Showing posts with label ESOP. Show all posts
Showing posts with label ESOP. Show all posts

Wednesday, April 15, 2009

De-Authorization Petition Blocked

On Friday April 10, 2009 GCC/IBT Local 140-N received a notice from the N.L.R.B. that Orange County Operator, Lee Carey filed a Petition for a de-authorization election. The purpose of de-authorization is to have the union security and dues check-off language stripped from the contract. The remainder of the contract remains in force.

Although Carey, Saterlee and Espinosa have the right, their motives are again questionable at best.

Our Attorney informed our Local that our pending board charges serve to block the attempt to have the Board grant an election at this time. We have also informed the board that we are challenging the petition and charge that the solicitation of signatures was tainted. This will prevent the petition from being considered at a later time when current charges are addressed by the board.

More on this subject as it progresses.

Saturday, February 28, 2009

Re-post from TELLZELL.com

(Originally posted on tellzell.com less than 6 months ago)
An echo to Steve Grant's Testimony
Thursday, September 18, 2008
Touching a Nerve

All right, the Retch knows he's way late on this, but the Dan Neil et al. lawsuit seems to have touched a nerve. Who knew that Sam Zell -- more likely the thin-skinned Randy Michaels -- cared so much? First, check out the language of the email that Zell sent out to let employees know about the lawsuit:

There is a difference between questioning authority or challenging the "business as usual attitude," and maligning the company in public. That's just bad judgment and does no one any good. It's a distraction that's unnecessary.We are partners. We need to act like it. Sam, the time for "acting" like partners ended when you cursed at us; when you denigrated us; when you told us we were overhead; when you fired reporters; when you cut back newshole; when you deprived our readers of information about their lives to make the payments on your over-leveraged debt.

Partner, in case your dictionary knowledge is as lacking as your lackey's grammatical knowledge, is a word which implies equality. But you have never acted as an equal. We have no power. We have no say. We have never been consulted in a single action that you or any of your cronies have taken in dismantling the Tribune Co. So stop fucking call me your partner. It's patronizing. It's demeaning. And it's wrong.

Then there's the language of the actual press release. The lawsuit is filled with "frivolous and unfounded allegations." Yet Zell mentions not a one. And then he declares himself "outraged."I don't honestly know where this lawsuit will lead. And I fear that, like most lawsuits, it will be two, three, four years before we find out, by which time Sam will have looted the pension, driven off or fired the best workers and turned the Tribune Company into a television network featuring Bozo 90210 and a few newsletter-sized newspapers.

But I do know who should be outraged. And I know it's not Sam Zell.The attorneys response to Zell, in a similar vein, follows in his email to Tribune employees earlier today, Sam Zell dismissed the allegations against him and his co-fiduciaries as “frivolous and unnecessary.”
“We are partners,” the email continued, “we need to act like it.”This statement is a standard Zell response: lacking in specifics and filled with vitriol. The complaint is detailed and the allegations are correct. The complaint asserts that the Tribune ESOP has not provided the rank and file employees with a detailed justification for the Zell acquisition. Ask Sam: where’s the detailed justification? The Tribune pension administrators have not provided the retired Tribune employees with an explanation as to why the pension plan was supposedly over funded by $400 million. This explanation is particularly necessary given the current downturn in the stock market. Ask Sam: where’s the explanation?

The directors have established a conflict of interest policy for related party transactions. Ask Sam: explain how the conflict of interest policy has been followed with HIS relatives?The current and former Tribune employees are not “all in this together” with Sam Zell. The rank and file employees have their jobs and their current and future retirement plans tied up by the machinations of Zell and his co-fiduciaries. Their salaries are low and they see many of their colleagues being let go on a monthly basis. On the other hand, Sam Zell has billions of dollars and does not have his livelihood at stake. For example, Zell’s upcoming birthday party will feature The Eagles. Ask Sam: how many of his “partners” are spending their birthdays in a similar fashion?

