Definition of Irony: Sam Zell Sues Former Tribune Shareholders for Money Owed

By chicagoist.com

Does anyone remember what Sam Zell was reported to have told Tribune Co. shareholder employees around the time of his 2007 buyout of the company? No? Let's remind you: “I’ve said repeatedly that no matter what happens in this transaction, my lifestyle won’t change. Yours, on the other hand, could change dramatically if we get this right.” 

We now know that Zell didn't get it right and his lifestyle hasn't changed, if his recent purchase of the Elysian Hotel is any indication. But that didn't stop Zell from filing two lawsuits against former Tribune Co. shareholders to recoup $225 million.

The suits, filed by the Zell-controlled company EGI-TRB LLC, makes clear that Zell still believes the buyout was legitimate, but hedges his bets should a federal bankruptcy judge rule the buyout as fraudulent. 

Zell owns a $225 million Tribune note, which makes him a creditor and he wants to preserve his rights to collect what he can, should the judge rule the buyout was a fraudulent conveyance. It's a genius move, yet devilish at the same time.

The irony here is so clear a blind man could see it, given that Zell moved forward with the heavily leveraged buyout and breached his fiduciary duty in the process, making him Public Enemy No. 1 in the eyes of the former shareholders. But these lawsuits can also serve as yet another reason why Zell's whistling past the graveyard, and that his lifestyle won't change.

Contact the author of this article or email tips@chicagoist.com with further questions, comments or tips.

Sam Zell sues former Tribune shareholders 

In a strange twist even by the standards of the tangled Tribune Co. bankruptcy, billionaire Sam Zell filed two suits against the company's former shareholders seeking to claw back proceeds from the failed leveraged buyout he led in 2007.

The suits, filed in Cook County Circuit Court by Zell affiliate EGI-TRB, piggyback on allegations by Tribune creditors that the debt-laden $8.2-billion buyout was a fraudulent conveyance, meaning it left the owner of the Los Angeles Times, KTLA Channel 5, Chicago Tribune and other media assets insolvent from the start.

That Zell is suing alongside the creditors is ironic given that he has been a principal target of their ire.

Creditors have contended that as architect of the deal and chairman of Tribune's board, Zell breached his fiduciary duty by pushing forward with the deal.

But because he owns a $225-million Tribune note, Zell is also a creditor and filed his suits Monday in that capacity.

The suits make plain Zell's belief that the fraudulent conveyance claims lack merit and that shareholders who benefited from the buyout should be entitled to their proceeds.

But if a judge were to disagree, Zell wants to preserve his rights as a creditor to collect his share of any claw-backs from shareholders, the suits said.

Zell attorney David Bradford said that his client's real aim in filing the suits is to gain leverage in his attempts to persuade the creditors to settle their disputes.

mdoneal@tribune.com

TAKE ACTION NOW ON EQUAL PAY FOE WOMEN!

Women Retail Workers Deserve Equal Pay for Equal work! 

Retailers are paying female employees significantly less than male employees, according to new data released by the City University of New York and the Retail Action Project. Because retail is a growing industry that predominantly employs women, hundreds of thousands of women workers will be working long hours this holiday shopping season for less pay. 

 

TAKE ACTION NOW 

When hundreds of stock, sales, cashier, and workers at national retail companies in New York City were recently surveyed about their wages and other benefits, it was discovered the median wage gap between women and men was the difference between $9.00/hr and $10.50/hr. For low-wage hourly workers, that difference of 14% adds up fast. Further, women were found to be less likely than male co-workers to be promoted, or to have health benefits. This has huge implications for women's health, as uninsured and underinsured women are less likely to receive routine care that can be lifesaving. Furthermore, taxpayers are subsidizing retail giants whose low-wage employees qualify for public benefits.

 

Please share this link with your friends and colleagues!

 

Regards,

Carrie Gleason
Retail Action Project
140 West 31st Street 2nd floor
New York, NY, 10001
646-490-5925 phone
646-490-5930 fax 

carrie@retailactionproject.org

 

 We are starting a campaign to put pressure on many retail trades associations to address gender inequalities. Please take a moment to sign this petition and forward it on to your friends, peers and families.

 

FORWARD TO A FRIEND 

By Alyssa Rosenberg

If you’re in New York on Dec. 17 and 18, and if you like either my writing on pop culture and economic inequality and the recession, or you like progressivism and online organizing, you should come to Netroots New York. I’ll be speaking at lunch on Dec. 17, and the list of speakers and panels is impressive and getting bigger every day. For those of you who haven’t been, I found my trip to Netroots in Minnesota this summer to be really useful spur to my thinking, both politically and artistically: the posts I’ve written about Muslim archetypes in popular culture and Joe Arpaio as performance artist came out of sessions I attended there. And Netroots New York has a good deal on now: if you pay the full registration fee of $100, someone else can register with you for $25.

