due 2033, using proceeds to redeem $1.25 billion of 5.125% Senior Secured Notes due 2027 and $750 million of 9.000% Senior Secured Notes due 2028.
The refinancing transactions improved Clear Channel's debt maturity profile but did not fundamentally address leverage challenges that made public market volatility particularly painful for operational planning. Private ownership under Mubadala Capital and TWG Global eliminates quarterly earnings pressures and provides access to long-term capital for technology investments and digital infrastructure development.
Clear Channel's regulatory filings show the company generated $1.14 billion in revenue during the nine months ended September 30, 2025, compared to $1.08 billion during the same period in 2024. Operating income increased to $203.1 million from $179.1 million year-over-year, demonstrating operational momentum despite debt service obligations.
International divestitures preceded acquisition
Clear Channel completed significant international divestitures during the first quarter of 2025 that reduced operational complexity and provided capital to reduce debt. On February 5, 2025, the company sold its businesses in Mexico, Peru and Chile to Global Media US LLC for $34 million in a simultaneous sign-and-close transaction.
More significantly, Bauer Media Group completed its $625 million acquisition of Clear Channel's Europe-North segment on March 31, 2025, removing 110,000 advertising sites across 12 European countries from Clear Channel's portfolio. Wells characterized these divestitures as increasing "optionality and reducing risk" in the company's business model.
The Europe-North sale provided Clear Channel with approximately $243 million in net cash proceeds after prepayment of outstanding term loans. The company used a portion of those proceeds to fully prepay the $375 million Clear Channel International B.V. Term Loan Facility on March 31, 2025, eliminating associated interest obligations and releasing collateral securing that facility.
On October 1, 2025, Clear Channel sold its business in Brazil to Publibanca Brasil S.A. for approximately $15 million. The company entered into a definitive agreement on September 7, 2025 to sell its business in Spain to Atresmedia Corporación de Medios de Comunicación for approximately €115 million, with that transaction expected to close by early 2026 pending regulatory approval.
These divestitures positioned Clear Channel as a predominantly U.S.-focused out-of-home advertising company operating two reportable segments: America, which serves markets across the United States excluding airports, and Airports, which offers advertising at airports in the United States and the Caribbean.
Programmatic digital growth drives valuation
Clear Channel's transformation toward digital out-of-home advertising infrastructure supported the transaction valuation despite leverage concerns. Digital revenue represented 42.1% of total consolidated revenue during the three months ended September 30, 2025, compared to 39.4% during the same period in 2024.
The company operates digital billboard infrastructure that enables programmatic buying capabilities increasingly demanded by advertisers seeking data-driven campaign execution. Digital out-of-home advertising has expanded rapidly, with WPP's analysis indicating that DOOH will represent 43.9% of total out-of-home revenue by 2030, reaching $31.4 billion and effectively achieving parity with traditional outdoor formats.
Clear Channel's airport segment demonstrated particularly strong performance, with revenue increasing 16.1% to $95.6 million during the three months ended September 30, 2025, compared to $82.3 million during the same period in 2024. Digital revenue in the Airports segment reached 60.5% of total segment revenue, up from 51.1% year-over-year.
The company's America segment generated $309.9 million in revenue during the three months ended September 30, 2025, representing 5.9% growth compared to the prior year period. Growth was driven by a new contract with the Metropolitan Transportation Authority and improved performance in the San Francisco Bay Area market.
National sales accounted for 36.5% of America segment revenue during the three months ended September 30, 2025, with local sales generating the remainder. The Airports segment derived 63.8% of revenue from national sales during the same period, reflecting the segment's appeal to brands seeking high-visibility placements targeting travelers.
Industry expert frames transaction context
David Krupp, Global CEO of billups, characterized the transaction as confirming "the buoyancy of the out-of-home industry, driven by advances in technology and measurement," according to commentary provided through Salient MG, billups' public relations firm.
