Tribune Company, As Agent of and Successor By Merger to the Former the Times Mirror Company, Itself and its Consolidated Subsidiaries - Page 132

                                       - 96 -                                         
                         purposes to 73.4 million at December 31,                     
                         1998 compared with 87.9 million at                           
                         December 31, 1997.                                           
                         *    *    *    *    *    *    *                              
               Discontinued Operations                                                
                    On July 31, 1998, the Company completed the                       
               divestiture of Matthew Bender & Company, Incorporated                  
               and its 50% ownership in legal citation provider                       
               Shepard’s to an affiliate of Reed Elsevier, Inc. in a                  
               transaction valued at $1.65 billion.  Additionally, on                 
               October 9, 1998, the Company completed the divestiture                 
               of Mosby, Inc., its health science and medical                         
               publisher, to Harcourt General, Inc. in a transaction                  
               valued at $415.0 million.                                              
                         *    *    *    *    *    *    *                              
               Share Purchases                                                        
                    Share purchases continued in 1998 through open                    
               market transactions, accelerated purchases and                         
               purchases by an affiliated limited liability company.                  
               A total of 16.7 million Series A common shares were                    
               acquired during 1998 which more than offset 2.1 million                
               shares issued as a result of the exercise of stock                     
               options.                                                               
               CONSOLIDATED RESULTS OF OPERATIONS                                     
                         *    *    *    *    *    *    *                              
               1998 Compared with 1997                                                
                         *    *    *    *    *    *    *                              
                    Earnings per share for 1998 benefited principally                 
               from the net gain on divestitures as well as a                         
               reduction in the average number of common shares                       
               outstanding and lower preferred dividend requirements.                 
               * * *                                                                  
                    Net interest expenses declined in 1998 due to an                  
               increase in interest income resulting from investment                  
               activity of the affiliated limited liability companies                 
               created as part of the Matthew Bender and Mosby                        





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