The story uses language that indicates the merger is a done deal. It isn't, and as you're about to see, there's a reason why business writers use the boilerplate phrase "subject to shareholder approval" on merger stories. The opera ain't over until the fat lady sings, and it's possible that the blind lady at bar--Lady Justice--will weigh in before the good ship Pulitzer reaches the Lee shore.
Pulitzer filed its 8-K report on the merger last week with the Securities and Exchange Commission. As a publicly traded company, Pulitzer also must provide information that could adversely affect the company's financial health. That includes two suits filed in Delaware last week challenging the merger and seeking class-action status. The actual complaints are part of that filing.
David Wichner's story in Sunday's Star doesn't mention the suits, but in St. Louis Post-Dispatch (the Pulitzer's largest paper), staffer Christopher Carey wrote a couple of short mentions last week.
Too bad nobody noticed the San Diego-based law firm of shareholder James Fern, retained through its Boca Raton, Fla. office. It's one of those outfits with enough names on the door to disqualify heavy smokers from the receptionist's job. But the First Partner's name is what matters here. It's William S. Lerach, who's gone after more than 2,000 companies since 1979 for fraud and mismanagement on behalf of shareholders ranging from Joe and Jane Everyperson to banks, retirement funds, institutional investors and even the regents for the University of California. He was the lead shareholders' attorney in the Enron case, and other targets have included AT&T, WorldCom, Lucent and locally, the former Great American Bank. If corporate misdeeds were resolved in spaghetti Western fashion, Lerach would be Clint Eastwood's "Man With No Name."
This space doesn't permit a detailed telling of his background, but Googling "Lerach Greider" will lead you to William Greider's excellent profile of Lerach in the July 2002 issue of The Nation.
The Weiser Law Firm, based in Wayne, Pa., represents shareholder Todd Veeck. Weiser's principal, Patricia C. Weiser, also has a background in shareholder litigation as a former member of Schiffrin & Barroway, another heavy hitter in investor litigation.
Both suits allege Pulitzer's board is accepting a selling price that's below market value, that the deal was tailored to favor Lee and exclude other bidders, and that certain insiders would profit at the expense of the public shareholders.
The complaints specifically mention Pulitzer's $10.2 million change-in-control bonus package for upper and lower management, and the company's refusal to let a P-D-based employee group bid on the buyout.
The suits seek unspecified damages.
Also a tip o' the chapeau to Citizen Publisher-Editor Michael W. Chihak for his Jan. 29 column detailing some promoted folks and new hires. Some news old-timers might think it's sappy, but do we think doctors, lawyers, dentists and accountants are saps for hanging their diplomas, licenses and permissions to practice? (Most of us probably would be a little on edge if those items were absent.) Journalism as a profession does a lousy job of establishing its practitioners' credentials with the public, and Chihak's column is a good step.
Monica Contreras, Cox's Tucson spokeswoman, explained that Cox is moving some PEG channels to spots now part of the expanded basic offering between Feb. 15 and March 30 while company workers change filters on every subscriber's outdoor connection. Until the switch is finished, all limited basic subscribers will get the expanded basic package for free.
For those 45 days, viewers will find Access Tucson programming on channels 72, 73 and 74, the University of Arizona channel on 76, and Pima College's programming on 77 and 78. After March 30, the UA channel will be Channel 19, Pima College programming will appear on Channels 20 and 21, and Access Tucson will be back on Channels 96, 98 and 99.
Cox is realigning its Tucson channel lineup so that it more closely mirrors the Phoenix setup, Contreras said. That way, if Cox's head end (where the signals come in) is knocked out in either city, the other city becomes the backup. Eventually, she said, Cox will switch over its Cochise County service lineup to match.
Shannon Conner is departing the Star's regional editor/northwest bureau boss gig for the Atlanta Journal-Constitution. She's well-liked and respected, and has proved herself over two tours as a bright, competent and persistent journalist. Her replacement is Poli Corella, a long time reporter-turned-team leader.