tronc,Inc. (NASDAQ:TRNC) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.
On December23, 2016, tronc,Inc. (the Company) entered into
Amendment No.1 (the Amendment) to the Rights Agreement
(the Rights Agreement), dated as of May9, 2016, by and
between the Company and Computershare Trust Company, N.A., as
rights agent.
The Amendment accelerates the expiration of the Companys
preferred share purchase rights (the Rights) from 5:00
p.m., New York time, on May8, 2017 to noon, New York time, on
December23, 2016, and has the effect of terminating the Rights
Agreement on that date. At the time of the termination of the
Rights Agreement, all of the Rights distributed to holders of the
Companys common stock to the Rights Agreement will expire.
The foregoing is a summary of the terms of the Amendment. The
summary does not purport to be complete and is qualified in its
entirety by reference to the Amendment, a copy of which is
attached as Exhibit4.1 and incorporated herein by reference.
Item 1.02 Termination of a Material Definitive
Agreement.
The information set forth under Item 1.01 is incorporated herein
by reference.
Item 3.03 Material Modification to Rights of Security
Holders.
The information set forth under Item 1.01 is incorporated herein
by reference.
Item 5.03 Amendments to Articles of Incorporation or
Bylaws; Change in Fiscal Year.
In connection with the adoption of the Rights Agreement, on May9,
2016, the Company filed a Certificate of Designation of SeriesA
Preferred Stock with the Secretary of State of the State of
Delaware setting forth the rights, powers and preferences of the
SeriesA Preferred Stock issuable upon exercise of the Rights (the
Preferred Shares). Promptly following the expiration of
the Rights and the termination of the Rights Agreement, the
Company will file a Certificate of Elimination (the
Certificate of Elimination) with the Secretary of State of
the State of Delaware eliminating the Preferred Shares and
returning them to authorized but undesignated shares of the
Companys preferred stock.
The foregoing is a summary of the terms of the Certificate of
Elimination. The summary does not purport to be complete and is
qualified in its entirety by reference to the Certificate of
Elimination, a copy of which is attached as Exhibit3.1 and
incorporated herein by reference.
Item 9.01Financial Statements and
Exhibits.
(d)Exhibits
|
ExhibitNo. |
|
Description |
|
3.1 |
Certificate of Elimination of SeriesA Preferred Stock of |
|
|
4.1 |
Amendment No.1 to Rights Agreement, dated December23, 2016, |
About tronc, Inc. (NASDAQ:TRNC)
tronc, Inc., formerly Tribune Publishing Company, is a content curation and monetization company focused on creating and distributing content across all channels. The Company’s portfolio of news and information brands includes daily and weekly titles, digital properties and verticals in markets across the country. The Company’s brands are sources of local news and information across all platforms, including print, online, mobile and social, in the markets they serve. Its media groups include the Chicago Tribune Media Group, the California News Group, the Sun Sentinel Media Group, the Orlando Sentinel Media Group, The Baltimore Sun Media Group, the Hartford Courant Media Group, The Morning Call Media Group and the Daily Press Media Group. The Company’s offerings also include a suite of digital, custom content and direct mail services and solutions for marketers. tronc, Inc. (NASDAQ:TRNC) Recent Trading Information
tronc, Inc. (NASDAQ:TRNC) closed its last trading session up +0.08 at 13.75 with 62,883 shares trading hands.