 

And since I’m going to be in town, how about a New York commenter meetup? If you actually go to the conference, I will buy you a drink. If you don’t, you should come out anyway. Let’s say 7:30 on Saturday, Dec. 17, with a tentative location of Union Square. If someone has bar recommendations in the area, holler. Otherwise, I’ll pick something. And let me know in comments if you think you’ll be there.

CUNY SPS Spotlights Robert Daraio MALS Graduate

The SPS Alumni Connect E-Bulletin

The monthly newsletter for SPS Graduates

This month we would like to spotlight, Bob Daraio, an alumnus of the Labor Studies graduate degree program. 

Masters in Labor Studies alumnus Robert Daraio '11 was elected in November to the five-person Board of Trustees for the Village of Ossining, New York, a community of 25,000 people an hour north of New York City. Filling one of two vacant seats, Daraio begins his two-year term on January 1, 2012.

Daraio was one of 15 students in the first graduating class of the MALS program at the Joseph S. Murphy Institute, part of the CUNY School of Professional Studies.

"My experience at Murphy is certainly part and parcel of what prepared me for the job," said Daraio. 

As a Trustee he will work with the Mayor of Ossining to consolidate public service departments—a process that includes renegotiating contracts with the workers' unions.

Daraio began his studies at the Murphy Institute in 2010, after retiring from a 33 year career as a television broadcast engineer. Being active in the three unions that represent workers in the technical fields of the entertainment industry, IATSE, IBEW, and NABET-CWA, showed him how much more there was to learn about labor unions and their history.

"I didn't know nearly enough," he said. "Murphy was exactly what I needed for that." For his Master's thesis Daraio proposed a reorganization of the labor unions representing television workers to respond to the new shape of the industry.

Daraio also learned a lesson in solidarity: his candidacy had the overwhelming support of local unions and the Westchester-Putnam Central labor Body..

"I just can't thank everybody at Murphy enough,"Daraio said. "I know the friends I made there will always be in my life."

Congratulations Bob! 

##

 BIO:  Bob Daraio is the Recording Secretary for the New York Broadcast Trades Council, an organization made up of unions with collective bargaining agreements with N.Y. broadcast TV stations. Bob represents NABET-CWA Local 16 on the New York City Central Labor Council-AFL-CIO.

Bob is the moderator of Broadcast Union News, a clearing center for information of interest to people working in television, film, print/electronic media, and theater. A place where AEA, AFTRA, IATSE, IBEW, CWA-NABET, DGA, SAG, Newspaper Guild, WGA, and non-represented entertainment industry workers can share information with an eye towards improving wages, benefits, and working conditions for all.
broadcastunionnews@blogspot.com

Robert Daraio worked at WPIX as a staff video engineer from June 1999 to May 2010, following a 22-year career as a freelance camera, robotics, video, audio, and videotape technician. His news, sports, and entertainment clients include CBS, NBC, FOX5, TBS, ABC, UPN9, WPIX, WNET, MSG, CNN, CNNfn, HBO, Showtime, MTV, VH1, CTW, NEP, Unitel, MTI, ESPN, and the National Geographic Society.

Bob has been a video assist technician for hundreds of commercials and coordinated video effects for feature films including the Rozie Perez and Patti Lupone independent film, “24 Hour Woman” and “For Love Of The Game” with Kevin Costner for Universal Pictures.

In 2002 the National Academy of Television Arts and Sciences honored Bob for his video and robotic camera work on the Emmy Award winning “The WB11 News At 10”.

As an IATSE Local One stagehand, bob served as a swing props, electrics, and deck sound Tech for the Broadway productions of "She Loves Me" and "Company".

As a trade unionist, Bob has served as an IBEW Local 1212 Shop Steward, and on the NABET Local 15 and IATSE Local 644 and 600 Executive Boards. He served two terms on the New York City Central Labor Council of the AFL/CIO . Bob is one of an elite few who have held elective office in all three of New York’s film, television, and theatrical, technical employee unions.

Bob graduated in the 1st 4-year class in Theatre Technology with a BFA from SUNY Purchase. and did graduate work at NYU in Arts Administration. Recently he graduated on June 7, 2011 with an MA in Labor Studies program from the CUNY Murphy Institute for Worker Education.

Bob spent his summers during college traveling with "The Circus Kingdom", a youth circus program run by Rev. L.David Harris made up of college students from across the U.S.A. that toured throughout the U.S. and Canada. During his senior year at Purchase, Bob founded "The No Elephant Circus". TNEC operated under the Actor's Equity Association Theatre For Young Audience contract from 1977 to 1990, touring an average of 126 cities in 15 States annually.

Bob is a Coast Guard Licensed Master of 50 Ton Vessels with the Sail and Towing Endorsements, a U.S. Coast Guard certified Port Engineer, and a Coast Guard Auxiliary Boat Crew member and Vessel Examiner..

