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AHC > SEC Filings for AHC > Form 8-K on 6-Aug-2014All Recent SEC Filings

Show all filings for A. H. BELO CORP

Form 8-K for A. H. BELO CORP


Entry into a Material Definitive Agreement, Financial Statements and Exhibits

Item 1.01. Entry into a Material Definitive Agreement.
On August 5, 2014, A. H. Belo Corporation (the "Company") announced that the Company, together with its wholly-owned subsidiary, Belo Enterprises, Inc., had entered into a definitive Unit Purchase Agreement dated as of August 5, 2014, by and among Gannett Co., Inc. ("Gannett"), Classified Ventures, LLC ("CV"), and the Unit Holders of CV party thereto (the "Purchase Agreement"), pursuant to which Gannett agreed to acquire all of the Unit Holders' membership interests in CV from the Unit Holders for an aggregate cash consideration of approximately $1.8 billion, subject to a working capital and other adjustments. The Company, through Belo Enterprises, Inc., currently owns approximately 3.3 percent of CV, whose primary asset is the online car shopping website, Closing of the transaction is subject to the expiration or termination of any waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, and other customary closing conditions.
The foregoing summary of the Purchase Agreement is not complete and is qualified in its entirety by reference to the full text of the Purchase Agreement, which is attached hereto as Exhibit 2.1 and incorporated herein by reference. The Purchase Agreement has been attached to provide investors with information regarding its terms. It is not intended to provide any other factual information about the parties thereto. A copy of the press release announcing the transaction is filed with this report as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
2.1 Unit Purchase Agreement dated as of August 5, 2014, by and among Gannett Co., Inc., Classified Ventures, LLC, and the Unit Holders of Classified Ventures, LLC party thereto
99.1 Press Release dated August 5, 2014

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