Speaking of “maligning the company in public,” we ask that journalists covering this story consider Sam Zell’s prior comments denigrating print journalism. Imagine if the Chairman of Procter & Gamble stated: “I don’t use Ivory Soap. I hate Ivory Soap.” Despite it all, these newspapers are continuing to produce great journalism.Zell’s comments fail to acknowledge the billions of dollars in debt he caused the Tribune Company to incur, necessitating both the layoffs and the diminishing content of the Company’s newspapers. It is unfortunate that, in typical fashion, Sam Zell is ignoring the rights and neglecting the best interests of the hard-working Tribune employees, whom he cynically refers to as “partners.” Rather than working with his “partners,” he is tearing the company down, brick by brick, and selling it off, in an effort to pay down the massive debt he improperly encumbered the company with.

We look forward to cutting through Zell’s self-serving, out of touch rhetoric and fighting for our clients – the Tribune’s real and rightful owners – in court.In these turbulent times, fiduciaries must act in the best interests of their employees, particularly when they are the “owners” of the company. Zell and his co-fiduciaries have utterly failed to do so as more specifically described in the complaint.
"Partners don’t treat partners like Zell treats the Tribune employees".
(end of post)

Where have you gone inkstained wretch? Your wisdom is greatly missed by all!

Wednesday, September 17, 2008

Ex-Times reporters sue Zell

Kevin Roderick
I'm told that lawyers representing current and former Los Angeles Times newsroom staffers are filing a class-action federal lawsuit against Sam Zell and Tribune this morning in Los Angeles, alleging breaches of fiduciary duty, conflicts of interest and other violations of ERISA, the law that safeguards the proper handling of retirement benefits like pensions and trusts. The plaintiffs include several familiar bylines and at least one current Times star. A team has been looking into Zell's leveraged takeover of Tribune almost since he used employee money to get the company.
Details to come.

Sunday, July 20, 2008

Survey Results Part 1

Page 1. Sam Zell, Senior Mgt. and Supervision

1. Do you think Sam Zell is the right owner for the Los Angeles Times?
% of Respondents ----------Number of Respondents
Yes
9.38%
-----------------------9
No
80.21%
----------------------77
OTHER
Hell no!
1.04%-------------------------1
I feel that the owner of this paper should be someone concerned with this community and that would want to use the power of this paper to make a mark on this community
1.04%------------------------1
It should be local owned......
1.04%------------------------1
too early to tell
1.04%------------------------1
no, should have local ownership
1.04%------------------------1
Cares about his Billions and nothing else.
1.04%------------------------1
I truly believe that Sam Zell has no interest in restoring the Tribune Companys.He once stated that "we must sell our logo its all we have" Now he wants to sell the two most important properties in the Tribune Co.He will tear this company down to nothing and profit from it all.
1.04%-----------------------1
doesn't give a shit about anything but money
1.04%-----------------------1
i definitely dont he only cares about the real estate profit and not the people or the la times as a great newspaper
1.04%-----------------------1
He can care less about the employees. He's an INVESTER. That's how he became a billionaire.
1.04%-----------------------1
Number of respondents
94
Number or respondents who skipped this question
60
2. Do you think Employee Elected Representatives should sit on the ESOP Board of trustees?
% of Respondents ---------------Number of Respondents

Yes, afterall it's an ESOP
90.32%
-----------------84

No, we can trust Sam
6.45%
----------------------6
OTHER
Hell yeah !! after all we are " partners"
1.08%-------------------------1
I dont think that any times or tribune excutives should be on any commity like this
1.08%-------------------------1
You need someone who knows what is happening in the inside.
1.08%-------------------------1
Number of respondents
93
Number or respondents who skipped this question
61
3. Do you think it is right for Sam Zell to lay off partner/employees when he borrowed against their retirement by creating an ESOP to purchase Tribune?
% of Respondents -----------------Number of Respondents

