LOS ANGELES — Gannett Co. Inc.’s attempts to win over Tribune Publishing Co. shareholders and have them side with its efforts to buy the parent of the Los Angeles Times appear to have been ineffective.
Tribune released preliminary results from its annual meeting today in Los Angeles in which the company said shareholders elected the board nominees, a slate that included Justin Dearborn, David Dibble, Michael Ferro Jr., Philip Franklin, Eddy Hartenstein, Richard Reck, Donald Tang and Carol Crenshaw.
Gannett had gone on a very public campaign to get Tribune shareholders to cast withhold votes against the board at today’s meeting in what would have been aimed at sending a message to the board after two failed attempts to acquire the company. Gannett in April put in an offer for $815 million followed by a raised bid of $864 million. Both offers were ultimately rejected by the Tribune board.
On Wednesday, Tribune shareholder Capital Structures Realty Advisors LLC filed a lawsuit against the Tribune board and its second-largest shareholder Nant Capital in the Delaware Court of Chancery alleging breach of fiduciary duty.
“We have tremendous opportunity at Tribune as we move aggressively to implement the changes necessary to succeed in the current environment and today’s results demonstrate that the majority of our voting shareholders agree,” said Ferro, Tribune chairman. “Our board remains dedicated to acting in the best interests of all shareholders and executing on our strategic plan to create exceptional value for all stakeholders.”
The shareholder meeting results now await certification.
Gannett fired back today with its own thoughts on the shareholder meeting outcome, alleging 49 percent of voters, when those affiliated with Tribune or Ferro were removed, cast withhold votes.
“For the record, we never intended to engage in a public fight for Tribune,” Michael Dickerson, Gannett vice president of investor relations and real estate, said during the meeting. “Instead we anticipated having constructive discussions with your board. Rather than engaging Gannett, the Tribune board has adopted an unproven strategy, implemented various delay tactics and ultimately effected a transaction that significantly diluted Tribune’s outstanding shares.”
Gannett said it will weigh the results of the shareholder vote in determining whether to move forward in its pursuit to buy Tribune.
