Tribune Company, As Agent of and Successor By Merger to the Former the Times Mirror Company, Itself and its Consolidated Subsidiaries - Page 73

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               S.  May 7, 1998, Regular Meeting of Times Mirror’s Board               
          of Directors                                                                
               A regular meeting of Times Mirror’s board of directors was             
          convened on May 7, 1998.  A document entitled “Mosby Matthew                
          Bender Divestiture Update” was presented to Times Mirror’s board            
          of directors at this meeting (May Bender update).  The May Bender           
          update included the following statements:                                   
               Following the special Board meeting on Friday,                         
               April 24, we began exclusive negotiations with Reed                    
               Elsevier for the divestiture of Matthew Bender and our                 
               50% interest in Shepard’s.  Negotiations started Friday                
               afternoon and continued for most of the day Saturday.                  
               Contracts and press releases were finalized Saturday                   
               night and signed on Sunday, after all corrections to                   
               the contracts had been made.  The transaction was in                   
               line with the parameters reviewed with the Board, with                 
               a total value of $1.65 billion.  Matthew Bender will be                
               divested through a merger that takes advantage of the                  
               proprietary tax structure that was presented to the                    
               Board.  Pending the customary regulatory review, the                   
               transaction is expected to be completed this summer.                   
               T.  May 7, 1998, Annual Meeting of Times Mirror’s                      
          Shareholders                                                                
               Times Mirror’s annual shareholder meeting was convened on              
          May 7, 1998.  At this meeting, Willes discussed, among other                
          topics, Times Mirror’s “decision to sell * * * [Mosby and Matthew           
          Bender] for strategic reasons.”  Willes made the following                  
          remarks with respect to this topic:  “You have read in recent               
          days that we have reached agreements to sell Matthew Bender, and            
          our 50% interest in Shepard’s for $1.65 billion.  We have also              
          agreed to sell Mosby for $415 million.  This is a phenomenal                
          amount of money for some phenomenal businesses.”                            





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