yup, i picked up a few way back at $2 and sold at 3.50
didnt look at it for awhile and when i did wowzers over 20

sweet is right.

have a look at IRBL .0016
3yr chart looks ready imo .
:)

Sweet move. was a buck or so not long sgo!!

wow

oh baby ! 22x39 wowzers!

Tribune Lenders Sue JPMorgan Claiming Buyout Was Fraud
October 29, 2010, 8:02 PM EDT
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Story Tools
e-mail this story print this story 1diggdiggadd to Business Exchange By Steven Church

(Updates with fighting among Tribune creditors in the third paragraph.)

Oct. 29 (Bloomberg) -- A group of Tribune Co. lenders sued affiliates of JPMorgan Chase & Co., Bank of America Corp. and Citigroup Inc. over the 2007 buyout of the newspaper publisher, claiming the banks knew the deal would ultimately fail.

When they pushed to close the two-stage transaction, the banks knew the $3.7 billion in financing “was tainted with fraud and other misconduct,” the lenders, who include hedge funds and investors who specialize in distressed debt, said in a complaint filed today in New York state court in Manhattan.

Since Chicago-based Tribune filed bankruptcy last year, lenders and other creditors have fought among themselves in court over whom was to blame for the company’s bankruptcy and how to divide ownership of the biggest newspaper and television company in bankruptcy.

JPMorgan is allied with Tribune and hedge funds Angelo Gordon & Co. and Oaktree Capital Management LP, who are also buyout lenders but not part of the lawsuit. They have proposed splitting Tribune among themselves and settling some potential buyout lawsuits.

Other creditors have until midnight to file their own reorganization plans.

Lending Agreement

In the complaint, a group that holds about $767.7 million of the $8.3 billion buyout debt alleged JPMorgan and the other banks violated the lending agreement that binds all of the lenders and the banks.

The banks knew that the second stage of the transaction would add so much debt on the company that Tribune wouldn’t be able to repay the loans, according to the complaint.

Spokesmen for JPMorgan and Citigroup didn’t immediately return calls seeking comment. Bank of America spokeswoman Shirley Norton declined to comment.

Fighting among Tribune’s creditors, who are owed more than $12 billion, intensified after July 27 when a bankruptcy examiner, Kenneth N. Klee, released a report that bolstered the position of lower-ranking creditors and lenders who funded the first stage of the buyout. Klee found that the second part of the buyout, which closed in December 2007, was vulnerable to a court challenge by creditors.

As part of the bankruptcy, the banks have claimed that if lenders in the first stage of the transaction win a lawsuit related to the second stage, the banks get to share in the monetary damages. The lenders want a judge to throw out that so- called sharing provision of the lending agreement.

The complaint claims the banks structured the deal in a way that reduced their risks at the expense of the lenders. The banks also hedged themselves through credit default swaps, which pay holders should a company go bankrupt, the lenders claim.

The case is Alden Global Distressed Opportunities Fund LP v. JPMorgan Chase Bank NA, 651884/2010, New York State Supreme Court (Manhattan).

http://www.businessweek.com/news/2010-10-29/tribune-lenders-sue-jpmorgan-claiming-buyout-was-fraud.html

Anyone know what's going on here today? I was looking at putting some money in this over the weekend seeing that the stock had been cut in half since the examiner's report...

This is my last post for today.

Wamu TRUTH.....

Written Statement of Kerry K. Killinger Submitted to the United States Senate
Permanent Subcommittee on Investigations-April 13, 2010

http://assets.bizjournals.com/cms_media/seattle/Kerry%20Killinger%20Written%20Statement%204-12-10.pdf


REPLY IN SUPPORT OF MOTION OF THE OFFICIAL COMMITTEE
OF EQUITY SECURITY HOLDERS IN SUPPORT OF ORDER
DIRECTING APPOINTMENT OF AN EXAMINER UNDER 11 U.S.C. § l104(C)

http://wmish.com/EC/examiner/response/Reply%20in%20Support%20of%20Motion.pdf


The United States Trustee's Response in Support of the Motion of the Official Committee of Equity Security Holders for the Appointment of an Examiner Pursuant to Section 1104(c) of the Bankruptcy Code [Docket No. 3579]

http://www.kccllc.net/documents/0812229/0812229100504000000000004.pdf


07/26/2010 5142 Motion to Approve Application of the United States Trustee for Order Approving Appointment of Examiner Filed by United States Trustee. (Attachments: # 1 Exhibit A -- Hochberg Declaration# 2 Proposed Form of Order) (McMahon Jr., Joseph) (Entered: 07/26/2010)
Application of the United States Trustee for Order Approving Appointment of Examiner

http://www.kccllc.net/documents/0812229/0812229100726000000000007.pdf

FYI: Joshua R. Hochberg - http://www.mckennalong.com/professionals-922.html


07/26/2010 5141[RECAP] Appointment of Examiner Filed by United States Trustee. (McMahon Jr., Joseph) (Entered: 07/26/2010)
Notice of Appointment of Examiner
http://www.kccllc.net/documents/0812229/0812229100726000000000006.pdf


Examiner’s Preliminary Report and Motion for Additional Relief

http://www.kccllc.net/documents/0812229/0812229100907000000000002.pdf


Letters to the court:

http://www.kccllc.net/documents/0812229/0812229100603000000000011.pdf

http://www.kccllc.net/documents/0812229/0812229100615000000000011.pdf

http://www.kccllc.net/documents/0812229/0812229100414000000000027.pdf


Contested Property:

http://www.finmire.com/WMI/Contested_Property


AMERICAN NATIONAL INSURANCE COMPANY MOTION TO ALTER OR AMEND JUDGMENT
AND REQUEST FOR LEAVE TO FILE AMENDED COMPLAINT (DC Court)

http://www.ghostofwamu.com/documents/09-01743/09-01743-0119.pdf




EC Objection To The POR 5/26

http://www.kccllc.net/documents/0812229/0812229100513000000000023.pdf


WaMu Delinquency Rates vs Industry, 2004 to 2007


http://www.kccllc.net/documents/0812229/0812229091214000000000008.pdf



Motion By The EC To Examine JPM/Chase

http://www.kccllc.net/documents/0812229/0812229100525000000000026.pdf


PLEASE READ THESE COURT DOCUMENTS.....

JPMorgan admits that the FDIC took over a solvent bank in one of the latest court documents...

I'm enclosing a few more documents filed through the BK court in regards to a declaration of Thomas M. Blake ( http://www.crai.com/ProfessionalStaff/listingdetails.aspx?id=1276 ).

The declaration can be found in 103-4.pdf at http://www.mediafire.com/?sharekey=3b830df9f3d0e6fce7c82ed4b8f0c380aff12395630f22f3ce018c8114394287
Quoting:
12. Based on my review to date, there is no indication that the OTS performed a solvency analysis consistent with the test for insolvency specified in the Bankruptcy Code. There is no indication that the OTS assessed the fair sale-able value of the assets of WMB (or WMI). Nor is there an indication that OTS compared the fair sale-able value of the assets of WMB (or WMI) to the total amount of either company’s respective liabilities. There is no indication that the OTS performed a comprehensive cash flow analysis of WMB (or WMI). Instead, the OTS found that “WMB met the well-capitalized standards through the date of receivership.”8 Thus, without a thorough analysis of the assets, liabilities and capital of WMI and WMB, it is not possible to come to a reliable conclusion concerning the financial solvency of either entity, whether on a consolidated or stand-alone basis.


Here is another document that says as of August 14, 2008:
"We propose to decapitalize WMBfsb by returning $20 billion of capital to its parent. The $20 billion will include the master note of approximately $7 billion, proceeds from $3.5 billion of Discount Notes and cash generated through additional wholesale deposits and advances from FHLB Seattle. We propose the payment of at least $10 billion by September 30, 2008 and the remaining $10 billion through December 2009."

"The net balance sheet of WMBfsb will be approximately $34 billion to $36 billion after Project Fillmore. The leverage ratio will decrease to 25% from 62%. A well-capitalized institution requires an 8% or higher leverage ratio."

Read reference page 45 of DOCUMENT 103-1.pdf from here:
http://www.mediafire.com/?sharekey=3b830df9f3d0e6fce7c82ed4b8f0c380aff12395630f22f3ce018c8114394287

Included, is the form to the OTS requesting a decapitalization of WMBfsb. Pg. 117

http://www.kccllc.net/documents/0812229/0812229100208000000000003.pdf


Enclosed is a link to the affidavit of Doreen Logan who is the Controller/ Assistant Treasurer of Wamu who states that there was no liquidity problems;

http://www.google.com/search?hl=en&ie=ISO-8859-1&q=%20Ex.%20D%20to%20Affidavit%20of%20Doreen%20Logan%20%28%201%20/07-3/08%20Account%20Statements%29%20A-46%20...&btnG=Search


Remember, WMBfsb was also taken from the holding company and sold to JPMorgan/Chase with all of the other assets for only $1.88bil.....

