Knight Ridder Inc., the owner of the St. Paul Pioneer Press, agreed Sunday night to sell itself for about $4.5 billion in cash and stock to the McClatchy Co., the parent of the Star Tribune, according to news reports.
The deal, which is expected to be announced today, throws into doubt the future of daily newspaper competition in the Twin Cities. McClatchy could operate the Pioneer Press, shut it down or try to sell it off to another company - and U.S. antitrust officials could have a voice in that decision.
The deal also comes as the newspaper industry is gripped by uncertainty as readers across the country have begun to drift away from printed newspapers.
Analysts said they expect the company to sell Knight Ridder newspapers that dont fit McClatchys traditional focus on high-growth markets and are not located near any of its existing newspapers.
Sacramento, Calif.-based McClatchy, which in addition to the Star Tribune publishes the Sacramento Bee and other papers, was the only major newspaper company to submit a final bid for Knight Ridder, publisher of 32 daily newspapers.
Knight Ridders holdings include such venerable papers as the Pioneer Press, the Miami Herald, the Philadelphia Inquirer and the San Jose (Calif.) Mercury News. While it attracted interest from some big publishers, including Gannett, the largest chain in the United States, most major newspaper companies such as the Washington Post Co., the Tribune Co. and Dow Jones, passed on the auction entirely.
Reported terms of the deal
Under the terms of the deal, McClatchy agreed to pay about $67 a share in cash and stock for Knight Ridder, the New York Times and San Jose Mercury News reported. About 60 percent of the payment will be in cash, while the rest will be in McClatchy shares. The Wall Street Journal, in a report posted on its website late Sunday, put the price at about $67.50 a share.
Messages left by the Associated Press with spokespeople for Knight Ridder and McClatchy were not immediately returned Sunday night.
Because Knight Ridder is so much bigger than McClatchy, the merger is likely to create some upheaval for both companies. McClatchy could sell or close some of the Knight Ridder papers and could take further cost-control measures in its own newsrooms to help finance the deal.
Knight Ridder, based in San Jose, has almost three times as many dailies as the 12 owned by McClatchy. Knight Ridders $3 billion in revenue for 2005 was more than twice McClatchys $1.2 billion.
McClatchy is a dolphin swallowing a small whale, said Chuck Richard, an analyst at Outsell Inc., a research firm for the information industry.
McClatchy has one of the strongest track records in the newspaper business, both for award-winning journalism in its generally small- and medium-circulation categories, and financially. The industry has faced declining circulation and falling stock prices during the past several years, but McClatchy, through the end of 2004, boasted 20 consecutive years of circulation increases and 10 consecutive years in which its stock grew at the highest growth rate of any newspaper stock.
McClatchys gains have slowed in recent months as it faces the same challenges other newspapers face, although analysts said that its disciplined management had put it in a stronger position than many.
McClatchys operating profit margin was 22.8 percent last year, compared with Knight Ridders 16.4 percent.
Some papers could be a drag
While the Knight Ridder papers are profitable, some are more troubled than others and could be a drag on McClatchys bottom line. Analysts speculate that the company could shut down the Philadelphia Daily News and possibly sell the Inquirer, since the business climate in Philadelphia is sluggish and the papers face tough competition from a ring of suburban dailies. On the other hand, they say, the Inquirer generates a lot of cash, something McClatchy will need as it goes into debt to pay for Knight Ridder.
Analysts also have suggested that McClatchy might sell the Pioneer Press. The Pioneer Press profit margin is just 10 percent, relatively low for the industry, and selling it would also help McClatchy raise money to pay for the deal.