New York Times fight play-by-play: Harbinger edition

February 29, 2008

sulzberger.jpgThe New York Times’ dissident shareholder Harbinger Capital Partners officially launched its proxy fight on Friday with a regulatory filing that details the blow-by-blow in the publisher’s second showdown with a major investor in three years.
The chronology:

  • Dec, 2007: Harbinger begins buying shares of NYT. The buying accelerates considerably by mid-January 2008
  • Jan 25, 2008: Harbinger delivers formal notice to the Times of its intention to nominate four Class A directors at the 2008 annual shareholders meeting. The group discloses a 4.9 percent stake in the Times. The publisher acknowledges the approach in a press release.
  • Jan 27: Firebrand Partners’ Scott Galloway, the public face of the dissident investors group, appeals directly to Times Chairman and Publisher Arthur Sulzberger, Jr and CEO Janet Robinson in a letter criticizing the company for moving too slowly online. He details, in broad strokes, what the Times should do instead: shed non-core assets and reinvest more heavily in digital businesses.
  • Feb 8: The two sides meet. Harbinger representatives and some of the nominees begin a dialog with company representatives. Galloway thanks them in a letter following the meeting and reminds them that the nominees are free to be interviewed by the Times nominating committee.
  • Feb 11: Harbinger discloses it boosted its stake to 9.96 percent.
  • Feb 12: The Times announces it has nominated two new directors to replace outgoing members. The new nominees are CEO Dawn Lepore and Robert Denham, a former CEO of Salomon Inc.
  • Feb 14: New York Times Executive Editor Bill Keller tells newsroom staffers the company plans to eliminate 100 newsroom jobs by not filling vacancies, offering buyouts and laying people off if necessary.
  • Feb. 21: New York Times’ preliminary proxy lists 13 nominees that, no surprise, do not include any of Harbinger’s nominees. The company advises shareholders to vote for its candidates and gives tips on what to do with proxy cards from Harbinger. A representative for the investor group tells Reuters the Times’ move was “disappointing” and that it had “refused” to interview the group’s nominees. The Harbinger group also discloses that they are now the company’s biggest public shareholder with 15.61 percent. That same day, a Times representative tells Galloway the nominating committee wishes to interview their nominees.
  • Feb 22: Some of the group’s nominees meet with Times management to discuss its digital strategy.
  • Feb 25: Harbinger discloses it has raised its stake to 19.03 percent.
  • Feb 26: A source tells Reuters that the Times’ nominating committee will meet with Harbinger’s nominees as early as next week.
  • Feb 27: Times’s CEO announces departure.
  • Feb 29: The Harbinger group files its proxy.

(Photo: Reuters / Arthur Sulzberger, Jr at the World Economic Forum in 2002)

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