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 31, 1999
Garden State Newspapers, Inc.
(Exact name of registrant as specified in its charter)
Delaware 22-2675173
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
1560 Broadway, Suite 1450, Denver, CO 80202
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (303) 837-0886
No Change
(Former name or former address, if changed since last report.)
Item 2. Acquisition or Disposition of Assets
On March 31, 1999, Garden State Newspapers, Inc. (the
Registrant"), through its wholly owned subsidiary, West Coast MediaNews LLC,
Donrey Newspapers, LLC, and an entity owned by Gannett Company, Inc.
(together, the "Partners"), have entered into a contribution agreement
whereby they have agreed to contribute certain assets to the California
Newspapers Partnership as described below.
We contributed our Alameda Newspaper Group, comprised of six daily
newspapers we publish in the San Francisco Bay area; our San Gabriel Valley
Newspapers, which includes three daily newspapers we publish in the Los
Angeles area; the TIMES-STANDARD, a daily newspaper we publish in Eureka,
California; and all the weekly publications published by these daily
newspapers. Donrey Newspapers LLC contributed its ten daily newspapers and
two non-daily newspapers, located in California, most of which are located in
close proximity to the Garden State newspaper publications contributed.
Gannett contributed the SAN BERNARDINO COUNTY SUN. The California Newspapers
Partnership published twenty-one daily newspapers with daily circulation of
approximately 607,000 and Sunday circulation of approximately 573,000.
The Partners and their respective ownership percentages are as
follows:
PARTNER INTEREST
1. Garden State . . . . . . . . . . 58.8%
2. Donrey . . . . . . . . . . . . . 28.5%
3. Gannett . . . . . . . . . . . . . 12.7%
The descriptions of the purchase transaction set forth herein are
qualified in their entirety by the provisions of the purchase and credit
agreements, which are attached hereto as exhibits.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Financial Statements of Businesses Acquired
Because it is impracticable at this time to file the financial statements
required under this Item, such information is not included in this
report. The required financial statements will be filed at the earliest
practicable date and, in any event, no later than June 14, 1999.
(b) Unaudited Pro Forma Financial Information
Because it is impracticable at this time to file the pro forma financial
information required under this Item, the required information will be
filed at the earliest practicable date and, in any event, no later than
June 14, 1999.
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(c) Exhibits
Item No. Description
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2.1 Partnership Agreement for California Newspapers Partnership,
a Delaware General Partnership, by and among West Coast
MediaNews LLC, Donrey Newspapers LLC, the Sun Company of San
Bernardino, California and MediaWest-SBC, Inc.
2.2 Contribution Agreement by and among Garden State Newspapers,
Inc., Alameda Newspapers, Inc., V&P Publishing, Inc.,
Internet Media Publishing, Inc., DR Partners, MediaWest-SBC,
Inc. and The Sun Company of San Bernardino, California.
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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 hereunto duly authorized.
GARDEN STATE NEWSPAPERS, INC.
Date: April 7, 1999 By: /s/ Joseph J. Lodovic, IV
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Joseph J. Lodovic, IV
Executive Vice President,
Chief Financial Officer
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