Tribune Vote Totals Show 40% Withheld Their Board Votes

More than 40% of Tribune Publishing Co.'s voting shareholders withheld support for the company's slate of directors, according to a regulatory filing Monday, suggesting many shareholders favor a merger with Gannett Co.

According to the filing, 41.4% withhold votes for Chief Executive Justin C. Dearborn and 41% withheld votes for Chairman Michael W. Ferro Jr., the company's largest shareholder with a roughly 16.5% stake in the company. Tribune released preliminary results last week from the June 2 annual meeting that showed Messrs. Ferro and Dearborn, as well as six others, had been elected, but it didn't give vote tallies.

Gannett had urged shareholders to withhold votes for Tribune's board nominees at the meeting as a way to symbolically show support for its latest takeover offer of $15 a share, which Tribune had rejected.

Gannett said last week in light of the vote that it was still "reviewing whether to proceed" with its pursuit of Tribune. It also said that, based on evidence from its proxy adviser, it believed about 49% of shareholders who weren't affiliated with Tribune withheld their support from the entire slate of director nominees, and that more than 50% withheld their support from Messrs. Dearborn and Ferro. Tribune at the time said Gannett had "no reliable basis for the speculative results it published."

A representative from Gannett wasn't immediately reachable for comment Monday.

A merger of the two publishers would tie up their household news outlets under one firm. Newspaper companies have struggled in recent years in part from disruptions caused by the internet.

Shares of Tribune, which have dropped nearly 5% in the past month but are up 20% this year, opened Monday up 1.2% at $11.18, well below Gannett's offer. Gannett's stock edged up 0.6% to $15.28 early Monday.

Write to Joshua Jamerson at [e-mail]

(END) Dow Jones Newswires

June 06, 2016 10:05 ET (14:05 GMT)

Copyright (c) 2016 Dow Jones & Company, Inc.