MCLEAN, Va. and DALLAS, Aug. 23,
2013 /PRNewswire/ -- Gannett Co., Inc. (NYSE: GCI) and
Belo Corp. (NYSE: BLC) announced that they received requests
yesterday for additional information and documents ("Second
Requests") from the U.S. Department of Justice ("DOJ") in
connection with Gannett's proposed acquisition of Belo.
A Second Request is a standard part of the DOJ review process. A
Second Request extends the waiting period under the
Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended,
during which the parties may not close the transaction until 30
days after Gannett and Belo have substantially complied with the
Second Request (or the waiting period is otherwise terminated by
the DOJ).
Gannett and Belo will respond promptly to the Second Request and
continue working cooperatively with the DOJ as it conducts its
review of the proposed transaction. Gannett and Belo continue
to expect to close the transaction by the end of 2013 as previously
announced. In addition to antitrust clearance, the
transaction is subject to Federal Communications Commission (FCC)
approval, approval by holders of two-thirds of the voting power of
Belo shares, and customary closing conditions. Belo's
directors and executive officers, who collectively own
approximately 42 percent of the voting power of Belo's outstanding
shares, have entered into voting and support agreements to vote
their shares in favor of the transaction.
About Gannett
Gannett Co., Inc. (NYSE: GCI) is an
international media and marketing solutions company that informs
and engages more than 100 million people every month through its
powerful network of broadcast, digital, mobile and publishing
properties. Our portfolio of trusted brands offers marketers
unmatched local-to-national reach and customizable, innovative
marketing solutions across any platform. Gannett is committed to
connecting people – and the companies who want to reach them – with
their interests and communities. For more information, visit
www.gannett.com.
About Belo
Television company Belo Corp. (NYSE: BLC)
owns and operates 20 television stations (nine in the top 25
markets) and their associated websites. Belo stations, which
include affiliations with ABC, CBS, NBC, FOX, and the CW, reach
more than 14 percent of U.S. television households in 15
highly-attractive markets. Belo stations rank first or second
in nearly all of their local markets. Additional information
is available at www.belo.com.
Forward Looking Statements
Certain statements in this
press release may be forward looking in nature or "forward looking
statements" as defined in the Private Securities Litigation Reform
Act of 1995. The forward looking statements contained in this press
release are subject to a number of risks, trends and uncertainties
that could cause actual performance to differ materially from these
forward looking statements. A number of those risks, trends and
uncertainties are discussed in each company's SEC reports,
including their annual report on Form 10-K and quarterly reports on
Form 10-Q. Any forward looking statements in this press release
should be evaluated in light of these important risk factors.
Gannett and Belo are not responsible for updating the
information contained in this press release beyond the published
date, or for changes made to this press release by wire services,
Internet service providers or other media.
Important Additional Information and Where to Find It
In connection with the proposed transaction, Belo filed, on
August 21, 2013, a definitive proxy
statement with the Securities and Exchange Commission (the "SEC")
and began mailing the definitive proxy statement to its
stockholders on or about August 21,
2013. Stockholders of Belo are urged to read the definitive
proxy statement and other relevant materials filed with the SEC
because they contain important information about Belo, Gannett, the
proposed transaction and related matters. STOCKHOLDERS ARE URGED TO
CAREFULLY READ THE DEFINITIVE PROXY STATEMENT AND THE OTHER
RELEVANT MATERIALS BEFORE MAKING ANY VOTING OR INVESTMENT DECISION
WITH RESPECT TO THE PROPOSED MERGER. The definitive proxy statement
and other relevant materials (when available), and any and all
documents filed by Belo with the SEC, may also be obtained for free
at the SEC's website at www.sec.gov. In addition, investors and
security holders may obtain free copies of the documents filed with
the SEC by Belo by directing a written request to Belo, Attention:
Corporate Secretary, 400 S. Record Street, Dallas, TX 75202.
This announcement is neither a solicitation of proxy, an offer
to purchase nor a solicitation of an offer to sell shares of Belo.
Belo, its executive officers and directors may be deemed to be
participants in the solicitation of proxies from the security
holders of Belo in connection with the proposed merger. Information
about those executive officers and directors of Belo and their
ownership of Belo common stock is set forth in the Belo proxy
statement for its 2013 Annual Meeting of Stockholders, which was
filed with the SEC on March 22, 2013,
and its Annual Report on Form 10-K for the year ended December 31, 2012, which was filed with the SEC
on March 6, 2013. These documents may
be obtained for free at the SEC's website at www.sec.gov, and from
Belo by contacting Belo, Attention: Corporate Secretary, 400 S.
Record Street, Dallas, TX 75202.
Additional information regarding the interests of participants in
the solicitation of proxies in connection with the transaction is
included in the definitive proxy statement that Belo has filed with
the SEC.
CONTACTS:
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Investors
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Media
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For
Gannett:
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For
Gannett:
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Jeffrey
Heinz
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Jeremy
Gaines
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Vice President, Investor
Relations
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Vice President, Corporate
Communications
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703-854-6917
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703-854-6049
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jheinz@gannett.com
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jmgaines@gannett.com
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OR
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Stephanie Pillersdorf/Pamela Blum
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Sard Verbinnen & Co.
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212-687-8080
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For
Belo:
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For
Belo:
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R. Paul
Fry
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Meghan
Gavigan
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Vice President/Investor
Relations and Treasury Operations
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Sard Verbinnen &
Co.
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214-977-4465
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312-895-4700
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SOURCE Gannett Co., Inc.