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August 9, 2007 at 9:44 am by Michelle Leder

Waiting for their own white knight?

images-12.jpegIt’s no secret that newspaper companies are having lots of problems right now. Declining ad sales, declining readership, declining stock prices and even a shrinking paper, as we saw at the NY Times earlier this week. So the idea that someone — anyone, really — might come along and rescue the industry, or one particular company as Rupert Murdoch is attempting to do with his deal to purchase Dow Jones (DJ) has to be on the mind of top executives.

How else to explain this transitional compensation plan that was filed by Gannett (GCI) in its 10-Q yesterday? The language is pretty standard stuff: “As is the case with most publicly held corporations, the possibility of a Change in Control (as defined below) of the Company exists, and that possibility, and the uncertainty and questions which it may raise among key executives concerning future employment, may result in the departure or distraction of key executives, to the detriment of the Company and its stockholders.”

The same Q also had several amendments to both Chairman and CEO Craig Dubow and CFO Gracia C. Martore’s employment agreement, even though both just inked new agreements in February. Of particular interest is the addition of “gross-up” language related to the vesting of restricted stock.

What does this all mean? It’s hard to say definitively. But the timing is clearly interesting, given that the stock is trading near a 10-year low.

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3 Responses to “Waiting for their own white knight?”

  1. Frank Graham Says:

    Amazing selections you cover.
    This ia one tight fisted operation that loves
    to grab small family owned papers. Brings the lovely ‘economies of scale’ to them.
    Was down another buck. Now 48.37
    For a $11B cap stock it is a mess to value.
    7/31 Bear upped it w/ tgt @$56.
    That after Barron glowed:
    Monday, July 30, 2007 06:51ET
    The following article appears in the latest edition of Barron’s(tm) discussing :
    “Barron’s(7/30) Speaking Of Dividends: $15 Billion Gusher”
    (NYSE: GCI) last traded at $48.63, down $0.66 (-1.34%), on 0 shares.

  2. Michelle Leder Says:

    In a response posted here, Gannett’s CEO says that the company was simply making “routine amendments to our bylaws and compensation plans.” That may be. But we’ve certainly seen other companies trot out the words routine or, in the case of Oakley, the word housecleaning was used to get people off the trail. If I’m wrong, I stand corrected. But this doesn’t look like a routine amendment to me.

    Be sure to check out some of the interesting comments on the WSJ’s Dealblog about Gannett.

  3. Ex-GCIer Says:

    You can’t trust anything out of Gannett corporate. They’ve been lying to employees for years, burying the truth in techno-speak. I enjoyed Dubow’s dismissive “these bloggers” – isn’t Gannett trying to boost their blogging profile.
    This company can’t get the little things right, and when you can’t get the little things right, like customer service, basic honesty to the reader and treating employees professionally, it says a lot about the top.
    To learn more about Gannett, there are some good posts at Sportsjournalists.com