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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): March 19, 1998
THE TIMES MIRROR COMPANY
(Exact Name of Registrant as Specified in Charter)
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DELAWARE 1-13492 95-4481525
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(State of Incorporation) (Commission File No.) (IRS Employer Identification No.)
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TIMES MIRROR SQUARE, LOS ANGELES, CALIFORNIA 90053
(Address of Principal Executive Offices) (Zip Code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (213) 237-3700
NONE
(Former Name or Former Address, if Changed Since Last Report)
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Item 5. Other Events.
The Times Mirror Company, a Delaware corporation ("Times Mirror"), has
entered into an agreement for the acquisition of the Los Angeles area business
of EZ Buy & EZ Sell Recycler Corporation, a Delaware corporation ("EZ Buy"),
consisting primarily of the Recycler Publications in the Los Angeles, Orange,
Riverside, San Bernardino and Ventura counties and a portion of Santa Barbara
county.
The transaction will involve the spin-off of a new entity (Target Media
Partners) that will own all of the non-Los Angeles area assets of EZ Buy,
including 23 local, regional and specialty publications in California, Michigan,
Arizona, Georgia, Tennessee, South Carolina and Alabama. Following the spin-off
of Target Media Partners, Times Mirror will become a shareholder of Target Media
Partners by investing in preferred stock of Target Media Partners and will
receive warrants to acquire a minority interest in Target Media Partners. Times
Mirror has also agreed to provide Target Media Partners with financing for
capitalization and to continue Recycler's national acquisition program.
Attached as Exhibit 99 and incorporated herein by reference to this Form
8-K is a copy of the press release, dated March 20, 1998, of Times Mirror, EZ
Buy and DLJ Merchant Banking Partners.
Item 7. Exhibits
(c) Exhibits
99 Press Release issued by The Times Mirror Company, EZ Buy &
EZ Sell Recycler Corporation and DLJ Merchant Banking
Partners on March 20, 1998.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
THE TIMES MIRROR COMPANY
(Registrant)
Date: March 23, 1998 By: /s/ William A. Niese
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William A. Niese
Vice President and
General Counsel
2
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EXHIBIT 99
For Immediate Release
Times Mirror, Recycler Classifieds and
DLJ Merchant Banking Partners
Announce Transaction
LOS ANGELES, CALIFORNIA, March 20, 1998 -- Times Mirror (NYSE:TMC),
Recycler Classifieds and DLJ Merchant Banking Partners together announced that
Recycler will sell its Los Angeles area publications to Times Mirror. The three
companies will jointly form a new company, Target Media Partners, that will
operate the remaining publications currently owned by Recycler and their local
publishers and continue Recycler's national acquisition program. With a 43
percent annual growth rate in the past four years, Recycler is the largest and
fastest-growing independent publisher of classified advertising in the United
States.
The transactions value the Recycler organization at more than $200 million.
Following the transaction, the shareholders of Target Media Partners will
include senior and local management, local publishers, Times Mirror and DLJ
Merchant Banking Partners, an affiliate of Donaldson Lufkin and Jenrette, Inc.
(NYSE:DLJ). DLJ's merchant banking unit acquired a majority interest in
Recycler in 1993.
"The Recycler is the largest source for resale automotive advertisements in
Southern California and this acquisition complements the Los Angeles Times
product line," said Mark H. Willes, chairman, president and chief executive
officer, Times Mirror, and publisher, Los Angeles Times. "We also are looking
forward to a long and profitable relationship with our partners in Target Media
Partners and welcome the Recycler staff to Times Mirror."
Mark Schiffmacher, chief executive officer of Recycler said: "Through its
partnership with Times Mirror and DLJ, Target Media Partners will be able to
continue our aggressive acquisition program, while Recycler Classifieds will
continue to focus on serving the community classifieds needs of the Los Angeles
area."
Recycler's Los Angeles operations include 24 editions of Recycler
Classifieds, AutoBuys, TruckBuys, CycleBuys, RV Buys, Boat Buys, EZ Action Ads,
Pix Ads, Trade Express, Auto Seller and The Renter, with an average weekly
circulation in excess of 400,000 paid and free copies. Also included is
recycler.com, an online classified service featuring over 100,000 new classified
ads each week, and an interest in Recycler Auto Services, an auto finance and
insurance venture which will be co-owned with Target Media Partners.
Target Media Partners will operate 23 publications in California, Michigan,
Arizona, Nevada, Georgia, Tennessee, South Carolina, and Alabama. With financing
from Times Mirror and DLJ Merchant Banking Partners, Target Media Partners will
seek to acquire local, regional and specialty publications with proven records
of profitability, established market positions and entrepreneurial management,
and to add value by implementing new incentives, proprietary systems, and
operating efficiencies.
DLJ Merchant Banking Partners manages DLJ Merchant Banking Partners II, a
$3 billion fund dedicated to private equity and equity-related investments in
common or preferred stock and debt or other securities in leveraged acquisitions
and corporate joint ventures. Since its formation in November 1996, DLJ
Merchant Banking Partners II has participated in transactions valued at over $6
billion, the largest of which include DecisionOne, Duane Reade, Localiza, the
largest car rental company in South America, and Pharmaceutical Fine Chemicals,
a pharmaceutical company located in Italy.
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Donaldson, Lufkin & Jenrette is a leading integrated investment and
merchant bank serving institutional, corporate, government and individual
clients. DLJ's businesses include securities underwriting; sales and trading;
merchant banking; financial advisory services; investment research; venture
capital; correspondent brokerage services; online, interactive brokerage
services and asset management. Founded in 1959 and headquartered in New York
City, DLJ employs approximately 7,000 people worldwide and maintains offices in
14 cities in the United States and 10 cities in Europe, Latin America, Asia and
South Africa. For more information on Donaldson, Lufkin & Jenrette, refer to
the company's World Wide Web site at http://www.DLJ.com.
Times Mirror, a Los Angeles-based news and information company, publishes
the Los Angeles Times, Newsday, The Baltimore Sun, The Hartford Courant, The
Morning Call, and The (Stamford) Advocate and Greenwich Time; professional
information for the legal, health sciences, aviation and training markets and
consumer magazines.
Press information: Investor Information:
Times Mirror Times Mirror
Martha H. Goldstein Jean M. Jarvis
(213) 237-3727 (213) 237-3955
Recycler Classifieds and
Target Media Partners
Mark Schiffmacher
(213) 668-1220 ext. 5110
Donaldson, Lufkin & Jenrette
Leslie Thompson
(212) 892-3555