Please, take some time and read these documents. Here is a link to all documents filed through the BK Court;

http://www.kccllc.net/wamu



Jamie Dimon planted "moles" in Wamu??? JPMorgan committed corporate fraud???

http://www.kccllc.net/documents/0812229/0812229090501000000000002.pdf


Wamu's claims against JPMorgan/Chase;

http://wmish.com/doc/gov/0603/JPM_V_WMI_-_ANSWER.PDF


Debtors seek the Rule 2004 examination of the following Knowledgeable Parties: (Pg. 443 onward shows internal emails of JPM talking about wiping out Wamu shareholders many months before the seizure)

http://www.kccllc.net/documents/0812229/0812229091214000000000008.pdf

"The Regulators"
FDIC - The Federal Deposit Insurance Corporation, in its capacity as receiver for WMB and in its corporate
capacity,
OTS - Office of Thrift Supervision
OCC - Office of the Comptroller of the Currency
Federal Reserve - Board of Governors of the Federal Reserve System
Treasury Department - U.S. Department of the Treasury
SEC - U.S. Securities and Exchange Commission
Paulson - former U.S. Treasury Secretary Henry M. Paulson, Jr

"The Rating Agencies"
Moody's - Moody's Investors Service
S&P - Standard and Poor's Corporation ("S&P")

"The WaMu Suitors"
Banco Santander - Banco Santander, S.A.
Toronto-Dominion - Toronto-Dominion Bank
TD Bank - TD Bank, N.A.
Wells Fargo - Wells Fargo, N.A.

"The Banks"
FHLB-SF - Federal Home Loan Bank-San Francisco
FHLB- Seattle - Federal Home Loan Bank-Seattle
Goldman Sachs - The Goldman Sachs Group, Inc.

"The JPMC Professionals"
PWC - PricewaterhouseCoopers
Equale - Equale & Associates
Holt - Richard F. Holt
Horne - David Horne, LLC


Please read these articles;

http://www.portfolio.com/industry-news/banking-finance/2009/12/07/why-federal-regulators-closed-washington-mutual/index.html

http://seattle.bizjournals.com/seattle/stories/2009/12/14/daily18.html

http://seattle.bizjournals.com/seattle/stories/2010/04/12/story2.html?jst=pn_pn_lk


The Biggest Banking Heist in World History: Washington Mutual

http://www.marketoracle.co.uk/index.php?name=News&file=article&sid=13894

Please read this descriptive complaint that was submitted to the SEC from Apex Venture Advisors Mike Stathis Managing Principal on October 7, 2008 in regards to the manipulation that occurred on Wamu's stock;

http://www.avaresearch.com/files/20090930175434.pdf



I'm also enclosing another link that quotes Judge Hughes from a case against the FDIC that was wrapped up on August 24, 2005; http://blog.kir.com/archives/2005/08/judge_hughes_ha.asp

"The record shows that the swap was the only reason for this suit. It also shows that the FDIC knew that it had no factual or legal basis for its claims, and that its cases here and in Washington were shams."

As usual, Judge Hughes is acerbic in his opinion regarding the FDIC's conduct, noting in particular that FDIC officials "lied about it all under oath" and they "discarded the mantle of the American Republic for the cloak of a secret society of extortionists."

"It's hard to find a word that captures the essence of the FDIC's bringing this action. Irresponsible is close. Arbitrary, dishonest, exploitative, extortionate, and abusive all fit."

Judge Hughes concluded that Hurwitz and Maxxam "will recover their costs because the record reveals corrupt individuals within a corrupt agency with corrupt influences on it, bringing this litigation."



And now the connection between JPM and the FDIC........


3/26/09 Joe’s hired (from JPM) by the FDIC 3/26/09 as “Senior Advisor” to Sheila…to provide “policy and legal advice relating to complex financial transactions, bid structures, and capital markets.” I'm sure it was out of the goodness of his heart, service before self, duty to country? ummmmmmm, yeah~

8/05/09 Meets with TPG/Sullivan and Cromwell/and others (as FDIC rep) “to discuss the “Proposed Policy Statement of Policy on Qualifications for Failed BankAcquisitions”
http://www.fdic.gov/regulations/laws/federal/2009/09c63AD47.PDF

10/06/09 Winning Bidder Announced….drum roll please~~~~TPG http://www.fdic.gov/news/news/press/2009/pr09183.html

8/04/10 By now, Joe’s getting tired, Job Done…."Joe has given the FDIC invaluable service during a challenging time in the FDIC's history. His input on marketing and resolution strategies and substantive expertise on capital markets has contributed to the FDIC's ability to address many complex and difficult failed bank resolutions," http://www.fdic.gov/news/news/press/2010/pr10177.html

He left his multi-million dollar salary behind at JPM to take a $250,000 position with the FDIC (FOR ONE YEAR) to clean up that "banking mess", and help them unload some banks to the likes of TPG/BONDERMAN?

Mr Examiner/EC members…I always wondered, why was TPG so eager/willing to convert their Preferreds to Commons? Perhaps make it easier and smoother to transition this big old ugly WAMU thing into the hands of the JPM?





http://wamuequityrights.org
http://www.wamu-shareholders-resources.com/wamued.html
http://www.wamucoup.com
http://wamustory.com
http://madblab.com/post/tag/wmbfsb

The Disclosure Statement was continued to Oct. 8 and will most likely get continued until after the Examiner's report.

**Hearing 9/24/2010 - Phone Dial-in and Audio Archive

LISTEN LIVE:

Dial-in at 10:20AM EST
Hearing begins at 10:30AM EST

The bridge number is:
712-432-1001

and when prompted for the access code enter:
477420980


For any that are in Europe, here are the dial-in numbers. Use the same pass-code above.

Germany 49 01805 00 76 18

UK 44 0870 352 0483

France 33 0826 100 265

Ireland 353 0818 270 030

Austria 43 0820 4000 1561

Belgium 32 070 35 9983

Spain 34 0902 88 60 36

Switzerland 41 0848 56 01 88

Italy 39 0848 39 01 65

AUDIO ARCHIVE:
To be notified as the audio archives become available:
http://twitter.com/WaMuAudio
http://twitter.com/UniquelyTrill ---best live play by play action.........face expressions and all you cant hear on audio
The archived audio will be made available at the conclusion of the hearing:
Hearing Index: http://www.viewip.net/WMI/Hearing

WMI calendar:
http://www.my.calendars.net/wmi

Notice of Agenda of Matters Scheduled for Hearing on September 24, 2010 at 10:30 a.m. (EDT):

http://www.kccllc.net/documents/0812229/0812229100922000000000001.pdf

Oh really, I have owned shares here for quite some time, since right after they filed BK, I am interested in finding out more!!

You're welcome! A fellow shareholder has been setting up a call in which you can listen in on these court hearings.....

Thanks for that info HRoller!!

The equity committees representation for WMI(Wamu) recently mentioned this case. An Examiner was appointed on behalf of the shareholders and the final report is due Nov. 1

Tribune Co. creditors suggest own reorg plan
By: Lynne Marek September 17, 2010
Related Content

Tribune Co. creditors tell judge company can't be trusted ...
Tribune Co. bankruptcy trustee objects to separate firm ...
Creditors fight for control as Tribune bankruptcy spins ...
Tribune gets bankruptcy mediator; develops new Sunday ...
Tribune Co. attorneys want more time in bankruptcy case
Tribune negotiations (Crain's) — Two Tribune Co. creditors have teamed up to offer a bankruptcy reorganization plan for the company that would create a separate trust for any monetary settlement related to litigation over its 2007 leveraged buyout.


Oaktree Capital Management L.P. and Angelo Gordon & Co. L.P., two major creditors that say they have billions of dollars in claims, said their plan was aimed at speeding up the Chicago-based media company's exit from bankruptcy if mediation scheduled to begin Sept. 26 isn't successful, according to documents filed Friday in U.S. Bankruptcy Court in Delaware.


The plan “is presented only as an alternative in the event that the upcoming mediation does not produce a fully consensual resolution to these cases,” the documents said. The creditors added that they “would greatly prefer a restructuring that has the broad support of all material constituencies.”


Oaktree and Angelo Gordon's plan is the first to be filed by a creditor since a plan put forward by the company in April fell apart last month after an examiner's report emboldened junior creditors that had been slated to get nothing under the Tribune's prior reorganization plan.


The examiner's report buttressed the junior creditors' contention that the 2007 buyout by Tribune Chairman Sam Zell had saddled the media giant with so much debt that it became insolvent. The examiner also said those claims might stand up in court. The trust proposed by Oaktree and Angelo Gordon would allow those claims to be litigated separately and give creditors certain amounts of the value that comes from it.


"We are hopeful that the mediation will be successful and that when it is over, we will be in a position to proceed to the confirmation of an amended plan that we believe will have the prospect of substantial support," Tribune CEO Randy Michaels said in a note to employees Friday after the creditors' plan was filed. "In the event that such a plan does not gain sufficient creditor support, the general approach contained in the Oaktree plan may provide the next best alternative and an expeditious pathway to confirmation."


The company's exclusive right to offer a reorganization plan has lapsed, leaving the door open for creditors to file their own. Any plan would have to pass a creditor vote and receive court approval to succeed.


Tribune, parent of the Chicago Tribune and the Los Angeles Times, filed for Chapter 11 bankruptcy protection in December 2008.

