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Journal Media Group Considers Merger

Recommendation from Glass Lewis States That Shareholders Vote “FOR” Merger with Gannett

Journal Media Group has announced that Glass Lewis & Co., a leading independent proxy advisory firm, has recommended that Journal Media Group shareholders vote “FOR” the proposed merger between Journal Media Group and Gannett Co., Inc.

Glass Lewis stated in its report dated February 10, 2016: “In our opinion, the proposed purchase price sufficiently values the Company's recent and reasonably expected future financial performance, as well as the value of its real estate holdings, considering the risks and challenges associated with the standalone alternative. Thus, we believe the purchase price represents a fair price at which JMG shareholders can cash out their investments in the Company, thereby realizing an immediate and assured value at a substantial premium.”

Earlier this month, Institutional Shareholder Services Inc. (ISS), another leading independent proxy advisory firm, also issued a report recommending that shareholders vote “FOR” the proposed merger.

The proposed merger and other matters will be considered at a special meeting for Journal Media Group shareholders on March 1, 2016, at 10 a.m. (Central Time) at Journal Media Group’s headquarters at 333 W. State St., Milwaukee, Wisconsin. Journal Media Group shareholders of record as of the close of business on January 21, 2016, are entitled to vote at the special meeting either in person or by proxy.

The transaction is subject to customary closing conditions, including approval of the merger by holders of a majority of the outstanding shares of Journal Media Group common stock and antitrust regulatory clearance.