Pulitzer Publishing Co., the privately held owner of The St. Louis Post-Dispatch newspaper and other media properties, appears likely to sell stock to the public in response to a $500 million takeover bid from real estate developer A. Alfred Taubman, sources said yesterday.
Taubman, the Detroit millionaire who owns Woodward & Lothrop Inc. and the Sotheby's art auction house, wrote the Pulitzer family last week, telling them he already has an option to buy 20 percent of the company from certain shareholders and wants to buy the entire company.
However, Michael Pulitzer, vice chairman of the company and one of three family members who control 54 percent of the voting stock, said yesterday that the company is not for sale and suggested that those disgruntled stockholders who want to sell their shares to an outside company for a substantial sum of cash soon may have an alternative.
"We are considering various financial alternatives to provide liquidity, including an initial public offering of shares," Pulitzer said. "I am confident that we will retain control of the company," he said, adding that he and relatives of the legendary Joseph Pulitzer -- including Joseph Pulitzer Jr. and David Moore -- have agreed in writing not to sell their shares before March 31, 1987.
"We are not sellers," added Chairman Joseph Pulitzer Jr., who, along with Michael Pulitzer and Moore, controls the majority block of the company's stock.
Under Missouri law, two-thirds of the stockholders must approve a takeover, making it unlikely that the company will be sold to Taubman as long as the three family members remain united, sources said.
Pulitzer Co. would seem to be an unusual acquisition for Taubman, a shopping center developer who in recent years has purchased a number of retail companies, including Woodies, Sotheby's and A&W root beer.
However, Taubman told the family in his letter that his bid was logical because, "like Sotheby's, I believe the Pulitzer Publishing Co. has a tradition of excellence and a dedication to quality." Citing the recent sale of the family-owned Detroit-based Evening News Association to Gannett and the pending sale of the family-owned Louisville Courier Journal -- also probably to a major newspaper chain -- Taubman said he is concerned about the increasing concentration in the newspaper industry.
He argued that his acquisition would guarantee that Pulitzer Co., and the St. Louis Post-Dispatch in particular, would remain independent and not part of a larger newspaper chain.
Taubman employes yesterday bristled at comments that they had made an unsolicited bid. "We were invited by a member of the family, and came with the belief that there was an interest in selling," said Bernard Winograd, president of Taubman Investment Co.
Kate Davis Pulitzer Quesada and her two sons, who together hold a little more than 20 percent of the almost 5,500 outstanding shares, reached an agreement with Taubman granting him a three-year option to buy their shares for $91,400 each. Under the option agreement, Taubman was required to offer the same price for all the other company shares held by other family members.
The Quesada family has strong Washington ties. Kate Davis Pulitzer Quesada's husband is Elwood R. Quesada, the former lieutenant general who headed the Federal Aviation Administration during the Eisenhower administration. He was part owner of the Washington Senators baseball team in the 1960s, and he developed and ran L'Enfant Plaza.
In addition to The St. Louis Post-Dispatch, a profitable newspaper with daily circulation of 320,000 and Sunday circulation of 520,000, Pulitzer Publishing owns The Arizona Daily Star, a Tucson newspaper with daily circulation of about 80,000 and Sunday circulation of 150,000; seven television stations in medium-sized markets; a chain of suburban Chicago weekly newspapers and shoppers, and an AM-FM radio station in Phoenix.
The company had revenue of about $270 million and generated cash of about $50 million last year, sources said.
Michael Pulitzer said the company's board of directors plans to meet on Monday to formally consider Taubman's takeover bid. Taubman has called a shareholders meeting for March 18 to explain his position.
When asked if he is concerned that Taubman's bid would force the sale of the company, as recent unsolicited offers for Detroit's Evening News Association and The Des Moines Register and Tribune Co. did, Michael Pulitzer replied, "I think this situation is different, because there are fewer shareholders who control a majority of shares . We are confident that the family can preserve control of the company and meet the liquidity needs of some shareholders."