Making one heck of a move, TRBCQ on a tear, was $3 just a few days ago now $13,

Tribune ReportLast update: 7/30/2010 12:12:47 PM
By Marie Beaudette
Of DOW JONES DAILY BANKRUPTCY REVIEW
On Tuesday, the Wilmington, Del., bankruptcy court will consider releasing an examiner's full report on Tribune Co.'s (TRBCQ) ill-fated 2007 leveraged buyout to the public. The report by examiner Kenneth Klee, an attorney with Klee, Tuchin, Bogdanoff & Stern LLP, was released in heavily redacted form Monday because many of the documents he used to complete the report were marked confidential. At a court hearing earlier this week, an attorney for Klee said he doesn't think anything in the report is confidential. At Thursday's hearing, Judge Kevin Carey authorized Klee to release the full report to all Chapter 11 case insiders, who said they needed it to prepare for hearings on Tribune's bankruptcy-exit plan. He will consider releasing the full report to the public Tuesday. The U.S. trustee, the Justice Department official monitoring the case, has demanded the full report be released, saying it is of "paramount importance" that creditors have access to the facts behind Klee's conclusions. Klee found that fraud tainted $3.6 billion of the financing for the LBO, which came about a year before the media company filed for Chapter 11 protection. Earlier this week, Carey said he may also decide Tuesday to push back the Aug. 6 voting deadline on Tribune's restructuring plan to give creditors more time to digest the report's findings before casting their ballots. On Friday, Station Casinos Inc. will auction a number of its casino properties after reaching a deal earlier this week with its unsecured creditors, who had sought to delay the sale. The company plans to auction several of its casino properties and reorganize around its four Las Vegas casinos. Station's founding Fertitta family has agreed to open bidding at the auction with a $772 million bid. Station's unsecured creditors tried to delay the auction, but were shot down by the Reno, Nev., bankruptcy court. A few days later, the creditors reached a deal with the company that calls for them to invest in the Las Vegas-area casinos the company isn't selling. The unsecured creditors have agreed to invest a minimum of $35.3 million to acquire a 15% stake in the equity of Station's Las Vegas-area casinos. A group of bondholders--affiliates of Fidelity Management & Research Company, Oaktree Capital Management LP and Serengeti Asset Management LP--have agreed to backstop the investment. Station Casinos filed for bankruptcy protection in July 2009 to restructure $5.7 billion in debt. It owns and operates 18 casinos in Nevada, including the Red Rock Casino Resort Spa, Palace Station Hotel & Casino and Wild Wild West Gambling Hall & Hotel. On Thursday, chemical company Tronox Inc. (TRXAQ, TRXBQ) will ask the Manhattan bankruptcy court for permission to send its restructuring plan to creditors for a vote. The plan, filed earlier this month, would address billions of dollars in environmental claims and hand control of the company to its unsecured creditors, owed $470.6 million. Tronox will set up a trust to cover environmental liabilities that will receive 88% of any proceeds from a lawsuit the company filed against former parent Kerr-McGee Corp. (KMG) over liabilities left with Tronox after a 2005 spinoff. Tronox estimates that it took on between $1.4 billion and $5.2 billion in environmental liabilities tied to more than 2,500 sites as part of the transaction. The environmental trust will also receive a cash payment of up to $145 million, preferred shares in the reorganized company and warrants to buy additional stock. The plan cancels Tronox's existing stock, but shareholders will receive warrants to buy stock in the new company if they vote to accept the plan. Tronox, one of the world's biggest producers of whitening pigment titanium dioxide, filed for Chapter 11 protection in January 2009. (This item appears in Dow Jones' Daily Bankruptcy Review newsletter.) -By Marie Beaudette, Dow Jones Daily Bankruptcy Review; 202-862-1354 (END) Dow Jones NewswiresJuly 30, 2010 12:12 ET (16:12 GMT)

Tribune filed a Joint Plan of Reorganization and Disclosure Statement with the U.S. Bankruptcy Court based on a settlement that would resolve all potential claims arising from the Company’s 2007 going-private transactions. Tribune states that it developed a Plan “that would keep the company intact, sharply reduce its debt, and provide it with sufficient liquidity to expand its business in the future.” Under the Plan, senior noteholders would be paid in a combination of cash, debt and stock, and the Company’s senior credit facility lenders would receive cash and debt, as well as stock representing in excess of 91% of the equity of the reorganized company. Holders of allowed loan claims will receive a share of 8.8% of a new senior secured term loan, minus the amount of the term loan to be distributed to senior noteholders, the portion of another parent claims allocation that is the new term loan and the amount of cash to be distributed to holders of convenience class claims. These creditors will also receive 8.8% of new common stock, minus the stock distribution to noteholders and holders of other parent claims. Holders of senior noteholder claims will receive a share of 7.4% of the new term loan, 7.4% of distributable cash and 7.4% of the new common stock. Holders of other parent claims will recover 35.18% in distributable cash. Holders of loan guaranty claims will receive 91.2% of the new term loan, plus the other parent claims portion of the term loan, as well as 91.2% of distributable cash, minus the amount of cash to be distributed to holders of general unsecured claims and to other parent claims in excess of the portion of other parent claims that is distributable cash. These creditors will also receive 91.2% of the new common stock, plus the portion of the other parent claims allocation that is distributable cash. Holders of general unsecured claims against relevant filed subsidiary Debtors will be paid in full with distributable cash, provided, however, that if the Company decides that the total sum of these claims will exceed $150 million and a senior lender settlement committee does not elect to provide additional consideration, these general unsecured creditors will receive a share of $150 million in cash. The Disclosure Statement hearing has been scheduled for May 20, 2010.

Tribune gets OK to sell Cubs

Web Posted: 09/25/2009 12:00 CDT

By Steven Church - Bloomberg Tribune Co., the bankrupt newspaper publisher, won court permission to sell the Chicago Cubs, paving the way for the baseball team to file bankruptcy to make the transaction final.

Under the sale process approved last month by U.S. Bankruptcy Judge Kevin Carey in Wilmington, Del., Tribune would transfer the Cubs to the family of TD Ameritrade Holding Corp. founder Joe Ricketts. The transaction would bring about $740 million to the company's creditors.

Because the transaction is a so-called leveraged partnership, it will enable Tribune to avoid paying about $300 million in taxes, said tax consultant Robert Willens, who teaches a class on tax law at the business school at Columbia University. The structure, however, probably will prompt questions from the Internal Revenue Service, Willens said.

“They are generally hostile toward leveraged partnership transactions,” Willens said, citing past IRS rulings. “And this leveraged partnership is such a high-profile one.”

Calls and e-mails for comment to Tribune spokesman Gary Weitman weren't immediately returned. Ricketts family spokesman Dennis Culloton declined to answer questions about the tax issue.

“This is another positive step for the Ricketts family and their effort to acquire the controlling interest in the Chicago Cubs,” Culloton said in an e-mailed statement. “The family looks forward to obtaining final approval from the court and from Major League Baseball owners so they can begin leading this great franchise.”

On Thursday, Carey approved the deal to transfer the Cubs to the Ricketts family. Before the sale wins final court approval and can close, the main holding company for the Cubs, Chicago National League Ball Club LLC, must file bankruptcy to shield the buyer from future lawsuits.

last Friday when asked about Tribune's future by Maria Bartiromo, Zell said he expects TRBCQ to exit bankruptcy by the end of the year.

Lenders may get control of Tribune Co.
Debt-for-equity plan under discussion in bankruptcy reorganization could give biggest stake to creditors, spur Sam Zell's exit
By Michael Oneal | Tribune reporter
June 8, 2009
Chicago-based Tribune Co. and its creditors are in the early stages of negotiating a plan of reorganization in U.S. Bankruptcy Court that sources said likely would transfer control of the troubled media conglomerate from Chicago billionaire Sam Zell to a group of large banks and investors that holds $8.6 billion in senior debt.

The plan is still taking shape, the sources said, and much could change as negotiations continue.

But the general contours of a new capital structure are coming into focus, and the plan centers on a debt-for-equity swap that probably would give the senior lenders a large majority ownership stake in the reorganized company.

A source with knowledge of the situation said the plan would wipe out a $90 million warrant Zell negotiated as part of his $8.2 billion deal to take the company private in 2007. The warrant gives the Tribune Co. chairman the right to buy about 40 percent of the company for $500 million and is the basis of his control over Tribune Co., which owns the Chicago Tribune.



Related links
Willis chief: Sears Tower renaming mishandled Zell also holds a $250 million note representing a loan he made to the company as part of the going-private transaction. That note, however, is near the bottom of the hierarchy of claims in Tribune Co.'s Chapter 11 bankruptcy case, and the source said it is unlikely it would retain any value as the capital reorganization proceeds.

Bankruptcy experts said the plan's outline raises questions about whether the senior lender group would want to retain Zell and his management team or seek new leadership for the company. It also poses the question of whether Zell would want to stay without a large ongoing stake in the company.

Sources close to both the creditors and the company said it is too early to make such decisions and Tribune management continues to control the process because it currently has the exclusive right to propose whatever reorganization plan it wishes. But Zell's team has indicated that it wants to work toward a consensual plan with the company's creditors, which means issues such as who manages the company and whether those managers are given equity as part of an incentive package will be negotiated over time, experts said.

"It completely depends on whether the new owners see value in keeping Zell," said Douglas Baird, a corporate reorganization specialist at the University of Chicago Law School. "They have to decide: Is the person at the helm when the company went into the storm the most able person to steer it out?"

