EXHIBIT 99.1
Xxxxxx X. Xxxxxxx Liberty Media Corporation
0000 Xxxxxxx Xxxxxxx, X.X. 0000 Xxxx Xxxxxxxx Xxxxxx, Xxxxx 000
Xxxxxxxxxx, XX 00000 Xxxxxxxxx, XX 00000
September 10, 1997
Board of Directors
BET Holdings, Inc.
One BET Plaza
1900 W Plaza N.E.
Washington, D.C. 20018-1211
Dear Sirs:
We are hereby making an offer pursuant to which a new
corporation ("Newco") to be formed by Xxxxxx X. Xxxxxxx (or a
corporation, partnership or other entity owned by Xx. Xxxxxxx)
and Liberty Media Corporation ("Liberty") would acquire (the
"Acquisition") all of the capital stock of BET Holdings, Inc.
(the "Company") not already owned by them at a price per share of
$48 in cash.
Consummation of the proposed transaction would be
subject to, among other things, the negotiation and execution of
definitive merger and other agreements and the receipt of
financing on terms and conditions acceptable to each of us. Such
definitive merger and other agreements would provide, among other
things, that the obligations of the parties to consummate the
Acquisition will be subject to the satisfaction of a number of
conditions customarily contained in transactions of this type.
In connection with the proposed Acquisition, we have retained
Salomon Brothers Inc. to provide financial advice and to assist
us in raising the funds necessary to consummate the Acquisition.
We and our advisors are prepared to meet with the Board
or any special committee formed by it to consider our proposal,
their advisors, and the Company's management and advisors in
order to answer any questions about our proposal and to present
definitive merger and other agreements for prompt consideration
and execution. We assume that you will want to make a prompt
announcement of our proposal. We are, however, of the view that
it is in the best interest of the Company's shareholders that
they be made aware of our proposal as promptly as possible, and
will therefore release this letter publicly shortly after it is
delivered to you and we will also be making appropriate filings
to comply with our obligations under the federal securities laws.
We hope that the Board will give this offer serious
consideration. As you can appreciate, with offers of this kind
time is of the essence. Accordingly, if you wish to pursue a
possible transaction, please contact Xx. Xxxxxxx as soon as
possible to discuss these matters further.
Very truly yours,
/s/ Xxxxxx X. Xxxxxxx
_____________________________
Xxxxxx X. Xxxxxxx
LIBERTY MEDIA CORPORATION
By: /s/ Xxxxxx X. Xxxxxxx
__________________________
Name: Xxxxxx X. Xxxxxxx
Title: President and Chief
Executive Officer
