The Dolans Officially Bag Newsday for $650 Million

dolan 0 The Dolans Officially Bag Newsday for $650 MillionThe Dolans win the bidding for the Long Island daily for $650 million. The deal is structured the way Sam Zell needed it to be–the Dolans pick up 97 percent of the company, while the Tribune company retains 3 percent. Here’s the release:

CABLEVISION TO ACQUIRE 97% STAKE IN NEWSDAY MEDIA GROUP THROUGH PARTNERSHIP WITH TRIBUNE COMPANY IN A $650 MILLION TRANSACTION

Returns Newsday to Long Island-based Ownership After Nearly 40 Years

Addition of Complementary Print and Online Assets Provides Unique Opportunities to Grow Cablevision’s Advertising, Subscription and Content-Based Businesses

Bethpage, NY, and Chicago, IL, May 12, 2008 – Cablevision Systems Corporation (NYSE: CVC) and Tribune Company today announced a definitive agreement to form a new partnership through which Cablevision will acquire approximately 97% of Newsday Media Group (“Newsday”). Newsday was valued at $632 million in the transaction, and Tribune Company will also receive $18 million at closing as prepaid rent under certain leases of property used in the business, bringing the total transaction value to $650 million. The partnership will add a complementary print and online media group with diverse, quality local content to Cablevision that generates substantial operating cash flow and that creates opportunities to grow Cablevision’s advertising, subscription and content-based businesses.

Newsday is one of the nation’s largest daily newspapers, serving Long Island and New York City. In addition to the newspaper and Newsday.com, Newsday Media Group includes amNewYork, the fast-growing free daily in New York City with an average weekday circulation of 335,000, plus the Star Community Publishing Group of weekly shoppers and Island Publications’ portfolio of lifestyle magazines.

Cablevision Chairman Charles F. Dolan said: “Newsday is one of the great names in the history of American journalism and it is both an honor and privilege to return Newsday back to Long Island-based ownership after nearly 40 years. We admire Newsday’s strong editorial voice and reputation for quality as well as its leadership in print and online journalism. We are committed to maintaining Newsday’s journalistic integrity and important position in the marketplace.”

Tribune Chairman and CEO Sam Zell said: “This agreement enables us to maximize the value of Newsday and still retain an interest in this valuable asset. The newspaper has a unique circulation base and a tremendously strong local brand—I expect them to grow and flourish as a result of this new partnership.”

Cablevision President and CEO James L. Dolan continued: “Both Cablevision and Newsday are in the content, customer relationship and advertising business and we see this as a wonderful fit. Adding Newsday Media Group’s superb assets to Cablevision’s portfolio presents a multitude of opportunities: to provide consumers with additional quality content on multiple platforms; expand advertising opportunities for both entities; and attract a larger audience than either company could on its own. We strongly believe Newsday Media Group and Cablevision share the same consumer-focused values, and we look forward to building on our mutual history in the New York area with these wonderful assets under the same umbrella.”

For Cablevision, the Newsday partnership adds a complementary print and online media group with diverse, quality local content in the New York area. The combined company will gain significant opportunities in its advertising-based businesses and subscription-based businesses, while also adding to its content portfolio and enhancing its commitment to the local community. These opportunities include: Marketing Newsday more effectively with the ability to reach directly hundreds of thousands of Long Island households currently served by Cablevision — the majority of whom do not currently subscribe to Newsday
Providing enhanced news gathering resources and expertise to better serve the New York metro area
Promoting Cablevision’s live sports and entertainment assets through Newsday’s publications, particularly amNewYork, with its New York City circulation of more than 300,000
Offering advertisers a selection among various media outlets that enables each advertiser to most efficiently and effectively target its audience
Using Newsday’s expertise in developing innovative solutions for advertisers with its newspapers, magazines and Web sites to ensure the best approach to promoting ad insertions on Cablevision’s 70 most popular cable channels
Increasing classified advertising reach through Newsday, Cablevision’s Optimum Homes and Optimum Autos interactive television classified services, and Newsday’s Star (181 shopper editions with a weekly circulation of 2.6 million)
Under the terms of the transaction, Cablevision will have approximately 97% and Tribune will have approximately 3% of the equity in a partnership that owns Newsday. To form the new partnership, Tribune will contribute the Newsday assets, and Cablevision will contribute newly issued parent company bonds with a fair market value of $650 million on the contribution date. Bank of America has provided a firm commitment to provide $650 million of senior debt financing, guaranteed by CSC Holdings, Inc., to the new partnership. Of that amount, Tribune will receive $612 million in cash, an equity stake in the partnership valued at $20 million and another $18 million in prepaid rent under leases for certain facilities used in the business. In addition, Cablevision will provide additional funds to pay certain transaction costs.

Cablevision Chief Executive James Dolan indicated that the Newsday businesses will report to Cablevision Chief
Operating Officer Thomas Rutledge. Banc of America Securities LLC acted as lead financial advisor to Cablevision, and Merrill Lynch & Co. also provided financial advisory services on the transaction. Both Hughes Hubbard & Reed LLP and
Sullivan & Cromwell LLP acted as legal counsel to Cablevision. Citi acted as the financial advisor to Tribune, and McDermott Will & Emery, Sidley Austin and Paul Hastings acted as legal counsel to Tribune.
The completion of this transaction is subject to certain customary closing conditions, including regulatory approval.
The Newsday Media Group Assets

Newsday – provides award-winning news and information, reaching 1.5 million Long Island adults each week

amNewYork- launched in 2003, has quickly become the largest free daily newspaper in NYC with an average weekday circulation of 335,000
Newsday Interactive – includes Newsday.com and other local information sites such as ExploreLI.com and Newsday.com/NZone, the popular high school sports destination. In March 2008, Newsday.com reached 3.2 million monthly unique visitors and delivered over 66 million page views Star Community Publishing — the Northeast’s largest weekly shopper group with 181 editions and circulation of more than 2.6 million
Island Publications — produces targeted lifestyle magazines including Distinction, Wellness, Parents & Children, LI Weddings and This Month on Long Island