Zell was not available for comment, but in a statement Tribune Co. said he and his top managers "remain actively engaged and committed to this company. The restructuring is still in progress, and it is premature to speculate about the final ownership structure."

Howard Seife, a partner with Chadbourne & Parke in New York, which represents the committee of unsecured creditors in the Tribune Co. case, said negotiations so far have been "fairly general and not particularly advanced."

The central logic behind the debt-for-equity swap is that Tribune Co. can no longer afford the nearly $13 billion in debt that grew out of Zell's $8.2 billion deal to take the company private in 2007. With advertising revenue in decline and the company's cash flow deflated, the company must shrink its obligations to a more sustainable level while giving creditors enough potential value in return that they agree to the cuts without a fight.

The senior creditors -- a group that includes large banks such as JPMorgan Chase and Citigroup, as well as institutional investors and funds such as Oaktree Capital Management and Angelo, Gordon & Co. -- have claims worth $8.6 billion. But the senior debt is trading on the open market for about 30 cents on the dollar, suggesting the company may be worth somewhat less than $3 billion.

Consequently, sources said, it is generally assumed that the claims of these creditors overwhelm all others, and that it would take a large chunk of equity to satisfy them in a swap, arguably most of it. But since other groups are likely to press their claims anyway, the senior group may agree that creditors lower on the hierarchy should get some consideration in the restructuring plan so that the process doesn't bog down in court.

Although talks so far have been friendly and productive, sources said, management's plan of reorganization may still be months away. It helps that apart from plans to sell the Chicago Cubs, the company will likely stay intact, partly because values for newspapers and broadcast outlets are so depressed. But there are other complications, including the question of what to do with Tribune Co.'s employee stock ownership plan.

Tribune Co. employees own 100 percent of the company's equity through an arcane, tax-advantaged corporate structure known as an S-Corp ESOP. But a tangle of S-Corp rules would make it difficult to give the senior lenders equity and maintain the S-Corp structure.

Among other things, an S-Corp can have only 100 shareholders, and they must be individuals, not corporations. A retirement plan like an ESOP, which can have thousands of members, is permissible. But a lender like JPMorgan would be prohibited, and Tribune Co.'s senior lender group has more than 100 members anyway.

Zell's team has argued to creditors that keeping the S-Corp structure adds value to the company. It shelters Tribune Co. from paying income taxes and facilitates the company's ability to spin off assets without paying capital gains taxes. Last year, for instance, the structure helped Zell's team construct a tax-advantaged deal to unload its Newsday metropolitan daily in New York for $650 million. It also is figuring prominently in plans to shelter Tribune Co. from a big tax bill stemming from its pending sale of the Cubs.

Jack Levin, a senior partner at Chicago's Kirkland & Ellis, said it would be possible to work out a plan that preserves the S-Corp ESOP and gives lenders an acceptable stake. But any solution would be highly complex.

One idea would be to put Tribune Co.'s assets into a partnership or limited liability corporation owned to a large degree by the lenders, with a small amount given to the S-Corp ESOP. The lenders would have to pay their share of income taxes, but the structure would retain a tax-advantaged vehicle to preserve the benefits of the Newsday and Cubs deals.

Another idea would be to give the lenders warrants convertible to equity at the end of the S-Corp's 10-year useful life span. That preserves the tax breaks but forces a large number of lenders and investors to hold onto securities that may not be marketable for seven to eight more years, something they may be reluctant to do.

Any revised structure also would be open to interpretation by the Internal Revenue Service, which increases risk for creditors, said tax consultant Robert Willens.

Sources on both sides of the table said the calculation for lenders likely will come down to weighing the cost of this complexity versus the value of the tax advantages. The new owners will also have to consider how much it would cost to replace Tribune Co.'s ESOP with a retirement plan attractive enough to retain employees -- a 401(k) plan with a company match, for instance.

"It's too early to say, but the bias among folks is that simplicity has its virtues," one source said. "A lot of people would rather have something that's simple and easily monetizeable."

Lenders may get control of Tribune Co.
Debt-for-equity plan under discussion in bankruptcy reorganization could give biggest stake to creditors, spur Sam Zell's exit
By Michael Oneal | Tribune reporter
June 8, 2009
Chicago-based Tribune Co. and its creditors are in the early stages of negotiating a plan of reorganization in U.S. Bankruptcy Court that sources said likely would transfer control of the troubled media conglomerate from Chicago billionaire Sam Zell to a group of large banks and investors that holds $8.6 billion in senior debt.

The plan is still taking shape, the sources said, and much could change as negotiations continue.

But the general contours of a new capital structure are coming into focus, and the plan centers on a debt-for-equity swap that probably would give the senior lenders a large majority ownership stake in the reorganized company.

A source with knowledge of the situation said the plan would wipe out a $90 million warrant Zell negotiated as part of his $8.2 billion deal to take the company private in 2007. The warrant gives the Tribune Co. chairman the right to buy about 40 percent of the company for $500 million and is the basis of his control over Tribune Co., which owns the Chicago Tribune.



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Willis chief: Sears Tower renaming mishandled Zell also holds a $250 million note representing a loan he made to the company as part of the going-private transaction. That note, however, is near the bottom of the hierarchy of claims in Tribune Co.'s Chapter 11 bankruptcy case, and the source said it is unlikely it would retain any value as the capital reorganization proceeds.

Bankruptcy experts said the plan's outline raises questions about whether the senior lender group would want to retain Zell and his management team or seek new leadership for the company. It also poses the question of whether Zell would want to stay without a large ongoing stake in the company.

Sources close to both the creditors and the company said it is too early to make such decisions and Tribune management continues to control the process because it currently has the exclusive right to propose whatever reorganization plan it wishes. But Zell's team has indicated that it wants to work toward a consensual plan with the company's creditors, which means issues such as who manages the company and whether those managers are given equity as part of an incentive package will be negotiated over time, experts said.

"It completely depends on whether the new owners see value in keeping Zell," said Douglas Baird, a corporate reorganization specialist at the University of Chicago Law School. "They have to decide: Is the person at the helm when the company went into the storm the most able person to steer it out?"

Zell was not available for comment, but in a statement Tribune Co. said he and his top managers "remain actively engaged and committed to this company. The restructuring is still in progress, and it is premature to speculate about the final ownership structure."

Howard Seife, a partner with Chadbourne & Parke in New York, which represents the committee of unsecured creditors in the Tribune Co. case, said negotiations so far have been "fairly general and not particularly advanced."

The central logic behind the debt-for-equity swap is that Tribune Co. can no longer afford the nearly $13 billion in debt that grew out of Zell's $8.2 billion deal to take the company private in 2007. With advertising revenue in decline and the company's cash flow deflated, the company must shrink its obligations to a more sustainable level while giving creditors enough potential value in return that they agree to the cuts without a fight.

The senior creditors -- a group that includes large banks such as JPMorgan Chase and Citigroup, as well as institutional investors and funds such as Oaktree Capital Management and Angelo, Gordon & Co. -- have claims worth $8.6 billion. But the senior debt is trading on the open market for about 30 cents on the dollar, suggesting the company may be worth somewhat less than $3 billion.

Consequently, sources said, it is generally assumed that the claims of these creditors overwhelm all others, and that it would take a large chunk of equity to satisfy them in a swap, arguably most of it. But since other groups are likely to press their claims anyway, the senior group may agree that creditors lower on the hierarchy should get some consideration in the restructuring plan so that the process doesn't bog down in court.

Although talks so far have been friendly and productive, sources said, management's plan of reorganization may still be months away. It helps that apart from plans to sell the Chicago Cubs, the company will likely stay intact, partly because values for newspapers and broadcast outlets are so depressed. But there are other complications, including the question of what to do with Tribune Co.'s employee stock ownership plan.

Tribune Co. employees own 100 percent of the company's equity through an arcane, tax-advantaged corporate structure known as an S-Corp ESOP. But a tangle of S-Corp rules would make it difficult to give the senior lenders equity and maintain the S-Corp structure.

Among other things, an S-Corp can have only 100 shareholders, and they must be individuals, not corporations. A retirement plan like an ESOP, which can have thousands of members, is permissible. But a lender like JPMorgan would be prohibited, and Tribune Co.'s senior lender group has more than 100 members anyway.

Zell's team has argued to creditors that keeping the S-Corp structure adds value to the company. It shelters Tribune Co. from paying income taxes and facilitates the company's ability to spin off assets without paying capital gains taxes. Last year, for instance, the structure helped Zell's team construct a tax-advantaged deal to unload its Newsday metropolitan daily in New York for $650 million. It also is figuring prominently in plans to shelter Tribune Co. from a big tax bill stemming from its pending sale of the Cubs.

Jack Levin, a senior partner at Chicago's Kirkland & Ellis, said it would be possible to work out a plan that preserves the S-Corp ESOP and gives lenders an acceptable stake. But any solution would be highly complex.

One idea would be to put Tribune Co.'s assets into a partnership or limited liability corporation owned to a large degree by the lenders, with a small amount given to the S-Corp ESOP. The lenders would have to pay their share of income taxes, but the structure would retain a tax-advantaged vehicle to preserve the benefits of the Newsday and Cubs deals.

Another idea would be to give the lenders warrants convertible to equity at the end of the S-Corp's 10-year useful life span. That preserves the tax breaks but forces a large number of lenders and investors to hold onto securities that may not be marketable for seven to eight more years, something they may be reluctant to do.

