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Tribune Announces Preliminary Results
of Modified "Dutch Auction" Tender Offer
CHICAGO, June 27,
2006 -- Tribune Company (NYSE:
TRB) today announced the preliminary results of its modified
"Dutch Auction" tender
offer which expired at 12:00 midnight, New York time, on
Monday, June 26, 2006.
Based on the preliminary count by the depositary for the
tender offer, Tribune expects to acquire approximately 45
million shares of its common stock at a price of $32.50 per
share. These shares represent approximately 15 percent of
the shares outstanding as of May 15, 2006. Because Tribune
will purchase all of the shares tendered, no proration is
required.
The number of shares to be purchased is preliminary and
subject to verification by the depositary. The actual number
of shares purchased will be announced upon verification and
payment will occur promptly thereafter.
Pursuant to the terms of the purchase agreements with the
McCormick Tribune Foundation and the Cantigny Foundation,
Tribune will also acquire an aggregate of
10 million shares of Tribune common stock on July 12, subject
to adjustment based upon the final number of shares tendered,
at a price of $32.50 per share. Tribune plans to repurchase
up to an additional 20 million shares in the open market
beginning on or after July 12, 2006.
"We are pleased
with the successful conclusion of the tender offer. This
leveraged recapitalization represents a very meaningful step
in our plan to enhance value for shareholders," said
Dennis FitzSimons, Tribune chairman, president and chief
executive officer. "Now, our priority is to improve
operating performance through a combination of top-line growth
initiatives and additional cost savings. We’ll also
continue to move forward on dispositions of non-core assets."
Merrill
Lynch & Co. and Citigroup served as co-dealer
managers for the tender offer. Georgeson Shareholder Communications
Inc. served as Information Agent and Computershare Trust
Company, N.A. served as the depositary. Any questions about
the tender offer may be directed to Georgeson at 17 State
Street, 10th Floor, New York, N.Y. 10004, telephone 866/767-8963.
(Banker and brokerage firms call collect 212/440-9800.)
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TRIBUNE (NYSE:TRB)
is one of the country’s top media companies, operating
businesses in publishing and broadcasting. It reaches more
than 80 percent of U.S. households and is the only media
organization with newspapers, television stations and websites
in the nation’s top three markets. In publishing, Tribune
operates 11 leading daily newspapers including the Los Angeles
Times, Chicago Tribune and Newsday, plus a wide range of
targeted publications. The company’s broadcasting group
operates 26 television stations, Superstation WGN on national
cable, Chicago’s WGN-AM and the Chicago Cubs baseball
team. Popular news and information websites complement Tribune’s
print and broadcast properties and extend the company’s
nationwide audience. |