Yes, he has to pay his bills.
9.57%
-----------------------------9

NO, He said "You own this place now"
85.11%----------------------------80
OTHER
He's Sam Zell. he's going to do whatever he wants, as long as it makes him richer.
1.06%-----------------------------1
How about upper management take a cut in pay, to save money.
1.06%-----------------------------1
no how can he borrow my money without my permision ?
1.06%-----------------------------1
Should have never been allowed to leverage so much debt to buy Tribune.
1.06%-----------------------------1
we dont own shit zell could give a shit about you or me
1.06%-----------------------------1
Number of respondents
94
Number or respondents who skipped this question
60

4. Newsday has been sold, would you like to see Sam Zell sell the L.A. Times, preferably to a local owner.
% of Respondents ------------------Number of Respondents

No, Sam Zell is a good owner for the L.A.Times
7.53%
----------------------------------7
Yes, the sooner the better!
88.17%
-------------------------------82
OTHER
yes, put the times back to local ownership. the times on its own can make a profit to substain it self. and we can go back to being one of the great news papers in journalisms we once were.
1.08%---------------------------------1
Sell it to someone who knows about the newspaper.
1.08%---------------------------------1
sooner the better so our paper can be great again since the takeover of the tribune the great la times hit rock bottom at our cost
1.08%---------------------------------1
We should be owned locally. Chicago and Zell hates the west coast culture.
1.08%---------------------------------1
Number of respondents
93
Number or respondents who skipped this question
61

5. Do you think Sam Zell was dishonest with the employees at the L.A. Times when he visited in February?
% of Respondents ---------------------Number of Respondents

Yes, he said he did not agree with Tribunes business model of cutting staff to incure savings.
82.61%
-----------------------------------76
No, he was honest and sincere.
9.78%
-------------------------------------9
OTHER
He may not have been apprised of the big picture.
1.09%-----------------------------------1
He was honest to a point,but how do you change anything when leaving the same cut first people in charge of growing your business
1.09%----------------------------------1
He"s a thief
1.09%----------------------------------1
I wouldn't use the word dishonest. Ignorant fits just fine. But it feels about the same either way.
1.09%----------------------------------1
Like he said he is a "business man " bottom line that speaks volumes
1.09%----------------------------------1
waiting to see
1.09%----------------------------------1
Wall street called the shots that destoryed us, now the Bankers are doing the same song and dance.
1.09%----------------------------------1
Number of respondents
92
Number or respondents who skipped this question
62
More to come!

Monday, July 14, 2008

Another Debt that won't get paid!

This goes out to the 250 unfortunate employee/partner casualties throughout the Los Angeles Times that visit TELL ZELL and to the inkstainedretch for his commitment to both the newspaper and peers in editorial. Keep up the good work Retch, the number of people speaking out is growing, all the while staffing continues to go down.
In Solidarity, From your brothers and sisters in the Pressrooms!

Friday, July 04, 2008

Where to Begin????

This is question # 6 on our survey and it seems very appropriate to ask at this time.

Senior Management , (Execs. VP's etc.) staffing levels are:
% of Respondents -------- Number of Respondents

Bloated
80.28%
57
Sufficient for the size of the operation
8.45%
6
Low, we need more executives
2.82%
2
OTHER:
bloated and over paid and elitist !!
1.41%
1
Ineffective and not true employees as most have come from outside of company in last 3 years. Too new to have buy-in to past company culture.
1.41%
1
Publisher and next level of leadershipt haven proven to be impotent and incapable. Why haven't they all been replaced?
1.41%
1
There is some extra VP's that can be cut. Not the real personnel who is getting the paper out on deadline.
1.41%
1
too new to the newspaper industry to understand news and the relationships within the areas served by each paper.
1.41%
1
We could save a lot of money by downsizing idiots who can only think of shrinking the paper and reducing the newsroom.
1.41%
1
Number of respondents
71
Figures based on 71 respondents .
Number or respondents who skipped this question
52
Where to begin........
Final statistics will be disclosed at close of survey on July 15th

Thursday, July 03, 2008

How Can Partners fire Partners?

