-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, EAbwvi5JjO+MNmE8XTg+RGp8MytDJ/NEVCpjqk9yqTx4FVAsD2IEdtHnKwCkf1ez qx98RzgKRJfrHgDRz2Hktw== 0000726513-08-000034.txt : 20080903 0000726513-08-000034.hdr.sgml : 20080903 20080903151147 ACCESSION NUMBER: 0000726513-08-000034 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080902 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080903 DATE AS OF CHANGE: 20080903 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TRIBUNE CO CENTRAL INDEX KEY: 0000726513 STANDARD INDUSTRIAL CLASSIFICATION: NEWSPAPERS: PUBLISHING OR PUBLISHING & PRINTING [2711] IRS NUMBER: 361880355 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-08572 FILM NUMBER: 081053782 BUSINESS ADDRESS: STREET 1: 435 N MICHIGAN AVE STREET 2: STE 600 CITY: CHICAGO STATE: IL ZIP: 60611 BUSINESS PHONE: 3122229100 8-K 1 trbform8kdated090208.htm TRIBUNE COMPANY FORM 8-K - DATED SEPTEMBER 2, 2008 trbform8kdated090208.htm
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
 
FORM 8-K
 
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

 
DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED):
September 2, 2008

Commission file number 1-8572

TRIBUNE COMPANY
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of
incorporation or organization)
36-1880355
(I.R.S. Employer
Identification No.)
   
435 North Michigan Avenue
Chicago, Illinois
(Address of principal executive offices)
60611
(Zip code)

Registrant’s telephone number, including area code:  (312) 222-9100
 

 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the obligation of the registrant under any of the following provisions:
 
 
[  ]
Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
[  ]
 Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
[  ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
[  ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 

 
 
 
Item 8.01.
Other Events.

On September 2, 2008, Tribune Company (“Tribune”) consummated the sale by its subsidiaries of a 10 percent interest in CareerBuilder, LLC (“CareerBuilder”) to subsidiaries of Gannett Co., Inc., (“Gannett”) for $135 million in cash.  As a result of the transactions Gannett subsidiaries now hold a 50.8 percent interest in CareerBuilder and Tribune subsidiaries hold a 30.8 percent interest.

A copy of the September 3, 2008 press release is filed as an exhibit hereto and incorporated herein by reference.
 
 
 
Item 9.01.
Financial Statements and Exhibits.
                            
(d)           Exhibits
 

Exhibits to this Form 8-K
 
 
 
Exhibit No.
Description
99.1
Press Release of Tribune Company and Gannett Co., Inc., dated September 3, 2008
 
 
 
2

 

 
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
  TRIBUNE COMPANY
(Registrant)
 
 
 
 
 
 
 
Date:  September 3, 2008
By:
/s/ David P. Eldersveld  
    Name:   David P. Eldersveld  
   
Title:     Vice President/Deputy General
               Counsel and Secretary
 
       
 

 
 
 
3

 

 
EXHIBIT INDEX

Exhibits to this Form 8-K
 
 
Exhibit No.
Description
99.1
Press Release of Tribune Company and Gannett Co., Inc., dated September 3, 2008

 
 
 
4
 
 
 
EX-99.1 2 exhibit99dated090308.htm PRESS RELEASE OF TRIBUNE COMPANY AND GANNETT CO. DATED SEPTEMBER 3, 2008 exhibit99dated090308.htm
 
Exhibit 99.1

 
 
 
News Release
 
 
 
    
 
 FOR IMMEDIATE RELEASE      
  Wednesday, Sept. 3, 2008

                                                                                                              
 
Gannett acquires a majority stake in CareerBuilder from Tribune Company

McLEAN, VA and CHICAGO, IL – Gannett and Tribune Company announced today that Gannett has acquired an additional 10 percent stake in CareerBuilder from Tribune for $135 million. The acquisition gives Gannett a 50.8 percent controlling interest in CareerBuilder, the U.S.’s largest online job site.

“CareerBuilder is a terrific company, with great growth potential that just keeps delivering more for Gannett and our partners,” said Craig Dubow, chairman, president and chief executive officer of Gannett Co., Inc. (NYSE: GCI). “We were delighted when the opportunity arose to acquire more of the company while maintaining a good, solid relationship with our partners.

“We are committed to CareerBuilder and want the team there to continue to do what they do best: grow the company, bring in revenues and deliver the best customer service in the jobs space. We don’t expect any major changes,” Dubow said.

“This transaction offers us an excellent opportunity to monetize some of the value CareerBuilder has built over the years, while enabling us to maintain a significant stake in a great online property,” said Sam Zell, Tribune’s chairman and chief executive officer.

Tribune now owns 30.8 percent of CareerBuilder; The McClatchy Company (NYSE: MNI) continues to own 14.4 percent; and Microsoft Corp. (Nasdaq: MSFT) continues to own 4 percent.

Under the new ownership agreement, Gannett has three seats on the six-seat CareerBuilder board of directors. Tribune and McClatchy have one seat each and the chief executive officer of CareerBuilder has one seat.

GANNETT CO., INC. is a leading international news and information company that publishes 85 daily newspapers in the USA, including USA TODAY, the nation’s largest-selling daily newspaper. The company also owns nearly 900 non-daily publications in the USA and USA WEEKEND, a weekly newspaper magazine. Gannett subsidiary Newsquest is the United Kingdom’s second largest regional newspaper company. Newsquest publishes nearly 300 titles, including 17 daily newspapers, and a network of prize-winning Web sites. Gannett also operates 23 television stations in the United States and is an Internet leader with sites sponsored by its TV stations and newspapers including USATODAY.com, one of the most popular news sites on the Web.

Media inquiries:
Tara Connell
Vice President of Corporate Communications
703-854-6049
tjconnel@gannett.com

 
 

 


TRIBUNE is America’s largest employee-owned media company, operating businesses in publishing, interactive and broadcasting. In publishing, Tribune’s leading daily newspapers include the Los Angeles Times, Chicago Tribune, The Sun (Baltimore), South Florida Sun-Sentinel, Orlando Sentinel, Hartford Courant, Morning Call and Daily Press. The company’s broadcasting group operates 23 television stations, WGN America on national cable, Chicago’s WGN-AM and the Chicago Cubs baseball team. Popular news and information Web sites complement Tribune’s print and broadcast properties and extend the company’s nationwide audience. At Tribune we take what we do seriously and with a great deal of pride. We also value the creative spirit and are nurturing a corporate culture that doesn’t take itself too seriously.

Media inquiries:
Gary Weitman
SVP/Corporate Relations
312/222-3394
gweitman@tribune.com

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