The financial markets did not seem particularly excited about the prospects for 
the
Tribune. Here is the story. It looks like most of its cash flow will have to go 
for
interest.

Ng, Serena, Sarah Ellison and Dennis K. Berman. 2007. "Tribune Co.'s Climb to 
Going
Private Gets Steeper." Wall Street Journal (25 May): p. C 1.

"Tribune said it would take itself private in a two-stage $8.2 billion deal 
backed by
real-estate magnate Sam Zell. The deal, financed almost entirely by debt, isn't
expected to close until late this year. To fund the tender offer that is the 
first
stage of the buyout, and to refinance some existing debt, Tribune last week 
sold more
than $7 billion in loans to debt investors. Even in today's easy-money 
atmosphere,
the company's bankers had a tough time pushing the deal through. The bankers 
ended up
forgoing roughly a third of about $120 million in fees to get the deal done,
according to two individuals familiar with the matter."

"Tribune ended up agreeing to pay higher interest rates than planned on most of 
the
debt. It also agreed to pay down a chunk of the loans within two years, rather 
than
the seven-year term it sought. The moves raise questions about the company's 
ability
to service its debt load while navigating the deteriorating newspaper business."

"The transaction certainly struggled," says Chris Donnelley, a vice president at
Standard & Poor's Leveraged Commentary & Data who tracked the debt sale 
closely. "The
market was concerned about putting that much leverage on a company in an 
industry in
a difficult outlook."

"The struggle in selling the debt is unusual, because hospitable credit markets 
have
supported a flood of debt issuance in recent years and pushed 
corporate-borrowing
costs to near historical lows."

"Even in today's environment, where there's a lot of liquidity in the debt 
markets,
investors are taking a closer look at some situations," says Dave Novosel, an 
analyst
at debt-research firm Gimme Credit."

"Tribune's bankers must raise $4 billion more in loans and bonds later this 
year to
help pay for the second stage of the buyout, which is expected to be completed 
around
November. That fund raising could be a potentially difficult task if Tribune 
reports
weaker numbers in the coming months."

"Tribune, which last year generated cash flow of $1.3 billion, will initially 
have to
meet annual interest costs of around $1 billion when the buyout is complete, 
though
the interest burden would shrink if the company moves quickly to pay off debt as
planned."

"Tribune originally planned to issue the debt in seven-year loans that would 
pay an
interest rate of 2.5 percentage points above the benchmark London interbank 
offered
rate. Investors were reluctant because they were concerned about Tribune's heavy
post-buyout debt load of more than $12 billion, which dwarfed the $315 million 
equity
Mr. Zell will contribute. Some were also skeptical about what they felt were
aggressive revenue and growth projections the company provided at a meeting with
potential investors in late April."

"To sweeten the terms, Tribune converted some of the offering into a $1.5 
billion
short-term loan that would initially pay 2.5 percentage points above Libor and 
rise
to 2.75 percentage points after Tribune goes private. It promised to repay $750
million of that loan in 18 months and the rest in two years."

"The move was aimed at giving investors comfort the company is committed to 
cutting
debt quickly. It could put Tribune in a challenging position if it needs to tap 
the
debt markets again for funds two years from now, and the markets are less 
forgiving."

"Tribune also agreed to pay a higher interest rate of three percentage points 
above
Libor on the remaining $5.8 billion in seven-year loans. Most of the loans were 
sold
at a discount to sweeten the deal further. Following the revamp, all the debt 
was
sold, and the loans quickly traded higher."


--
Michael Perelman
Economics Department
California State University
Chico, CA 95929

Tel. 530-898-5321
E-Mail michael at ecst.csuchico.edu
michaelperelman.wordpress.com

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