In light of the news that another 250 Los Angeles Times employees, (Aka Sam Zell Partners) will be leaving, as announced by Publisher David Hiller and Editor Russ Stanton, I decided to post the responses we have generated thusfar from Survey question #3. .

Do you think it is right for Sam Zell to lay off partner/employees when he borrowed against their retirement by creating an ESOP to purchase Tribune?

% of Respondents Number of Respondents

Yes, he has to pay his bills. 7.58% 5

NO, He said "You own this place now" 86.36% 57


Other:

He's Sam Zell. he's going to do whatever he wants, as long as it makes him richer.
1.52% 1
How about upper management take a cut in pay, to save money.
1.52% 1
no how can he borrow my money without my permision ?
1.52% 1
Should have never been allowed to leverage so much debt to buy Tribune.
1.52% 1

Number of respondents
66

Number or respondents who skipped this question
48

Wednesday, July 02, 2008

Survey Update

The survey is going great! We have had over 100 responses in just 2 days, some of which are from our collegues in editorial. I have reviewed some of the responses and it is obvious that some of the supervisors are are evaluating themselves. I could have invited responses via e-mail, by "password only" to prevent this from happening but I wanted to allow anonymity and give everyone the opportunity to answer the questions relating to Sam and Management. I hope all of the supervisors and management who did answers questions relating to their own performance consider allowing us to evaluate ourselves next time and I guarantee they will see as many "H"s as they are giving themselves.

In spite of this obvious intrusion, the survey is providing great perspective from you, the employees in the form of your write in answers. I will post all of the responses at the close of the survey on July 15th. I will also post some of the responses that warrant instant publishing rather than waiting for the close of the survey.

Thanks to all of you who already took the time to respond, here are some of your responses to the final question "If I really owned this place"

Get more reporters into the Greater L.A. communities we're supposed to cover and make the paper relevant to our readers ... insist on TIMELY reporting so we're the ones who break the news, not chase it; this is especially important for our stories online ... give plant employees a lounder voice to educate management and an ombusdman to see their ideas to fruition

Do all I could to restore the journalistic excellence, increase the community pride and stewardship in the paper, and continue to innovate to meet the growing needs of the diverse Southern California community.

Limit the amount an executive recieves to one years salary when leaving the company. Bring back paperboys hawking newspapers during rush hour, and even add an afternoon edition, as a method of increasing circulation.

Sell some fucking ads instead of fidgeting with editorail content

Invest in quality products and people that provide content that our readers really want.

Treat everybody fair and with respect..

Sell it to David Geffen.

If you haven't taken the survey yet, what are you waiting for? Do it now by clicking here.

Sunday, June 29, 2008

Online Survey.


Sam Zell, Senior Management and Supervision are topics of an online survey I have created for the purpose of evaluating those who evaluate us.

I have wanted to create something like this survey for quite some time now and this website provided the opportunity to finally do so.

We have all sat down with a supervisor during an evaluation and felt that their evaluation of our performance was not quite as accurate as what we would consider to be a true assessment of our work. We are evaluated for our performance and it is proper that we do the same of our management and supervision. Do they manage and supervise in a manner that promotes productivity, cooperation and teamwork, or do they do just the opposite? You can let each of them know in this survey. We will evaluate each of their performance using the same "H" (Highly proficient) "P" (Proficient) and "N" (Needs improvement) grading system used to rate our performance in the same "General Competencies" areas of:
Communication Skills
Reliability
Flexibility
Initiative
Problem Solving Skills
Teamwork

You can take this survey only once, if you don't complete it, you can return where you left off.
Be sure to inform everyone and direct them to the survey, the more responses we receive the better. No one should miss this opportunity to respond to important questions I have heard many of you ask.

Results will be compiled and revealed when the survey closes on July 15, 2008 at 12:00 am
Click here to take the survey now. The survey was created with eSurveysPro.com, a free online survey software.
The survey is now open. I corrected a problem this morning and it is now available to take.

