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T/SF RENEGOTIATES AGREEMENT

 TULSA, Okla., Sept. 24 /PRNewswire/ -- T/SF Communications Corp. (AMEX: TCM) today announced that its previously announced agreement to sell its shopper-newspaper division to Dickson Media has been renegotiated. Rather than providing for a sale of both shopper properties, the agreement has been modified to provide for the sale only of the assets of Marks-Roiland Communications Inc., a wholly owned subsidiary of T/SF Communications and the operator of shopper-newspapers on Long Island, N.Y. This would leave T/SF Communications owning its other shopper paper, Shopper's Guide, Inc., of Pennsauken, N.J.
 Under the terms of the new agreement, T/SF will receive $4,675,000 for the net assets of Marks-Roiland Communications Inc. and $1,425,000 for a covenant-not-to-compete. Under the prior arrangement, T/SF was to receive $8,000,000 in cash for the net assets of both properties plus a $5,000,000 covenant-not-to-compete payable over five years. The agreement is subject to approval by the board of directors and certain lenders of T/SF.
 Howard G. Barnett Jr., chairman and chief executive officer of T/SF, stated, "While we had hoped to be able to sell our shopper-newspaper division as a whole, this new agreement with Dickson is a good one for us. This will allow us to move forward with some of the strategic reasons for the sale in the first place as we continue to search for a buyer for Shopper's Guide Inc. Subject to achieving a price which is fair for Shopper's Guide, we still believe that it is in the Company's best long-term interest to redeploy the capital from the shopper- newspapers to the opportunities we see in our profitable trade magazine, information services and convention publishing divisions."
 T/SF noted that it would suffer a pretax loss of approximately $3,000,000 on the Marks-Roiland transaction. Based on the difference in the two agreements with Dickson Media, T/SF also announced that it will write-down its investment in Shopper's Guide during the third quarter.
 Barnett stated further, "Based on the decision to continue to try to sell this division, we estimate that the write-down of the shopper division along with other operating issues combined will result in a loss for the third quarter of approximately $6,000,000."
 T/SF Communications is a 72 percent-owned subsidiary of Tribune/Swab- Fox Cos. Inc. (NASDAQ: TSFC). Tribune/Swab-Fox announced that T/SF's actions will result in an estimated third quarter loss to it of $4,750,000. Tribune/Swab-Fox noted that its loss for the quarter could be substantially larger as it is currently reviewing its approach to its real estate business and could determine to accelerate the liquidation of such assets, which action would likely result in a significant write- down of the carrying value of such assets.
 -0- 9/24/93
 /CONTACT: Howard G. Barnett Jr., president and chief executive officer, or J. Gary Mourton, chief financial officer, both of T/SF Communications, 918-747-2600
 (TCM TSFC)


CO: T/SF Communications Corp.; Marks-Roiland Communications Inc. ST: Oklahoma, New York, New Jersey IN: PUB SU: TNM

PK -- SF008 -- 5536 09/24/93 16:03 EDT
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Publication:PR Newswire
Date:Sep 24, 1993
Words:524
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