Cumulus Media Takes ‘Poison Pill’ As Hostile Takeover Emerges


In a filing with the SEC, Cumulus Media announced its initiation of a “poison pill” defense plan to ward off a looming hostile takeover from a Singapore-based company owned by the billionaire behind the recent clearing house at legacy media brand Sports Illustrated.

Cumulus Media announced the implementation of a shareholder rights plan, effective immediately, set to expire on February 20, 2025. This strategic move aims to safeguard the interests of all Cumulus Media shareholders amidst the substantial acquisition of the company’s stock by Renew Group Private Ltd. The move is colloquially known as a “poison pill” in the business world.

Renew Group’s owner is Manoj Bhargava, the billionaire Indian American businessman behind 5-Hour Energy and abnormal acquisition of The Arena Group, which made global headlines for the collapse of Sports Illustrated.

As discussed by Bloomberg: in August, Bhargava acquired the majority stake of The Arena Group in the midst of a merger with his company Simplify Inventions and gained control of Arena before a shareholder vote and closure of the deal. He proceeded to replace company directors and clear out the C-Suite, including Arena CEO Ross Levinsohn, to “improve operational efficiency and revenue.”

On December 1, Bhargava’s Renew Group purchased Arena’s $110.7 million in debt from B. Riley Financial, Inc. On December 11, Bhargava was named Interim CEO of Arena. Then the story gets interesting.

On December 29, Arena failed to make an interest payment due on the debt held by Renew Group and was forced into restructuring talks. On January 2, Arena missed the $3.75 million Sports Illustrated brand rent payment to rights owner Authentic Brands Group. On January 4, Bhargava stepped down as CEO and was replaced by a “Chief Business Transformation Officer” from a consulting firm.

On January 19, Arena laid off the entire workforce of Sports Illustrated.

The same month Bhargava took over The Arena Group, Renew Group acquired around 5% of Cumulus shares. As of January 2023, that stake had doubled to 10.01%. Renew Group has openly stated to Cumulus that it intends to acquire a 20% stake in the company.

Under this new shareholder rights plan, Cumulus Media will issue one right for each share of Class A and Class B common stock owned by March 4, 2024. These rights will become exercisable if any entity acquires 15% or more of Cumulus’s Class A common stock, offering other shareholders the option to buy additional shares at a significant discount, thus diluting the acquirer’s stake. This condition applies equally to all shareholders, with the board retaining the option to terminate the plan if necessary.

Renew also acquired a sizeable share of Audacy in August.

Cumulus Chairman of the Board Andrew Hobson stated, “Given the facts, the Cumulus Board firmly believes it is necessary to adopt a limited-duration rights plan to protect the interests of all Cumulus shareholders. The Rights Plan is intended to enable the Company’s shareholders to realize the long-term value of their investment, ensure that all shareholders receive fair and equal treatment in the event of any proposed takeover of the Company, and guard against tactics to gain control of the Company without paying all shareholders an appropriate premium for that control.”

“Cumulus Media’s leadership maintains open dialogue with its investors, including the Group, and intends to continue that practice.”


  1. Singapore-based? When were the restrictions on foreign ownership of broadcast properties removed? If a Singapore-based firm can buy an American broadcaster, what’s to keep the Chicoms from doing likewise?

    • To Phil G: Cumulus has a waiver that allows 100% foreign ownership, subject to FCC approval.

      The FCC would not allow China to own US radio.

  2. Think if I was going to target a radio company I would target Beasley (BBGI). Cumulus doesn’t have very good properties. Mostly lower market stuff.


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