Monday, June 23, 2008

Los Angeles Times Pressmens 20 Year Club: Teamsters/GCC Run Advertisment on KFWB 980 AM Radio


In case you missed it, it will be airing all week. Ed put it into a slide show in order to upload the audio. Great job Ed.


Thanks for including me and Mr. Magoo!
You can now view the slideshow below and listen to the radio spot audio.


Slideshow by Sluggo!

Sunday, June 15, 2008

Lest we forget!

Refresher Course in Lies and Cuts!



This man is becoming more dangerous with every loan repayment that lands on his desk.Is an ESOP an ESOP when all of the "E"s are gone? Employee Class Action? HMMM? Video by Victor Banuelos

Friday, June 13, 2008

52nd Annual North American Newspaper Conference

I had the privilege of attending the 52nd Annual NANC this past week in Scottsdale, Arizona. This is an annual joint conference with delegates from both the GCC and Teamster's Newspaper, Magazine and Electronic Media. Keith Denson and I were honored to attend the 51st NANC last year in Florida and we both admit it was a very educational and eye opening experience.

During the conference Union Delegates from newspapers across the country meet to discuss the state of the newspapers they work for and the activities their Locals are involved in for their members.

Numerous workshops are held to focus on specific areas of union business. I was fortunate to be appointed to the organizing committee in which we discussed the many obstacles we face attempting to win representation and how to overcome those hurdles. Delegates from newspapers owned by Dean Singleton, Gannett, Rupert Murdoch and our very own Sam Zell participated in a very spirited discussion and I was astonished to specifically learn from each delegate that the assault on employees by their owners is more prevalent than ever imagined before.

The Employee Free Choice Act which failed to pass legislation in its maiden attempt due to an employer friendly republican senate would have allowed employees to join a union without having a secret ballot election. Employers have exploited the current election process and utilizes every anti-union, anti-employee tactic at their disposal. The EFCA would allow employees to join by simply signing a membership card. Democratic Presidential hopeful Senator, Barak Obama supports the EFCA and organized labor. Senator Obama has spoken with Teamster General President Jim Hoffa assuring him that he will be a Pro Labor President. The Teamsters support Barak Obama for President and I think we should all vote for him in November.

I was also invited by our GCC/IBT Organizer Marty Keegan to sit in on the newspaper committee with several delegates from Zell owned newspapers as well as the others I mentioned earlier. We all share the same concerns regarding the sale to our newspapers to Sam Zell and the decisions being made that affect all of our futures. The Teamsters have fought the sale of Tribune to Sam Zell from day one understanding that an ESOP without employee representation is nothing more than deceitful. Declining ad revenue, declining circulation and staffing reductions seemed to be the major subjects discussed in this committee.

There was good news regarding the GCC and an increase of 3% in membership after years of membership declines due to plant closures and consolidations. Unions across the nation are winning elections by employees seeking representation to protect their interests in their workplace. All L.A. Times employees need to consider organizing in order to have a voice considering the latest announcement to further reduce staffing at our newspaper. I'll admit, Sam said a lot of things that lead many of us to believe that he was going to do good by all of us and the paper by building it, instead he is dismantling it faster than any of us ever imagined.

I also met with our President George Tedeschi, Teamster Organizer Manny Valenzuela, GCC/IBT Organizer Marty Keegan, International Representatives Sonny Shannon and Mike Huggins to discuss our negotiations and created a plan to insure that we are given every opportunity to negotiate a fair Collective Bargaining Agreement. Those of you who attended our chapel meeting in Monrovia were made aware of options we and the Teamsters hope to utilize in an effort to raise awareness and support for our pressrooms from the community. These meetings at the conference set the groundwork for building our support base around the country and in the local public sector which is valuable in motivating the company to bargain in good faith.

I would like to thank GCC/IBT President George Tedeschi, Secretary Treasurer Bob Lacey, NANC President/Chairman Joseph Inemer, Director Joe Molinero and especially all of my brothers and sisters in the L.A. Times pressrooms for allowing me the opportunity to represent our shops at the conference, and with great humbleness, allowing me to address the body of conference delegates and deliver a report on our negotiations.

