GDCS12-3PSP

GDCS12-3PSP - Grave Dancer Takes Tribune Corporation...

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“Grave Dancer” Takes Tribune Corporation Private
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Background Tribune Corporation is a media holding company consisting of the following: 9 newspapers, 23 TV stations, 25% stake in SportsNet Chicago, and the Chicago Cubs Advertising and subscription revenue declining Tribune taken private (4/07) in transaction valued at $8.2 billion Sam Zell, well-known turnaround specialist, is catalyst for transaction
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Multi-Stage Deal Structure: Key Components Stage 1: Tribune initiates tender offer for 51% of outstanding shares Tender financed by $250 provided by Sam Zell Balance provided by borrowing $3.95 billion Stage 2: ESOP buys remaining shares Purchase financed by borrowing $4 billion plus $65 million provided by Sam Zell Zell receives 15-year warrant to buy 40% of Tribune common stock at $500 million Loans guaranteed by Tribune Over time, ESOP will own all Tribune stock Tribune converted from C to S corporation
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Stage 1 Stage 2
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GDCS12-3PSP - Grave Dancer Takes Tribune Corporation...

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