Any revised structure also would be open to interpretation by the Internal Revenue Service, which increases risk for creditors, said tax consultant Robert Willens.

Sources on both sides of the table said the calculation for lenders likely will come down to weighing the cost of this complexity versus the value of the tax advantages. The new owners will also have to consider how much it would cost to replace Tribune Co.'s ESOP with a retirement plan attractive enough to retain employees -- a 401(k) plan with a company match, for instance.

"It's too early to say, but the bias among folks is that simplicity has its virtues," one source said. "A lot of people would rather have something that's simple and easily monetizeable."

Cubs sale complicated by broadcast contracts: Unwinding TV, radio relationships trips up negotiations between Tribune Co., Ricketts family
Sun. May 31, 2009; Posted: 03:33 AM
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May 31, 2009 (Chicago Tribune - McClatchy-Tribune Information Services via COMTEX) -- TRB | Quote | Chart | News | PowerRating -- Tribune Co.'s ownership of the Chicago Cubs has always been on the cutting edge of sports.
Controlling both a baseball team and the media outlets that broadcast its games helped the Cubs develop a national following despite a century without a World Series championship. The exposure generated millions of ticket sales at Wrigley Field and increased audiences for its TV and radio stations. Most of all, it significantly increased the value of a team Tribune Co. bought for $20.5 million in 1981.

But now, unwinding those interlocking relationships is bogging down the media company's deal to sell the Cubs to Wilmette investment banker Tom Ricketts and his family. A dispute over the value of the team's broadcast contracts has thrown the deal's $900 million price tag into question and complicated a negotiation that many expected would be wrapped up by now.

The Ricketts family is planning to deliver a "comprehensive package" to Tribune Co. later this week outlining its latest proposal and a long-awaited financing package, a source close to the talks said.

But the family is also claiming that upon closer inspection, the broadcast contracts aren't worth as much as they originally thought. And that has led the Ricketts to seek concessions in the contract language or a $40 million to $50 million reduction in the sale price.

Frustrations have boiled over. Both sides have complained to Major League Baseball about the difficulty of dealing with the other. Both parties have expressed their dissatisfaction in the media, usually anonymously. But on Thursday, Sam Zell, Tribune Co.'s chairman and chief executive, upped the rhetorical ante.

"If the Ricketts deal doesn't get done, I am sure there'll be other ones," he told Bloomberg Television, although he suggested the two sides are working toward a close.

For the Ricketts, the future value of the broadcast contracts is crucial. In the four months since the family emerged as the winning bidder for the Cubs, the credit markets have continued to erode, driving up financing costs. Meanwhile, the searing recession has called into question the earning power of all professional sports franchises.

Revenue from stadiums and media contracts drive franchise values. The Cubs play in the second-oldest ballpark, a fact that makes it a shrine but also constrains a new owner from finding additional revenue sources without making a significant investment in stadium improvements.

Considering that the Cubs already sell out their games, the team's future revenue growth depends largely on getting the most out of its television and radio contracts.

Lee Berke, president of LHB Sports, Entertainment and Media Inc., said that given Tribune's history with the Cubs, it is hardly a surprise that tensions have erupted over how to structure contracts to broadcast games on the company's WGN-Ch. 9, WGN radio and Comcast SportsNet Chicago.

The Cubs and WGN are synonymous in fans' minds. WGN-TV began broadcasting home games in 1948; WGN-AM radio carried games long before that. When Tribune Co. turned WGN into a cable superstation in 1978, Cub games reached millions of homes outside Chicago, turning people like 43-year-old Tom Ricketts, who grew up in Omaha, into Cub fans.

Over time, Tribune Co., which also owns the Chicago Tribune, began moving more games to cable. It made sense because the company could strike deals that assured a guaranteed revenue stream even if advertising dipped. Cable channels can pay a flat fee for sports programming because they receive subscriber revenue as well as advertising dollars. In 2004, Tribune Co. formed Comcast SportsNet in concert with other team owners in the city, giving the company a cut of the channel's profits as well. (Tribune is selling its 25 percent stake in Comcast SportsNet, in addition to the team and the stadium.)

But Tribune Co. also wanted to protect WGN. So it continues to broadcast about 70 games a year on its television station and all 162 games on the radio. The Cubs and WGN have historically split advertising revenue 50-50, three former Tribune executives said. The Cubs' share was probably less than the team might have gotten from an independent station.

Tribune doesn't release those numbers, but in 2001, an MLB report to Congress showed that the team's broadcast revenues were significantly below what other big-market teams pulled in, including the Chicago White Sox, the rival across town. The document said the Cubs received $23.5 million in revenue from local television, radio and cable contracts, while the White Sox commanded $30 million.

Putting a cap on Cubs revenue was always in Tribune Co.'s overall interest because it meant the team would not have to pay as much into baseball's revenue-sharing pool, sources said. Other media companies that owned baseball teams had the same strategy.

"When you have a single owner of the two parties of the contract, it's really just a question of which pocket you want the revenue in," said a banking source who has worked on many baseball transactions. "Baseball does audits to make sure that other teams aren't getting chiseled [on revenue sharing]. But the baseball audit process isn't perfect. They don't really want to ruffle the feathers of the big media companies. So as long as it meets the basic smell test, it's OK."

But now Tribune Co. and the Cubs' interests have diverged. The Ricketts want to make sure they maximize the potential broadcast revenue from one of the most popular franchises in sports. Tribune Co., which is struggling under $13 billion in debt while operating under Chapter 11 bankruptcy protection, wants to preserve the value of WGN. The station relies heavily on Cubs games to drive viewership to its prime-time programming, and the team draws national advertising to the WGN cable superstation.

Sources close to the family say that as the Ricketts went through their due diligence on the team they determined that the broadcast contracts contained provisions that limited their value to the team. The sources haven't identified the sticking points. A spokesman for the Ricketts said the family wouldn't comment on the negotiations. Tribune Co. also declined to comment.

But people familiar with sports broadcast contracts said there are a number of potential areas of dispute, particularly because the Cubs and WGN have a revenue-sharing deal. Increasingly, franchises seek rights deals that guarantee a minimum level of revenue. But in a revenue-sharing arrangement, there is more room for the numbers to shift. For example, said one banker familiar with broadcast deals, since the station sells the ads, it potentially could capture more of the revenue for itself by raising commissions or sales fees. As long as it controls the books, it has a lot of ways it can affect the net revenue totals.

A potentially bigger issue might involve what are known as "back-end provisions." These are contract terms that address what happens to the broadcast rights at the end of the agreement. For a team owner, the best terms would allow the team to take its games and shop them to the highest bidder when the contract expired. The station would prefer a right of first refusal or some other way to hold on to the games without getting into a bidding war.

"How the back-end provisions read is critical to whether there's a big bump up in long-term revenue or not," the banking source said.

Being able to count on future revenue growth is especially important for the Ricketts because the deal has become increasingly expensive. In order to limit its capital gains tax exposure, Tribune Co. has demanded a complex structure that requires a lot of debt. Sources familiar with the deal said the Ricketts are close to finalizing agreements with banks to borrow about $400 million, plus a $25 million revolving credit line. But the terms are onerous. They include an upfront fee of $18 million to $20 million and an interest rate that will likely start between 6.5 percent and 6.75 percent but will rise and fall with a lending standard known as Libor.

The rest of the $850 million to $900 million will come from money the Ricketts raised by selling stock in TD Ameritrade Holding Corp., an online brokerage started by Tom's father. If the Ricketts close the deal, sources say the family would like to swap some of its bank loans for longer-term debt from insurance companies and other institutional investors.

Chicago Cubs might be the most valuable team in baseball
May 20, 6:17 PM · Add a Comment
Add a CommentShareThisFeed The Chicago Cubs deal still isn’t done while the season continues ticking along. The Cubs are obviously a valuable baseball franchise but that value seems to be difficult to calculate. While experts try to calculate the actual value of the team, the Cubs sale is locked in a state of limbo. The key points still in question regard the fair-market broadcast value of the team. The pending sale, which includes the Chicago Cubs Major League Baseball franchise, storied Wrigley Field, and a percentage of regional cable network Comcast Sports, is currently estimated to be around $850 million. However, the two sides, the Ricketts Family and the Tribune Company, can’t find common ground on the multi-year agreement to broadcast Cubs games on the Tribune Company’s WGN television network. This disagreement is understandable as the Tribune Company has held the team as an asset since they purchased the team from the Wrigley family in 1981 and they do not have experience with the valuation of these rights. The Tribune Company’s agreement between the Chicago Cubs and WGN basically allowed for the Tribune Company to set the price at whatever level best suited their books. After the sale, WGN will need to be paying fair-market value which undoubtedly is much higher than what they are used to.

What is the fair market value for broadcast rights for the Chicago Cubs? This is a difficult question as the Cubs are one of the most popular sports franchises in the nation. In fact, in professional baseball the only teams that could feasibly be compared to the Cubs are the New York Yankees and the Boston Red Sox. But even a comparison against the Yankees and Red Sox broadcast rights does not present a clear answer. The Chicago Cubs fill a niche that no other team in baseball does. They have branded the team as the perpetual underdog or the lovable losers and this has resonated with baseball fans across the nation, with the notable exception of the south side of Chicago. The fact that WGN is a superstation with a large broadcast territory has also helped to push the brand. The Cubs have fans that watch their games on WGN all across the United States. This scenario has developed a team who on the national stage has a broadcast appeal either equal to or greater than the Yankees or Red Sox, who have become hated entities by many baseball fans outside of New York and Boston.