To all the brothers and sisters at the conference, thanks for supporting our shops and negotiations and especially for the wholehearted brotherhood that each and every one of you lives by, I am always inspired by all of you and your sincerity, it is contagious and I hope it spreads to our pressrooms. It was a pleasure to spend time with Lou Nicosia and Mike Laspina from Local 406, Hello to all from both of them. Thanks to President Dennis Grabhorn and everyone at Newsday for your support. Good Luck with your impending change of ownership, I can only hope that we suffer the same fate and some one who gives a damn about this city and it's newspaper gets the chance to buy us before there's nothing left. (Are you listening Geffen?) It was also a pleasure to spend time with, and to learn from the brothers and sisters I had the privilege of meeting at last years conference, and the new ones I met this year.
Negotiations will resume on Monday, June 16Th.

Monday, May 19, 2008

The Senate stood up to Big Media


Dear Ronnie,

Just moments ago, by a near-unanimous vote, the Senate stood up to Big Media. They voted to throw out the FCC decision to let the largest media companies swallow up even more local media.

This is simply an astounding victory, and it would not have happened without the massive grassroots effort by you and thousands of others who called their senators, sent more than a quarter million letters, posted thousands of pictures and stories on StopBigMedia.com, and testified at public hearings held by the FCC.

It was your dedication that made today's Senate win possible.
Today was a huge step forward, but there is still much to do. The fight against the FCC now moves to the House, where our elected representatives need to hear from us.

President Bush has promised that he will try to veto this bill. But tonight the Senate and the American people have spoken with one voice. This historic vote sends a clear message that the only people who support more media consolidation are Big Media lobbyists and the White House.

We are in this struggle to bring more minority ownership, diverse perspectives and independent voices to the media. We need to make media consolidation an election-year issue. And we need to start talking about how to break up the giant conglomerates.

Corporate news today -- with its propaganda pundits, horse-race election coverage, and celebrity gossip -- undermines our democracy. We must continue to speak out and demand that the public airwaves be used to actually serve the public.

In just three weeks, thousands of people will be gathering together in Minnesota to build the movement for better media. You can join them at the National Conference for Media Reform, just visit www.freepress.net/conference.

For today, know that you played a key role in the fight for better media for all.

Thank you,
Josh Silver
Executive Director
Free Press Action Fund.
For those of you who joined the action committee and sent letters to your elected officials on Stop Big Media.com, know that you contributed to this decision by the senate. Hopefully this will force Sammy to Sell!
In Solidarity!
Ronnie

Thursday, December 20, 2007

Done Deal!

Tribune Completes Going-Private Transaction; Sam Zell Named Chairman & CEO

Zell Increases Investment in Company to $315 Million; New Board of Directors Elected
Last update: 12:54 p.m. EST Dec. 20, 2007

CHICAGO, Dec 20, 2007 /PRNewswire-FirstCall via COMTEX/ --
Tribune Company TRB 33.98, +0.91, +2.8%) announced today that it has completed its going-private transaction by merging with an acquisition subsidiary of the Tribune Employee Stock Ownership Plan (Tribune ESOP). Effective immediately, Sam Zell, who financed the transaction, assumes the roles of chairman of the board and chief executive officer.

"We have a tremendous opportunity to take the great brands of Tribune Company, and the enormous talent within the company, to a new level," said Zell. "Tribune, along with the newspaper industry, has been mired in its monopolistic origins, and we intend to create a fresh, entrepreneurial culture that is fast and nimble, and which rewards innovation. Our goal is to provide a sustainable, relevant product for our customers and communities."

Under the terms of the merger agreement, all of the company's publicly held shares of common stock, except for those owned by the Tribune ESOP and shares held by shareholders who validly exercise appraisal rights, will be cashed out at $34 per share. Shareholders approved the transaction at a special meeting held on Aug. 21, 2007. The company's common stock will cease trading on the New York Stock Exchange at market close today.