"It gives Clear Channel the freedom to focus on long-term execution without the headwinds of public market volatility," Krupp stated. "Billups is proud of our deep-rooted partnership with Clear Channel, and we are eager to continue collaborating in this new era to drive brand equity, trust, and the full value of the out-of-home medium for our clients."
billups operates as a global out-of-home managed services agency that helps advertisers, agencies and media owners strengthen media performance through analytics and measurement platforms. The company was founded by Benjamin Billups and maintains over 20 years of experience with employees spanning 17 countries.
Deal structure includes shareholder protections
The definitive agreement approved unanimously by Clear Channel's Board of Directors includes a 45-day "go-shop" period permitting the company to actively solicit, evaluate and consider alternative acquisition proposals from third parties. The go-shop period expires at 11:59 PM Eastern Time on March 26, 2026.
Clear Channel disclosed that "there can be no assurance that this process will result in other acquisition proposals or a superior proposal," and the company does not intend to disclose developments regarding the solicitation process unless its Board of Directors decides regarding any potential superior proposal.
Certain holders of approximately 48% of Clear Channel's outstanding common stock as of September 30, 2025 entered into voting agreements to support the transaction. This substantial shareholder support increases transaction certainty and reduces execution risk for the acquiring parties.
The transaction requires approval by Clear Channel's common shareholders through an affirmative vote of a majority of outstanding shares. Additionally, the deal requires receipt of required regulatory approvals and satisfaction of customary closing conditions before completion.
Clear Channel intends to remain headquartered in San Antonio, Texas following deal closure. The company stated it will release 2025 fourth quarter results as scheduled on February 26, 2026 through a press release but will not host a conference call or webcast given the pending acquisition.
Mubadala brings sovereign wealth scale
Mubadala Capital operates as a global alternative asset management platform managing over $430 billion in assets through asset managers and strategic partnerships. As a subsidiary of Mubadala Investment Company, Mubadala Capital combines what it characterizes as "the scale and stability of sovereign ownership with the agility and focus of a performance-driven global alternative asset management firm."
Mubadala Investment Company operates as a wholly owned investment vehicle of the government of Abu Dhabi. Sheikh Mansour bin Zayed Al Nahyan, vice president and deputy prime minister of the United Arab Emirates, serves as chairman of Mubadala Investment Company.
Mubadala Capital's wholly owned businesses invest across multiple asset classes and geographies including private equity, special opportunities with a focus on Brazil, and other alternative investments. The firm maintains strategic businesses and partnerships in private wealth, credit, insurance and real estate.
The organization employs over 200 professionals across five offices in Abu Dhabi, New York, London, San Francisco and Rio de Janeiro. According to materials published by Mubadala Capital, the firm "serves as a partner of choice to institutional and private investors seeking differentiated risk-adjusted returns across various private markets and alternative asset classes."
TWG Global operates and invests in businesses across financial services, insurance, artificial intelligence and technology, sports, media, entertainment and energy. Led by Mark Walter and Thomas Tull, TWG Global maintains interests with an enterprise value over $40 billion.
The TWG Global portfolio includes Guggenheim Investments, Guggenheim Securities, Group 1001 Insurance, and sports franchises including the Los Angeles Dodgers, Los Angeles Lakers and Chelsea FC. Walter stated that the transaction represents "the ideal expression of our partnership with Mubadala Capital and TWG's investment thesis in motion."
Transaction advisors and financing structure
Morgan Stanley and Moelis & Company served as financial advisors to Clear Channel, while Kirkland & Ellis acted as legal advisor. Guggenheim Securities and J.P. Morgan Securities served as financial advisors to Mubadala Capital, with Freshfields acting as legal advisor.
Equity financing will be provided by Mubadala Capital in partnership with TWG Global. Apollo-managed funds committed to invest preferred equity in the transaction, providing mezzanine capital between senior debt and common equity.
