It's Done! Tribune Deal Completed -- New Directors Named

Posted
By: Mark Fitzgerald Sam Zell signaled he will ride herd on Tribune Co. as the troubled Chicago media giant officially went private Thursday.

Zell is putting more skin in the game, upping his personal investment in the $8.5 billion deal to $315 million from an initial investment of $250 million.

And Zell is seating himself in the executive suite, somewhat surprisingly taking both the CEO position as well as becoming Tribune's chairman.

Among the new directors of the privatized Tribune will be Brian L. Greenspun, 61, chairman and CEO of The Greenspun Corporation, and president and editor of the Las Vegas Sun. Tribune said the "Greenspun family has made a significant investment" in Tribune.

"We have a tremendous opportunity to take the great brands of Tribune Company, and the enormous talent within the company, to a new level," Zell said in a statement. "Tribune, along with the newspaper industry, has been mired in its monopolistic origins, and we intend to create a fresh, entrepreneurial culture that is fast and nimble, and which rewards innovation. Our goal is to provide a sustainable, relevant product for our customers and communities."

Zell scheduled a press conference for 2:30 CST.

Tribune now will cash out all remaining shares at $34 per share to complete the deal, under which formal ownership of the company will shift to an employee stock ownership plan.

Joining Zell in Tribune Tower's executive suite will be two longtime associates, Randy Michaels, who becomes executive vice president and CEO of Interactive and Broadcasting, and Gerald A. Spector who will be executive vice president and chief administrative officer.

Michaels, 55, was formerly CEO of Local TV LLC, a company that acquired television stations formerly owned by New York Times Company. In his 37 years in radio and broadcast, he was president and CEO of Jacor, which merged with Clear Channel Communications in 1999.

Spector, 61, was executive vice president and COO of Zell's real estate operation, Equity Residential. He has spent 35 years within Zell's organization.

Shortly after 1 p.m. EST, Tribune stock (NYSE: TRB) was priced at $33.98, the closest it has ever come to the target price of $34 since the going-private deal was announced in April.

Trading on Tribune will cease with the 4 p.m. close of the market Thursday.

Tribune's board was to meet Thursday afternoon to approve these nominees for the board of directors, in addition to Greenspun:

Jeffrey S. Berg, 60, chairman and CEO International Creative Management Inc.;

William C. Pate, 44, chief investment officer of Equity Group Investments LLC.;

Maggie Wilderotter, 52, chairman and CEO of Citizens Communications, a Stamford, Conn.-based provider of phone, Internet, and TV through access lines in parts of 23 states;

Frank E. Wood, 65, CEO Secret Communications LLC, a venture capital company in Cincinnati.

Tribune said that William A. Osborn, 60, chairman and CEO of Northern Trust Corp., and Betsy D. Holden, 52, a senior advisor to McKinsey & Company and the former president of global marketing and category development at Kraft Foods Inc. have been re-elected to the board. Both first joined as Tribune directors in 2002.

Zell sent a note to "investors" today, including the following.
*

It's a great day -- for you, for me, and for this company.

We've now launched the boat together, and we have to start paddling.
We've got a long way to go to shed all the things that tied us down
in the past, and to realize the enormous potential we can create. You'll see a lot of changes in the coming months.

* We will take intelligent risks and reward innovation.
* We will tear down bureaucracy and reward entrepreneurial spirit.
* We will compete fiercely but with integrity.
* We will work hard and have fun.

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