Official Statement of Teamsters General President James P. Hoffa
December 16, 2008
When billionaire Sam Zell took Tribune private in an overleveraged, doomed deal that swiftly brought down the 161-year-old media giant, the risks involved were placed squarely on the shoulders of Tribune workers. Now, as Tribune’s creditors head to bankruptcy court for payback, these workers should go directly to the front of the line.
By transferring 100% ownership of the company and some $13 billion of debt to an S-Corp Employee Stock Ownership Plan (ESOP) in the buyout, Zell insulated himself from tax responsibilities and mortgaged the future retirement savings of Tribune employees. Despite owning 100% of the company, employees were given no voice in the governance of the company or in the plan itself. They’ve had no say in the terms of their own debt obligations or decisions related to how best to service that debt.
Tribune contributions to employee retirement savings for employee-owners changed from a defined benefit plan to a defined contribution plan structured as the ESOP. Employees participating in the ESOP can’t diversify their holdings until they reach age 55.
The first of the company’s contributions to the ESOP was expected to happen in the first quarter, but now—with the Tribune mired in Chapter 11 bankruptcy—it’s unclear whether that will happen or whether those shares will have any value.
Not everyone lost on the deal. Tribune executives made millions, including CEO Dennis FitzSimons, who engineered the deal with Zell and raked in $17.7 million in severance and other payments and cashed in his stock for $23.8 million. Shareholders traded in stock rated deep into junk territory for cash representing a 21% premium over the stock price just before the transaction. The banks that lent Tribune the money shared some $47 million in fees. Citigroup and Merrill Lynch who advised Tribune on the deal received $35.8 million and $37 million respectively. And billionaire Zell, who put up only $315 million in the deal, is expected to stand ahead of employees in the creditors’ line at bankruptcy court.
One thing is for sure—the Teamsters will remain vigilant during the bankruptcy process to ensure that our members and all Tribune employee interests are advanced.
The International Brotherhood of Teamsters represents approximately than 1,000 Tribune workers.