Debt financing has been committed by a group led by JPMorgan Chase Bank and Apollo Funds. The committed financing structure suggests the acquiring parties secured debt financing prior to announcing the transaction, reducing execution risk associated with financing contingencies.
Newlight Partners is serving as a strategic partner to Mubadala Capital on the transaction. The involvement of multiple financial and strategic advisors reflects the transaction's complexity and scale within the advertising industry.
The transaction is expected to close by the end of the third quarter of 2026, subject to customary closing conditions. Following deal closure, Clear Channel's common stock will no longer be listed for trading on any public market, ending the company's 19-year history as a publicly traded entity.
Clear Channel first became a public company in November 2007 following its $17.9 billion leveraged buyout by private equity firms Bain Capital and Thomas H. Lee Partners. The company subsequently completed an initial public offering in September 2005 that established the current corporate structure, though majority control remained with the private equity sponsors until recent years.
Timeline
- October 16, 2025 - Clear Channel Outdoor shares close at $1.42, the last trading day before media reports emerge about potential transaction
- February 5, 2025 - Clear Channel sells Mexico, Peru and Chile businesses to Global Media US LLC for $34 million
- March 31, 2025 - Bauer Media Group completes $625 million acquisition of Clear Channel's Europe-North segment
- March 31, 2025 - Clear Channel fully prepays $375 million CCIBV Term Loan Facility using proceeds from Europe-North sale
- August 4, 2025 - Clear Channel issues $2.05 billion of senior secured notes to refinance existing debt and extend maturity dates
- September 7, 2025 - Clear Channel enters definitive agreement to sell Spain business to Atresmedia for approximately €115 million
- October 1, 2025 - Clear Channel sells Brazil business to Publibanca Brasil for approximately $15 million
- October 24, 2025 - Keen Decision Systems research shows out-of-home advertising achieves $7.58 marginal ROI, outperforming digital channels
- February 9, 2026 - Clear Channel announces $6.2 billion acquisition agreement with Mubadala Capital and TWG Global at $2.43 per share
- March 26, 2026 - Go-shop period expires for Clear Channel to solicit alternative acquisition proposals
- End of Q3 2026 - Expected transaction close date pending shareholder and regulatory approvals
Summary
Who: Mubadala Capital, in partnership with TWG Global, agreed to acquire Clear Channel Outdoor Holdings. Wade Davis will join as Executive Chairman. The deal involves Apollo-managed funds providing preferred equity and JPMorgan Chase Bank and Apollo Funds committing debt financing. Clear Channel CEO Scott Wells will continue leading operations through closing.
What: An all-cash acquisition valued at $6.2 billion enterprise value, with shareholders receiving $2.43 per share representing a 71% premium to the October 16, 2025 unaffected closing price. Mubadala Capital and TWG Global committed approximately $3 billion of equity capital to the transaction, which will take Clear Channel private and delist its common stock from public markets.
When: The definitive agreement was announced on February 9, 2026. The transaction is expected to close by the end of the third quarter of 2026, subject to shareholder approval, regulatory approvals and customary closing conditions. A 45-day go-shop period runs through March 26, 2026, permitting Clear Channel to solicit alternative proposals.
Where: Clear Channel operates primarily in the United States through two reportable segments: America, which serves markets across the country excluding airports, and Airports, which offers advertising at U.S. and Caribbean airports. The company will remain headquartered in San Antonio, Texas following deal closure. Clear Channel divested its international operations throughout 2025, including Europe-North, Latin America and pending Spain sale.
Why: The transaction addresses Clear Channel's financial complexity from substantial debt obligations while providing long-term capital for digital transformation without public market volatility pressures. Mubadala Capital and TWG Global characterized the deal as an opportunity to invest in data, measurement and transaction platforms that unlock out-of-home advertising's potential during a period when research demonstrates superior marginal ROI compared to saturated digital channels. The acquiring parties emphasized Clear Channel's category leadership, nationwide billboard network, airport inventory and significant transformation potential as drivers for the $6.2 billion valuation.