On April 2, 2007, Tribune announced its intention to become a private company, owned 100 percent by the Tribune ESOP. EGI-TRB, an entity run by Zell, made an initial investment of $250 million in Tribune, and Zell was named to the company's board of directors in May. As part of the going-private transaction, EGI-TRB increased its investment to $315 million by purchasing a note and a warrant to acquire up to 40 percent of the company's common equity on a fully diluted basis.

Board and Management Changes

Contingent upon board approval this afternoon, Tribune's board will have a total of eight directors, chaired by Zell. The company expects to add the following directors: --

Jeffrey S. Berg, 60, chairman and chief executive officer ofInternational Creative Management, Inc. He serves on the Board of Visitors at the UCLA Anderson School of Management, and on the Board of Directors of Oracle Corporation. He is also on the London School of Economics' Court of Governors.

-- Brian L. Greenspun, 61, chairman and chief executive officer of The Greenspun Corporation, and president and editor of the Las Vegas Sun. He is a member of the Board of Trustees of the Brookings Institution in Washington, D.C. and a member of the International Advisory Council of the Saban Center for Middle East Policy in Washington. Greenspun also serves on the University of Nevada President's Community Advisory Board. The Greenspun family has made a significant investment in Tribune Company.

-- William C. Pate, 44, chief investment officer of Equity Group Investments, LLC. Pate serves on the boards of Covanta Holding Corporation and Exterran Holdings Inc. He is a nominee of Zell's affiliate agreement with Tribune Company.

-- Maggie Wilderotter, 52, chairman and chief executive officer of Citizens Communications. Wilderotter has 30 years of experience in the communications industry, and serves on the board of directors of Yahoo! and Xerox Corporation, as well as the boards for a number of non-profit
organizations.

-- Frank E. Wood, 65, chief executive officer of Secret Communications, LLC, a venture capital company in Cincinnati. Wood, a former lawyer, spent 33 years in the radio broadcasting business. He is chairman of the board of 8e6 Technologies, an internet filtering company, and serves on the board of Chemed Corporation and C Bank, a new business bank.

William A. Osborn and Betsy D. Holden each have been re-elected to serve on Tribune's board. -- Holden, 52, joined Tribune Company's board of directors in 2002. She is a senior advisor to McKinsey & Company and the former president of global marketing and category development at Kraft Foods, Inc. She also serves on the board of Western Union Company.

-- Osborn, 60, joined Tribune Company's board of directors in 2001. He is chairman and chief executive officer and a director of Northern Trust Corporation and its principal subsidiary, The Northern Trust Company. In addition, he serves on the board of Caterpillar, Inc.

Tribune's executive management team, led by Zell, adds Randy Michaels as executive vice president and chief executive officer of Interactive and Broadcasting, and Gerald A. Spector as executive vice president and chief administrative officer. -- Michaels, 55, was formerly CEO of Local TV, LLC, a company that acquired television stations formerly owned by New York Times Company. He has more than 37 years in media, including his role as president and
chief executive officer at Jacor, which merged with Clear Channel Communications in 1999. As CEO, Michaels grew Clear Channel from 425 to 1200 stations in just three years.

-- Spector, 61, previously served as executive vice president and chief operating officer of Equity Residential. Prior to that role, he was COO of Equity Group Investments. Spector has more than 35 years of experience in bringing various financial and real estate companies within Zell's organization to operational excellence. He remains on the board of trustees of Equity Residential as vice chairman.

Press Conference

Sam Zell will hold a press conference regarding Tribune's going-private transaction at Tribune Tower at 2:30 p.m. CDT (3:30 EDT, 12:30 PDT). Tribune Tower is located at 435 North Michigan Avenue, Chicago. Media wishing to cover the event should e-mail their contact information to dbrown@tribune.com, and check in at the main entrance of the Tower. The press conference will be available by satellite on:
Galaxy 17
Transponder 13 -- Horizontal
11967.25 MHz
1217.25 MHz. L-band
4.2969 m/S symbol rate
5/6 FEC

An audio webcast of the press conference will be available on the company's website, http://www.tribune.com/.