So this is where the negotiations have stalled. The Tribune Company would like to continue to broadcast Chicago Cubs games and provide Cubs commentary across their television and radio networks. The contract between the Tribune Company and the Chicago Cubs which was presented last fall is believed to be undervalued by the Ricketts Family. They would like fair-market value on the contract moving forward and that number is elusive because of the ownership arrangement of the Cubs. At the heart of the negotiations both sides know the Cubs brand appeal guarantees viewers, listeners, and consumers to tune in. Additionally, broadcasting the Cubs across the Tribune Company’s network provides them with an opportunity to expand and develop content in new and emerging media channels which is of primary importance to the Tribune Company’s future.

The Tribune Company needs to keep the Chicago Cubs on WGN as it has become synonymous with their brand. To make that happen, the Tribune Company will need to offer a reasonable amount to keep the Cubs a protected WGN property. The Cubs, on the other hand, could easily move their broadcasts to cable television channels and other radio stations. If the Tribune Company does not make a reasonable offer to broadcast future Cub games, by reasonable I mean near or higher than Yankee and Red Sox numbers, then the Ricketts Family could easily agree to a short term agreement with WGN for undervalued broadcast rights with a long-term plan to eventually split the television and radio rights in the future and move Cub television broadcasts to a cable network where they can potentially draw revenue streams from not only the network broadcast fees but from a percentage of the cable subscription fees as well and move the radio broadcasts to another regional sports radio station with deep pockets. Certainly ESPN Radio fits that description and would be a good potential fit. It is in the Tribune Company’s best interest to find an acceptable fair-market value and get a long-term agreement for broadcast rights to the Cubs. Only time will tell if they see it this way. Meanwhile as the negotiations continue to languish on the fair-market value of broadcast rights, the Cubs season continues and maybe this will finally be the year.

Ricketts lines up financing for Cubs deal
Comments

May 19, 2009

BY DAVID ROEDER droeder@suntimes.com
Corporate bond dealer Thomas Ricketts is close to finalizing terms of his nearly $900 million purchase of the Chicago Cubs from Tribune Co.

But his friends shouldn't start hassling him for tickets yet. Complications in the process, including Tribune's Chapter 11 bankruptcy, should keep the sale from being approved until the heat of this year's pennant race, if then.

» Click to enlarge image

Tom Ricketts has lined up $450 million in financing from three banks to complete his $900 million purchase of the Cubs. Ricketts has also approached a trio of celebrities to seek additional financing, including actors John Cusack, Jim Belushi and Bill Murray (inset).
(John H. White/Sun-Times)


Sources said Ricketts has lined up $350 million in bank financing for the acquisition. They said the money is coming from JPMorgan Chase & Co., Citigroup Inc. and Bank of America Corp.

All three banks are Tribune creditors because they provided financing for owner Sam Zell's $8.2 billion Tribune buyout. The deal closed in December 2007 and left the company with more than $13 billion in debt just as its newspaper publishing core began seeing major losses in advertising.

The Ricketts have also approached three celebrities, including actors and longtime Cub fans John Cusack, Jim Belushi and Bill Murray, according to the Chicago Tribune.

Zell took Tribune into bankruptcy one year later to wrangle new terms from creditors. He plans to sell the Cubs, one of the most coveted franchises in Major League Baseball, to pay down the debt.

Ricketts and his father, Joseph Ricketts, founder of the Ameritrade discount brokerage, plan to inject $450 million into the deal, sources said. They also said they plan to raise $100 million by selling preferred shares, which include a guaranteed dividend and perks, such as front-row seats and a chance to hobnob with players. But the shares wouldn't include a voice in team management.

Thomas Ricketts, chairman of Chicago-based Incapital LLC, did not return calls Monday and his spokesman declined to comment. The publication SportsBusiness Journal broke the news about his bank financing.

The Cubs sale can't be final until it is approved by 75 percent of the MLB's 30 teams. The owners hold their regular quarterly meeting this week but won't be taking up the sale.

Even if there is an agreement between Ricketts and the Cubs over the next few days, it first has to go to bankruptcy court. The court review is expected to take 30 to 45 days.

The owners could vote on the sale at their August meeting, or they could call a special session earlier.

Ricketts and Tribune have been in tense talks over how to structure the sale. Tribune wants a leveraged deal to reduce capital gains taxes, but Ricketts has wanted to limit borrowing because baseball owners don't like debt-laden acquisitions.

Tribune Co. needs a closer to salt away Chicago Cubs deal
By Ameet Sachdev | Tribune reporter
May 6, 2009
The sale of the Chicago Cubs has taken on the timeless quality of a baseball game.

Cubs officials first hoped to close the $900 million deal with the Ricketts family by the start of the baseball season in April. What could be more perfect than beginning a season with a new owner to perhaps change the hapless team's fortunes?

Opening Day came and went. Then, Sam Zell, chairman of Tribune Co., which is selling the team, told a news outlet that he expected to complete the transaction by the end of May. The second deadline carried more practical significance, as both sides were eager to present a deal to baseball owners, who have to approve the change in ownership, in time for their quarterly meeting May 20-21.

Despite good intentions on both sides, the transaction will not be completed by the owners meeting, said sources familiar with the negotiations. But a second blown deadline is not an indication that the deal is in trouble, sources said.



Spokesmen for Tribune Co. and Tom Ricketts, a Chicago investment banker who is leading his family's bid for Cubs, declined to comment.

Sources blamed the slow pace of negotiations on several factors. The recession and a financial-sector meltdown has made it difficult for the Ricketts family to secure financing. The family raised $400 million for the deal by selling personal stock holdings and planned to borrow the rest.

The need for loans is being partly being driven by Tribune Co.'s desire to minimize taxes in selling the Cubs, Wrigley Field and a 25 percent stake in Comcast SportsNet Chicago, a regional sports network. Tribune Co.'s plan also requires the company to carry a small ownership interest in the package of assets going forward, further complicating the documentation of the transaction.

Finally, lawyers on both sides need to make sure the complex deal will gain approval from a bankruptcy judge. Tribune Co., owner of the Chicago Tribune, filed for Chapter 11 protection in December.

Still, the longer negotiations drag on, the more chance there is for the unexpected. Zell knows this firsthand. The lengthy auction for the team got sidetracked by the unexpected financial meltdown last fall and the bankruptcy filing, which probably hurt the value of the franchise. When Zell put the team up for sale in 2007, many predicted that team might fetch more than $1 billion.

Now, both sides are reluctant to put a timetable on completing the deal.

asachdev@tribune.com

Potential buyer of Chicago Cubs seeking local investors
Ricketts family proposes selling preferred stock to help finance $900 million bid
By Ameet Sachdev | Tribune reporter
April 21, 2009
Tom Ricketts is looking for other Cubs fans with deep pockets.

Ricketts, a Chicago investment banker who is leading his family's pursuit to buy the team from Tribune Co., is seeking investors to help him finance his $900 million bid, according to sources involved in the transaction.

He would prefer local investors who want to spend at least $25 million, sources said. Ricketts hopes to raise at least $100 million to reduce the amount the family has to borrow from banks to pay for the team, Wrigley Field and related broadcast assets.

For the first time since Tribune Co. bought the Cubs in 1981, Chicagoans can participate in the ownership of one of the highest-profile teams in baseball.



However, his proposal, first reported by Crain's Chicago Business, comes with strings attached. An investor would receive a security known as preferred stock, which would pay a fixed rate of return of 6.5 percent but would not participate in any future appreciation of the team.

Holders of preferred shares also would not have any voting rights and, at most, would serve on an advisory board; the Ricketts family would run the team, sources said. But Ricketts is offering perks, such as front-row seats, to entice potential investors. Through a spokesman, he declined to comment.

Sources say Ricketts has received positive feedback about the concept. But one investor who listened to the pitch came away unimpressed.

"I don't want to invest that much and get 6.5 percent today," said the person, who wanted to remain anonymous. "You're not really owning the team, so why would you do it?"

Since Chicago-based Tribune Co., which also owns the Chicago Tribune, selected the Ricketts family in January to purchase the team, negotiations have taken longer than expected.

Sources said the family, like many companies, is finding it difficult to secure bank financing in one of the worst economies in decades.

Tribune Co. prefers a leveraged deal to gain tax advantages when it unloads the team. To ease concerns about the financing, Tom Ricketts has been floating the idea of selling preferred stock, which would provide a cheaper source of capital. Banks are charging anywhere from 7 percent to 10 percent interest on commercial loans.

Sources on both sides said they remain confident that a deal will get done, perhaps in time for other baseball owners to vote on the sale at their next meeting at the end of May.

The Ricketts family has the war chest to pay cash for the Cubs. Tom's father, Joe Ricketts, founded online brokerage TD Ameritrade Holding Corp. In February, the family raised $403 million for the Cubs deal by selling 34 million shares of the company. It still owns about 17 percent of TD Ameritrade.

asachdev@tribune.com

Chicago Tribune makes latest job cuts as ad drops
35 minutes ago

CHICAGO (AP) — The Chicago Tribune is cutting 53 jobs as part of a newsroom reorganization designed to help the newspaper weather the economic downturn.