Bob is a member of the Society of Motion Picture and Television Engineers (SMPTE), the United States Coast Guard Auxiliary, and is a Trustee of the Village of Ossining, New York, where he lives with his wife Gayle, an IATSE Local 764 member working in wardrobe for Broadway, TV, and film. Gayle is currently on the running crew of "Sister Act".

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SPS Alumni are doing amazing things all of the time. If you would like to nominate a fellow alum or yourself to feature, please email Kareem Mumford, Marketing and Outreach Associate, at kmumford@gc.cuny.edu, with the subject line: Alumni Spotlight.

Crazy Day at NLRB: Shutdown Averted, Boeing Case Settled

by Mike Elk

 

WASHINGTON D.C.—In one of the most tense votes ever held in the history of the National Labor Relations board, today the federal agency voted to proceed with enacting a new rule to curtail employers’ ability to appeal workplace unionization elections before they are held.The tension was in part due to GOP NLRB Member Brian Hayes threat to resign in protest of the vote, as I reported last week. 

His resignation would have effectively shut down the agency, because it would have lost a quorum of members needed to issue rulings.

The NLRB voted to move forward with a limited portion of a union election reform rule  related to eliminating pre-union election voter eligibility determination appeals that currently delay union elections. Under the rule, such appeals would be held after a union election is already held. Now the rule will be prepared for final “publication,” after which time it will be voted on again.

“The vast majority of NLRB-supervised elections, about 90 percent, are held by agreement of the parties—employees, union and employer—in an average of 38 days from the filing of a petition. The amendments I propose would not affect those agreed-to elections” NLRB Chairman Mark Pearce said today. He continued:

Rather, the amendments would apply to the minority of elections which are held up by needless litigation and disputes which need not be resolved prior to an election. In these contested elections, employees have to wait an average of 101 days to cast a ballot. And as several employees testified at our hearing in July, that period can be disruptive and painful for all involved.

Hayes had threatened to resign because he felt that the process and traditions of the NLRB were not being followed in the run up to consideration of the rule change. He said was not consulted properly as the agency reviewed 65,000 comments received about the rule, and that he did not have proper time to issue a dissenting rule change, among other things.

Hayes later explained why he did not resign from the NLRB, saying, “First, it’s not in my nature to be obstructionist. Second, as a practical matter, my resignation might not mute the issue."

Lastly, however, and most importantly, I believe resignation would cause the very same harm and collateral damage to the reputation of this agency and to the interests of its constituents as would the issuance of a controversial rule without three affirmative votes and in the wake of a flawed decisional process. I cannot be credibly critical of the latter and engage myself in the former.”

Polarizing Boeing case finally settled

In other news—but very much related to the NLRB being a target of Republicans—the Machinists Union (IAM) and Boeing have settled their dispute, which resulted in a high-profile NLRB complaint filed against Boeing for illegal retaliation against striking union members. The IAM and the company reached agreement on a new four-year contract, which contains language ensuring that production of the 737 Max airliner will be in Renton, Wash.

IAM District Lodge 751 President Tom Wroblewski said that “if union members vote to approve the deal in the coming weeks, the union would inform the NLRB that it has no further grievances with Boeing,” the AP reported. The contract agreement was reached 10 months before the union’s current contract with Boeing expires, which is highly unusual. The contract also reportedly allows for pay and benefit increases over its four years.

NLRB General Counsel Lafe Solomon said: “The tentative agreement announced today between Boeing and the Machinists Union is a very significant and hopeful development. The tentative agreement is subject to ratification by the employees, and, if ratified, we will be in discussions with the parties about the next steps in the [complaint] process.”

A Boeing spokesman “called the new contract with the union ‘a starting point of a new relationship’ with the union,” the AP reported.

If the union drops its lawsuit against Boeing, the NLRB will almost definitely stop pursuing its complaint against the company.

However, Capitol Hill observers still expect congressional Republicans to continue issuing attacks on the NLRB. “The war against the workers’ rights has been going on for more than a year and I do not think they will stop,” said Aaron Albright, a spokesman for Democrats on the House Education and Workforce Committee. “I do not think they will stop their obsession with breaking up workers’ unions.”

Mike Elk

Earlier in the day, at a special forum on the attacks on the National Labor Relations Board and workers’ rights sponsored by the National Labor Relations Board, University of Texas Labor Law Professor Jules Getman said the attack on the NLRB was “an almost brilliant strategy by the right wing. Attacks on workers are unpopular as in Ohio, but attacks on governments are fairly popular. So if you can make it about government, you can succeed in taking away the rights of workers.”

Mike Elk is an In These Times Staff Writer and a regular contributor to the labor blog Working In These Times. He can be reached at mike@inthesetimes.com.

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