Friday, March 8, 2019

Bend Bulletin could be sold: Insiders have provided capital for years


            Insiders including executives and other shareholders of Western Communications have repeatedly provided funds to assist the company’s flagship newspaper, The Bend Bulletin, and its sister publications since soon after a previous bankruptcy filing in 2011.
            That conclusion arises from a review of new information filed in federal court in Eugene as Western proceeds with its latest attempt begun in late January to stave off creditors and continune operating under Chapter 11 provisions of the federal bankruptcy code.
Western to hire broker to to sell newspaper operations
            And the most recent documents ask the court to approve listing for sale all newspaper operating assets and real estate of Western’s seven publications, including the company’s Bend headquarters building and printing facility.
            A “summary of schedules” in the bankruptcy signed Feb 12 by Chairwoman Elizabeth McCool estimates assets of $26,716.074.31 and liabilities of $29,235,636.31.
            Notable in the document is $2,568,119 in unsecured loans by insiders, including executives and board members, provided to the company beginning as early as 2012. The document also lists a "loan from" an insider of $277,967.17 in 2008 as an asset under "notes receiveable" but designated as “doubtful or uncollectible.”
            By far the most capital infusion to the company by an insider since the previous 2011 bankruptcy were loans totaling $1,877,119 by Chairwoman McCool, the largest of those dated February of 2018 for $1,250,000. Another line item in the filing shows that McCool was owed $46,267.64 in accrued interest on the loans.
            These amounts are in addition to trust deeds recorded January 15, barely a week before the Chapter 11 filing, that totaled $253,000, the largest issued to McCool for $160,000.  Those deeds are secured by interest in Western’s 87,000 square foot headquarters also housing The Bulletin’s offices at 1777 SE Chandler Avenue, which the bankruptcy lists at a value of $20 million.
Western's balance sheet for Chapter 11 filing
            In the initial filing only Sandton Credit Solutions Master Fund III, LP, and First Interstate Bank, formerly Bank of the Cascades in Bend, were listed as secured creditors. Sandton, of New York, holds the headquarters loan, listed as a value of approximately $18.84 million, and has a claim on other assets including real estate connected to Western’s other publishing properties.
            First Interstate was intially listed in an earlier Chapter 11 document as a secured creditor, but the most recent summary of schedules notes it has an unsecured note of $163,945.37, dated 2013.
            All creditor claims of the newspaper are subject to liens, including those filed by counties in which some Western properties operate. But neither Deschutes County, Western’s home base, the IRS nor state of Oregon have filed liens as of early March. The company owes the IRS  $322,164 for 2015-2016 including Affordable Care Act penalties, and $1,051,489.97 in federal payroll taxes for May-July 2018.
            In its latest plea to the court, Western has asked to list its newspaper operating assets with Dirks VanEssen Murray & April, a prominent Santa Fe based media broker, and its real estate assets with Capacity Commercial Group LLC of Portland. The brokers will work on a commission fee based on successfull sales.
            The document notes Western anticipates payments of $35,000 monthly from February through November to its Portland attorneys, Tonkon Torp, in addition to $125,000 in fees incurred prior to the initial bankruptcy petition.
            Also in the compensation list, Western notes that Mountain Group, a business consulting company with a Camp Sherman address, has incurred $66,925 in fees from January 22 through February 15. Mountain Group would be paid another $38,000 for services in February and then $24,000 per month from March through November of 2019, or a total of $320,000.
            The headwinds facing Western, The Bulletin and its sister publications are sweeping across the media landscape, with daunting challenges to legacy and mainstream print media but also affecting cable and digital-only news.
            Among trends with struggling newspapers is the advent of what industry experts call “vulture capitalists,” hedge funds and private equity groups with little or no media experience who sell off valuable real estate assets and gut publishing operations.
            One of the most prominent examples is New York based Alden Capital, which through a subsidiary sold off real estate assets of the Denver Post, at one time the dominant newspaper of the Rocky Mountain West, and has eliminated dozens of news positions.
            Former Post reporters and editors, including some who defected after the layoffs, have formed the digital-only Colorda Sun with funding through a national company that aims to rescue faltering print media.
            In Western’s case its 87,000 square foot Bend headquarters building could well attract interest as the region continues to grow, but any buyer will have to factor in the costs of converting to more convential commercial uses.
            The $20 million estimated bulding value in the Chapter 11 filing is most likely inflated over what a buyer would pay. On its tax rolls Deschutes County lists the building’s real market value, or RMV, at $9.741,880.
            Even as it struggles to surive and perhaps find a buyer, Western is moving to remake The Bulletin as a more compact newspaper with emphasis on local reporting, as editor Erik Lukens wrote in a February 17 edition.
            The paper will have fewer national or international wire service stories and various features and sections will be rearranged or eliminated.
            Whatever the Bulletin’s future, given the challenging economics of the media industry, and especially for newspapers, possible survival will probably be as only a shell of its current form—and even that is much diminished from its banner years as the primary news source of the region.
            One media expert whose advises companies on efficient use of advertising budgets compared Western’s current uphill battle as, “rearranging deck chairs on the Titanic.”