The reductions leave the newspaper with a staff of about 430.

Like other newspapers, the Tribune is suffering through a downturn in advertising revenue.

As it tries to remake itself, the newspaper says it plans to focus its coverage more narrowly on the Chicago area and would expand its local news operation.

Editor Gerould Kern announced the cuts Wednesday in a note to employees.

The memo indicates the newspaper's digital staff also will grow and a new watchdog unit will increase its consumer and investigative coverage. A new production department will combine copy editing, page design and photo editing.

Copyright © 2009 The Associated Press. All rights reserved.

More action, someone loading here!!!

There buying off the bid, any real action and this flies back to $2 easy!

+13% on above ave volume, maybe the deal is getting close!

Wierd huh, from what I am reading the deal is getting close!

Whats up with the spike in volume.

Completion of Cubs sale could drag on past May
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By Ben Klayman Ben Klayman – Mon Apr 13, 4:41 pm ET
CHICAGO (Reuters) – The sale of the Chicago Cubs baseball team could drag on past May as the Ricketts family arranges financing for its $900 million bid and works for Major League Baseball's approval.

Officials with Tribune Co, which is selling the team, its storied home park of Wrigley Field and a 25 percent stake in a local sports TV network, had originally hoped to have the deal done in May.

"They are being optimistic, frankly, despite good intentions all the way around," said a person with knowledge of the sale who was not authorized to speak on the matter.

Cubs Chairman Crane Kenney declined to speculate on when a sale might be completed. The Cubs were scheduled to play their first home game on Monday against the Colorado Rockies.

But others were more optimistic about the timetable.

"I still think we're going to get it done in May. I don't see why we're not," said a second source familiar with the sales process who asked not to be identified.

Tom Ricketts, the Chicago-based chief executive of Incapital LLC and the son of the founder of TD Ameritrade Holding Corp, is leading his family's bid for the Cubs.

Tribune, which owns the Chicago Tribune and Los Angeles Times newspapers, filed for Chapter 11 bankruptcy protection in December due to its heavy debt load and the weak U.S. publishing sector. It put the Cubs on the block in April 2007, when Tribune agreed to an $8.2 billion buyout led by real estate magnate Sam Zell.

Bidders were eager to take control of the team, which has not won a World Series title since 1908. The "loveable losers" have national exposure on cable TV.

Baseball officials have met several times with representatives of the Ricketts family and Tribune Co during the past several weeks.

In February, the Ricketts family raised more than $400 million through the sale of TD Ameritrade shares back to the online discount broker. As part of the Cubs sale, the Tribune is expected to maintain a stake of at least 5 percent in the baseball club.

Major League Baseball's owners are expected to vote on the sale before it is submitted to the U.S. bankruptcy court in Delaware for final approval, said the first source who asked to remain anonymous.

Bankruptcy lawyers have said the court's approval process could take another two to four weeks. While the Cubs are not part of the bankruptcy, the court must approve any deal.

The idea was for owners to vote on the Ricketts family bid at their meeting in New York on May 20-21. The bid requires the approval of 75 percent of baseball's 30 team owners.

If the Cubs sale is not approved at the May owners' meeting, MLB officials will likely hold a special meeting to vote on the matter via telephone because the next owners' meeting is not scheduled until August, the first source said.

(Reporting by Ben Klayman, editing by Leslie Gevirtz

very nice update there, thanks!!

Chicago Tribune, LA Times combine internationally
AP ONLINE
Posted: 2009-03-24 20:57:00
CHICAGO (AP) — The Chicago Tribune and Los Angeles Times are combining their international reporting operations as their corporate parent tries to save money while reorganizing in bankruptcy court.

The plans were outlined Tuesday in a story posted on the Chicago Tribune's Web site. A Tribune spokeswoman didn't immediately respond to messages left late Tuesday.

The international cooperative, to be based in Los Angeles, will serve all newspapers owned by the Tribune Co., which filed for Chapter 11 bankruptcy protection in December.

The Chicago-based company has already combined the Washington D.C. operations of its newspapers.

Tribune Co., Warren Beatty fight for rights to Dick Tracy
Phil Rosenthal | Media
March 25, 2009
A Hollywood hyphenate who's almost 72 is fighting over a comic-strip character that's more than 77 years old. The actor-director-producer-writer wants to make a sequel to a 19-year-old movie despite opposition from a not-quite-162-year-old company that says the TV and film rights he acquired 24 years ago are no longer his.

Warren Beatty's love of crimestopper Dick Tracy apparently is one for the ages, which is why he and Chicago Tribune parent Tribune Co. are bickering bi-coastally—Beatty filing a federal suit last fall in Los Angeles and Tribune Co. filing suit last week in a Delaware bankruptcy court.

Beatty's attorney Bert Fields called Tribune Co.'s suit "utter hogwash" and "just a Hail Mary pass." Tribune Co. spokesman Gary Weitman responded, "We're going to decline comment and litigate this in the courts, not the press."

Most such disputes produce little more than mounting billable hours from lawyers. This one also has resulted in a TV special and a tale worthy of a Coen brothers movie.



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Tribune Co.'s suit alleges Beatty, facing a use-it-or-lose-it November deadline to keep the Dick Tracy rights from reverting to comic-strip owner Tribune Media Services, acknowledged last spring he was "prepared to do a TV special in order to preserve" his rights but didn't "see how a TV special would benefit" TMS or him.

Yet denied his request to extend the rights to 2013, Beatty went to work.

Turner Classic Movies, which bought the special and scheduled it for July 27, does not mention any of this in promo materials. Instead, the half-hour movie chat between film critic Leonard Maltin and Tracy (played by Beatty), is simply called "innovative."

"Obviously, Warren would have preferred to go ahead with the picture, so he produced the special to extend the rights, and the contract very clearly says you can do that," Fields said. "He sold [the special], even though the contract doesn't require him to do that. The contract doesn't even require him to finish it. He just has to start it."

Fields said Beatty "knows exactly what he wants to do" with the sequel to his 1990 film "Dick Tracy": "I don't want to tip his hand, but he would be in it."

Tribune Co., which filed for Chapter 11 protection in Delaware in December, is asking the bankruptcy court to confirm its unfettered rights to the square-jawed detective, which it says are "worth, potentially, millions" to the company and its creditors.

The Delaware suit says Beatty's federal lawsuit was filed after TMS returned a $15,000 check from him in the absence of proof Beatty had "commenced principal photography on a bona fide project" that would enable him to retain the rights.

"Warren has been trying to get cooperation from the Tribune corporation for years and getting nothing but the back of their hand," Fields said. "They could have had a 'Dick Tracy' feature [film] years ago. They certainly could have one now. Why are they spending this fortune in legal fees? They participate in [cashing in on] this. It's great for their character."

Both sides seem to feel there's still some sting left in Tracy's yellow jacket.

It's a small world: The Chicago Tribune and Los Angeles Times are consolidating their international reporting operations into a single unit, serving all Tribune Co. newspapers in the fashion of the company's recently unified Washington bureau.

Chicago Tribune Editor Gerould Kern said Tuesday in a staff memo that the Tribune and Times "have rich traditions in foreign reporting reaching back more than a century," and the unified operation "will uphold that legacy."

Details of the cooperative, to be run from Los Angeles, were not available.

"Our chief mission is to provide the most comprehensive and relevant news report about the Chicago region, in print and online," Kern wrote, adding the paper still will send reporters abroad for stories that connect "readers with the world at large and explore subjects of special relevance to Chicago."

Tribune Co. in November consolidated the Washington news-gathering resources of its papers to coordinate news coverage and content sharing, as well as to rein in costs.

Cubs sale not likely before mid-May at earliest
By RICK GANO – 6 days ago

CHICAGO (AP) — The Cubs are likely to remain under the ownership of Tribune Co. through the early part of the season.

Cubs chairman Crane Kenney said Wednesday it "will be a challenge" to complete the sale of the team by opening day on April 6 and that talks between the Ricketts family and the Tribune are ongoing.

"There's a negotiation that's occurring, and like every negotiation, there's an issue or two that probably wasn't spotted early that needed to be resolved," he said. "None of them are in any way fatal to the transaction. It's standard stuff, I would say. And the credit markets are challenging, and this is a transaction that will have some amount of debt on it."

A top baseball official, speaking on condition of anonymity because the sport doesn't make announcements prior to balloting, said a vote by owners to approve the deal isn't likely to take place until mid-May at the earliest.

The next scheduled meeting of owners is in New York in May. While it is possible owners could vote by telephone before then, all the necessary paperwork hasn't even been submitted to MLB.

Speaking to reporters Wednesday at the team's spring-training facility in Mesa, Ariz., Kenney discussed the talks between Tribune Co., which has owned the team since 1981, and the Ricketts family, which won exclusive negotiating rights on Jan. 22 in a deal worth about $900 million.

"The Ricketts family and the Tribune are very close to the terms of their deal, which is the first domino that needs to fall," Kenney said. "From there, because of the Tribune bankruptcy, we need to have a court involved to approve the terms of the transaction supporting the creditors, who, obviously have a great interest in seeing how this transaction unfolds."

