updated 3/14/2006 5:21:42 PM ET 2006-03-14T22:21:42

Clear Channel Communications Inc., the nation’s largest radio station owner, says the Justice Department has closed two antitrust investigations into its broadcast and concert business without taking action.

The Justice Department examined whether Clear Channel violated antitrust laws in one radio market and whether it illegally pressured artists to use its promotion service to get their songs played on radio, the company said in a regulatory filing.

Separately, the company disclosed Tuesday that during 2005 its chief executive and chief financial officer received restricted stock awards worth $5.84 million apiece and options to buy 355,000 more shares apiece.

Chief Executive Mark Mays was paid $879,107 in salary, Chief Financial Officer Randall Mays got $787,441, but neither received bonuses, which had amounted to $1.7 million each the previous year. They are the sons of Chairman L. Lowry Mays, who was paid $750,944 last year, plus $1.17 million in restricted stock and 505,000 options, according to the filing with the Securities and Exchange Commission.

The company’s shares fell 6 percent last year and have declined another 8 percent this year.

Clear Channel also said that because of “our high public profile and due in part to threats” against the company and management, the three executives used a corporate plane for all business and personal air travel and Lowry Mays has personal protection at his home. The company said the men’s personal use of the plane amounted to $118,285, which it called a legitimate business expense and not executive perquisites.

Antitrust regulators announced the investigations in 2003, after rivals cxomplained that Clear Channel had gained too much clout by linking its radio and concert-promotion businesses.

The Justice Department closed both investigations last month, the company said in its 2005 financial report, filed Friday with the Securities and Exchange Commission. A spokeswoman for the agency confirmed Tuesday that the matters are closed but declined to comment further.

Last year, a federal jury in Chicago ordered Clear Channel to pay a rival promoter $90 million for anticompetitive practices used to win a deal to promote motorcycle races. The jurors said Clear Channel didn’t break antitrust laws but intentionally interfered with Jam Productions Ltd.’s effort to promote dirt-track motorcycle racing.

A federal judge in Chicago reversed the award and ordered a new trial.

In December, Clear Channel spun off the concert business into a separate company. Analysts speculated the move might have prompted the Justice Department to close its investigation.

Clear Channel earned $936 million last year, helped by the spinoff of its concert-management unit and the public sale of a stake in its billboard division. Sales were roughly flat at $6.61 billion, but revenue in the radio division fell 6 percent.

The radio unit has been battling competition from commercial-free music stations on satellite radio. To avoid alienating listeners and improve ratings, Clear Channel stations are reducing commercial breaks and pushing advertisers to take shorter spots.

Clear Channel shares rose 14 cents, or 0.5 percent, to close at $29 in trading Tuesday on the New York Stock Exchange.

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