About Tribune Company

Tribune is one of the country's top media companies, operating businesses in publishing, interactive and broadcasting. It reaches more than 80 percent of U.S. households and is the only media organization with newspapers, television stations and websites in the nation's top three markets. In publishing, Tribune's leading daily newspapers include the Los Angeles Times, Chicago Tribune, Newsday (Long Island, N.Y.), The Sun (Baltimore), South Florida Sun-Sentinel, Orlando Sentinel and Hartford Courant. The company's broadcasting group operates 23 television stations, Superstation WGN on national cable, Chicago's WGN-AM and the Chicago Cubs baseball team. Popular news and information websites complement Tribune's print and broadcast properties and extend the company's nationwide audience.
SOURCE Tribune Company http://www.tribune.com/
Copyright (C) 2007 PR Newswire. All rights reserved

Sunday, July 22, 2007

Tribune Proxy Statement Dated July 13th 2007

You should all be receiving your Proxy Statement to vote on the proposed "Merger Agreement" (sale) with/to Sam Zell at the shareholders meeting on August 21st in Chicago.

I seriously doubt any of us will be in attendance so I suggest you read the contents of this mailing. The question and answers is very interesting reading and I'd like to point out paragraph 2 on page 14.

Question:"How does the ESOP intend to vote?"
Answer: The ESOP currently holds and is entitled to vote 8,928,571 shares of Company Common Stock, representing approximately 7% of the outstanding shares. The ESOP intends to vote all it's shares of Company Stock in favor of the adoption of the Merger Agreement and approval of the Merger.

This is exactly what Teamster Executive President James Hoffa spoke out against at the previous shareholders meeting.
(See WSJ.com letter)
An "Employee Stock Ownership Plan" in which the employee's voice is absent, should not be considered an "ESOP" This Corporation is exploiting the tax loophole that allows them to create an ESOP and place all the liability on the worker's future while denying them any opportunity to vote the shares in the ESOP to their best interest.

Does this sound like Taxation without Representation?

Wednesday, May 09, 2007

Proposed Tribune Buyout a Risky Investment for Workers

Teamsters Demand Board Protect Workers In ESOP Deal At Company's Annual Meeting


WASHINGTON, May 9, 2007 /PRNewswire-USNewswire via COMTEX/ --

Teamsters attending the Tribune Company's annual meeting of shareholders today questioned the company's board of directors about major flaws in the employee stock ownership plan (ESOP) takeover bid by Chicago real estate mogul Sam Zell.
The ESOP plan proposed by Zell requires that employees assume a disproportionate amount of the financial risk without any say in the governance of the operating company. Under the proposed deal, the ESOP will own at least 60 percent of the company's stock.

"This plan is a perversion of what ESOP's were designed to do -- namely to empower workers as owners," said Jim Hoffa, General President of the International Brotherhood of Teamsters, which represents about 2,000 Tribune workers. "This structure makes the employees shareholders in name only. They should be guaranteed the right to elect the trustee of the ESOP trust and the board of the operating company."

Zell's financial risk will be minimized by tax breaks and "phantom" stock ownership. Teamsters raised concerns that this structure fails to closely align Zell's interests with those of the company and its worker-owners. Teamsters also questioned whether the use of this synthetic equity could violate IRS anti-abuse rules.

"This transaction, with its heavy debt load, creates an enormous financial burden on the Tribune's workforce -- union and non-union alike," Hoffa said. "No one has more at stake than the Tribune workers, whose jobs and retirement security depend on the survival of this company. We will fight to ensure that they have a meaningful voice at the table as majority shareholders in the company."
Founded in 1903, the International Brotherhood of Teamsters represents 1.4 million hardworking men and women in the United States and Canada.

SOURCE International Brotherhood of Teamsters

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