Tribune Co. put the Cubs up for sale on opening day 2007, and Kenney previously expressed optimism the sale could close by this opening day. Tribune Co. filed for bankruptcy in December, but the Cubs were not included in the filing.

Kenney said baseball commissioner Bud Selig has been supportive.

"(He) has assured me he'll do whatever it takes to jump through hoops, if that's what's necessary at various committee levels within baseball, to get this finished," Kenney said. "I think it will be a challenge to make opening day. If I were to tell you we were going to make opening day, everything would have to fall into place just perfectly, and the world's an imperfect place, so I would say that's probably unlikely."

AP Baseball Writer Ronald Blum in New York contributed to this report.

Copyright © 2009 The Associated Press. All rights reserved.

Selig: Cubs sale is 'moving forward'
Commissioner says parties still negotiating over economic issues

03/07/09 9:44 PM ET
By Carrie Muskat / MLB.com

Selig on economics of baseball

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PHOENIX -- Major League Baseball Commissioner Bud Selig said Saturday he was not certain the Cubs could complete their sale to prospective owner Tom Ricketts by Opening Day.
Selig, who was at the Cubs' game against the Brewers, said he had yet to meet Ricketts, who has exclusive negotiating rights to purchase the team from the Tribune Company and chief executive Sam Zell. The package, which includes the Cubs and Wrigley Field, is expected to cost $900 million.





"It's moving forward," Selig said. "There's ongoing discussions with the Ricketts family and Tribune Company people, and that's where it is right now. It hasn't moved from there.

"It still hasn't come close to us [for approval]. But I'm very anxious for it to proceed, and I think [the sale] is in everybody's best interest."

Selig said he did not have a timetable as to when the sale would be completed.

"One can be hopeful about Opening Day, but I'm not sure they'll make it," Selig said. "It's up to the parties. There's a lot of conversations going on."

The parties are still negotiating the economic issues, Selig said.

Ricketts has to be approved by a three-quarters vote of baseball owners. A bankruptcy judge also may have a say in the process because the Tribune Co. filed for Chapter 11 protection Dec. 8. The Cubs were not included in that filing.

Ricketts emerged as the finalist after receiving detailed financial data on the Cubs, Wrigley Field and a 25-percent stake in a regional sports TV network.

The Tribune Co. put the Cubs on the block on Opening Day in 2007 after announcing the company would be bought for $8.2 billion by a group led by Zell.

Cubs chairman Crane Kenney said in December he hoped the deal would be finalized in Spring Training and the new owners in place by Opening Day 2009.

Agree, this month should bring the good news, watching & waiting!!

WOW 86% MOVE WITH THIS LITTLE VOLUME IT WONT TAKE MUCH TO SEE 4 AGAIN

Yes it will, and revive tribue stock back over $10

That will be one hell of a cash infusion... this is gonna ROCK!!!

Hell yea, the deal is supposed to be wraped up this month, watch for volume!!

team valued at nearly $1 billion that was bought in 1981 for just $20.5 million.

That's one hell of a return... WOW!!!

Financing Breakthrough in Tribune Cubs Sale, as Family Sells Big Ameritrade Stake

By Mark Fitzgerald

Published: February 18, 2009 12:46 PM ET

CHICAGO Debt-encumbered Tribune Co.'s oft-delayed sale of the Chicago Cubs baseball team and its landmark Wrigley Field venue took a giant step towards completion Wednesday as the financing plans of the winning bidders became clearer.

TD Ameritrade Holding Corp. announced that it was paying more than $402 million to buy back shares from founder Joe Ricketts to finance his family's bid for the Cubs. TD Ameritrade, parent of the discount brokerage, will buy 34 million shares at $11.85 a share, leaving the Ricketts with a 17.7% stake in Ameritrade.

"Our family is working to close a deal for the Chicago Cubs, and we are pleased to have reached a mutually beneficial agreement with the company that will help us to do so," Joe Ricketts said in a statement released by Ameritrade.

In January, the Ricketts beat out two other bidders for the right to negotiate with Tribune for the team, the stadium and a 25% interest in a regional sports cable network.

If the bid is successful, the sale would have to be approved by Major League Baseball team owners -- and may need a bankruptcy court's approval as well. Tribune Co. filed for bankruptcy protection in December to reorganize after taking on $8 billion in debt in a going-private deal engineered by Chicago real estate billionaire Sam Zell.

Zell had made selling the team and Wrigley a priority when he became chairman and CEO in December 2007. But the sale was bogged down in attempts to escape the potentially huge capital gains tax on a team valued at nearly $1 billion that was bought in 1981 for just $20.5 million.

The sale took on even more urgency when credit markets froze in the fall.

The reported attraction of the Ricketts bid is that it offers more cash up front than competing bids.

In due time, March is the big month with the Cubs sale wrapping up, Tribune will recieve over $1 bil for this sale, would not want to be on the sidelines when that hits!

Whats up with this one??? No trading?????

this may start to move very fast

oNLY 500000 MILLION SHARES ISSUED IS THAT TEH REASON TAHT IT DOESNT TRADE.

Does anyone actually trade this stock? Its been 1.05 all week. And whats up with the spread on the bid/ask. This looked attractive when I heard the Cubs deal had been reached, but its had like 2,000 shares volume all week?? What gives?

Approval from the creditors is expected by the end of the week and the aim is for Tribune, which owns the Chicago Tribune and Los Angeles Times newspapers, to be negotiating with just one party by Monday, the first source said.


Tribune aims to negotiate final terms with a winning bidder before early February and possibly have a new owner in place by opening day in early April, Cubs Chairman Crane Kenney said previously. But several sources and bankruptcy court experts questioned whether the process can move that fast.

Tribune close on Cubs sale
Sources say Chicago banker Tom Ricketts is in the lead with a bid of roughly $1 billion. Close the deal could take months.

NEW YORK/CHICAGO (Reuters) -- Tribune Co. has selected Tom Ricketts, the head of a Chicago investment bank, as the lead bidder for the Chicago Cubs baseball team, after receiving support from the bankrupt media firm's creditors, a source familiar with the sales process said.

Ricketts' group will now get the right to finalize terms of an agreement to buy the storied team, known as the "lovable losers."

The process may not be over, however, as rival bidders could still choose to raise their bids. That means a group led by Marc Utay, a managing partner with New York-based private equity firm Clarion Capital Partners LLC, may still have a chance.

The sale would need approval from Major League Baseball team owners.

Earlier in the day, Tribune's (TRBCQ) creditors blessed Rickett's bid, said another source familiar with the committee's key meeting.

The bids by Ricketts and Utay both valued the club at around $1 billion, including about $800 million in cash, said two sources familiar with the process.

Ricketts lived across from the Cubs' home park of Wrigley Field -- also a part of the sale along with a stake in a cable TV network -- while attending college and met his wife in the bleacher seats there. He is chief executive of Incapital LLC and the son of the founder of TD Ameritrade Holding Corp .

Tribune had wrestled with the differences in the bids submitted by Ricketts and Utay, whose group includes Leo Hindery, who heads a private equity firm and previously ran YES Network, the TV channel of the New York Yankees baseball team, three sources familiar with the process said.

Ricketts' bid had a "modest" amount more cash up front, while Utay's offered a slightly higher overall value, the first source said. The collateral for Ricketts' borrowings is TD Ameritrade securities, the source said.

A bid by Chicago real estate executive Hersh Klaff had fallen behind the other two, sources said.

Tribune officials and a spokesman for the attorneys representing the creditors declined to comment, as did Utay and Ricketts. Klaff could not be reached.

A drawn out process
Tribune filed for Chapter 11 bankruptcy protection last month due to its heavy debt load and the weak U.S. publishing sector. It put the Cubs on the block in April 2007, when Tribune agreed to an $8.2 billion buyout led by real estate magnate Sam Zell.

Bidders are anxious to take control of the team, which has not won a World Series title since 1908 but has wide appeal due to its history and its national exposure on cable TV.

While the Cubs are not part of the bankruptcy, creditors must sign off on the deal because they will receive any proceeds. When Tribune first put the Cubs up for sale, analysts had said it could receive offers approaching $1.3 billion.

Summaries of the three bids were submitted to the Tribune's unsecured creditors' committee, which met in New York Thursday to discuss several matters including the Cubs, two sources said.

Approval from the creditors is expected by the end of the week and the aim is for Tribune, which owns the Chicago Tribune and Los Angeles Times newspapers, to be negotiating with just one party by Monday, the first source said.

Tribune has not submitted a winning bidder for approval by Major League Baseball, said a fourth source familiar with the process who asked not to be identified. An MLB spokesman referred questions to Tribune.

Any winning bidder will need 75% of the 30 team owners to approve the deal and that process can take up to two months as baseball officials investigate the potential new owner and the financial structure of the offer.

Tribune aims to negotiate final terms with a winning bidder before early February and possibly have a new owner in place by opening day in early April, Cubs Chairman Crane Kenney said previously. But several sources and bankruptcy court experts questioned whether the process can move that fast.

The Cubs open their season April 6 in Houston and their first game in Wrigley Field is April 13.

Separately, Tribune said Thursday that it is deregistering its debt securities. As a result, it said it will no longer have to file quarterly and annual financial reports or significant announcements with the U.S. Securities and Exchange Commission.

The New York Times' clever tax move