Key Takeaways
- • Alden Global Capital's $633 million acquisition of Tribune Publishing was approved by shareholders on May 21, 2021, with 81.28% of non-Alden shareholders voting in favor, exceeding the required two-thirds threshold for deal closure by end of May.
- • The transaction elevates Alden to the second-largest newspaper owner in the U.S. behind Gannett, adding the Chicago Tribune, Baltimore Sun, and other major regional dailies to its portfolio.
- • Patrick Soon-Shiong, the Los Angeles Times owner holding 23.7% of Tribune Publishing's outstanding shares, submitted proxy votes counted as "yes" despite his spokeswoman's statement that he abstained; his stake will generate approximately $150 million in sale proceeds from 8.7 million shares.
- • Alden's $633 million offer is fully financed and the hedge fund reserved the right to utilize Tribune Publishing's cash on hand, mitigating financing risk and enabling the deal to close expeditiously.
- • The approval marks a significant consolidation event in the media sector, with Alden positioned as a major consolidator of regional newspaper assets following its systematic acquisition strategy since the 2007-2008 financial crisis.
Summary
Tribune Publishing shareholders approved hedge fund Alden Global Capital's $633 million takeover on May 21, 2021, clearing the final regulatory and shareholder hurdle for the transaction to proceed to closure by end of week. The vote delivered 81.28% approval from non-Alden shareholders, exceeding the two-thirds majority required by the company's bylaws. The deal, which Alden had already partially funded through a prior near one-third ownership stake, will take Tribune Publishing private and position the New York-based hedge fund as the nation's second-largest newspaper operator by scale, behind only Gannett.
The transaction centers on a controversial approval mechanism involving Patrick Soon-Shiong, the billionaire biotech entrepreneur and Los Angeles Times owner who controls 23.7% of Tribune Publishing's 36.9 million outstanding shares. Soon-Shiong's spokeswoman Hillary Manning issued a statement indicating her principal had "abstained" from the vote and characterized Tribune Publishing as a "passive investment" given his focus on leadership roles at other enterprises. However, Tribune Publishing officials confirmed that proxy ballots registered to Soon-Shiong were submitted without the abstention box marked. Under the ballot's voting instructions—consistent with standard proxy voting mechanics—unmarked ballots default to a vote in favor of the board's recommendation. The April 20 proxy filing had explicitly stated that abstentions count as votes against the merger, creating ambiguity around Soon-Shiong's ultimate position. His stake will generate approximately $150 million in acquisition proceeds.
Alden's financing structure removes execution risk from the transaction timeline. The hedge fund's $633 million offer is fully financed, and Alden reserved contractual rights to deploy Tribune Publishing's existing cash reserves toward the acquisition cost, improving the economic efficiency of the transaction. The deal is expected to close by May 25, 2021, completing a consolidation strategy Alden has pursued systematically since the 2007-2008 financial crisis. The acquisition will bring major regional dailies including the Chicago Tribune and Baltimore Sun under unified ownership and operational control.
The transaction centers on a controversial approval mechanism involving Patrick Soon-Shiong, the billionaire biotech entrepreneur and Los Angeles Times owner who controls 23.7% of Tribune Publishing's 36.9 million outstanding shares. Soon-Shiong's spokeswoman Hillary Manning issued a statement indicating her principal had "abstained" from the vote and characterized Tribune Publishing as a "passive investment" given his focus on leadership roles at other enterprises. However, Tribune Publishing officials confirmed that proxy ballots registered to Soon-Shiong were submitted without the abstention box marked. Under the ballot's voting instructions—consistent with standard proxy voting mechanics—unmarked ballots default to a vote in favor of the board's recommendation. The April 20 proxy filing had explicitly stated that abstentions count as votes against the merger, creating ambiguity around Soon-Shiong's ultimate position. His stake will generate approximately $150 million in acquisition proceeds.
Alden's financing structure removes execution risk from the transaction timeline. The hedge fund's $633 million offer is fully financed, and Alden reserved contractual rights to deploy Tribune Publishing's existing cash reserves toward the acquisition cost, improving the economic efficiency of the transaction. The deal is expected to close by May 25, 2021, completing a consolidation strategy Alden has pursued systematically since the 2007-2008 financial crisis. The acquisition will bring major regional dailies including the Chicago Tribune and Baltimore Sun under unified ownership and operational control.
Go deeper than the headline
Research every firm in this story, track the ones that matter and get the daily briefing — free for 7 days.