-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, F0Xq2ijleP/CV5w8G0KI4pgNwT19li+xoBP+X0bYjyFZkIRPNmVhca9KR+IRnILj /CvZ/k6adWru/gbTE84RsA== 0001056087-09-000055.txt : 20091202 0001056087-09-000055.hdr.sgml : 20091202 20091202115408 ACCESSION NUMBER: 0001056087-09-000055 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20091202 ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20091202 DATE AS OF CHANGE: 20091202 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MCCLATCHY CO CENTRAL INDEX KEY: 0001056087 STANDARD INDUSTRIAL CLASSIFICATION: NEWSPAPERS: PUBLISHING OR PUBLISHING & PRINTING [2711] IRS NUMBER: 522080478 STATE OF INCORPORATION: DE FISCAL YEAR END: 0705 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-46501 FILM NUMBER: 091216666 BUSINESS ADDRESS: STREET 1: LEGAL DEPARTMENT STREET 2: 2100 Q STREET CITY: SACRAMENTO STATE: CA ZIP: 95852 BUSINESS PHONE: 9163211846 MAIL ADDRESS: STREET 1: LEGAL DEPARTMENT STREET 2: 2100 Q STREET CITY: SACRAMENTO STATE: CA ZIP: 95816-6899 FORMER COMPANY: FORMER CONFORMED NAME: MNI NEWCO INC DATE OF NAME CHANGE: 19980218 8-K 1 mni8kwestridgecover.htm MCCLATCHY FORM 8-K COVER mni8kwestridgecover.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 
WASHINGTON, D.C. 20549


FORM 8-K

 
CURRENT REPORT
 
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported): December 1, 2009
 
 
The McClatchy Company
(Exact name of registrant as specified in its charter)
 
         
DELAWARE
(State or other jurisdiction of
incorporation or organization)
 
1-9824
(Commission
File Number)
 
52-2080478
(I.R.S. Employer
Identification No.)
 
2100 Q Street
Sacramento, CA 95816
(Address of principal executive offices, zip code)
Registrant’s telephone number, including area code (916) 321-1846

 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
   o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
   o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
   o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)
   o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 

 
 


 


Item 7.01                      Regulation FD Disclosure

On December 1, 2009, The McClatchy Company (the Company) provided additional information to its employees regarding a retirement plan investment with Westridge Capital Management. This information has been posted on the Company's intranet website for its employees and is furnished on Exhibit 99.1 attached hereto and incorporated herein by reference.  This information is in addition to the Company’s disclosure originally included in Note 8 “Employee Benefits” in Notes to Consolidated Financial Statements in the Company’s Annual Report on Form 10-K for the fiscal year ended December 28, 2008, as filed with the Securities and Exchange Commission on March 3, 2009.

The information in Item 7.01 of this Current Report on Form 8-K and the exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.

 
Item 9.01.  Financial Statements and Exhibits
 
 
(d)   Exhibits
 
Exhibit Number                                                      Description    

99.1
Text of information posted on The McClatchy Company’s intranet website on December 1, 2009, “McClatchy Pension Plan Investment with Westridge”


 
 

 

SIGNATURES
 
            Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
 

 
December 2, 2009                                                                                           The McClatchy Company


/s/ Patrick J. Talamantes 
By: Patrick J. Talamantes
Vice President and Chief Financial Officer






 
 

 

INDEX TO EXHIBITS


Exhibit Number                                                      Description    

99.1
Text of information posted on The McClatchy Company’s intranet website on December 1, 2009, “McClatchy Pension Plan Investment with Westridge”



EX-99.1 2 mni8kwestridgeexh99-1.htm MCCLATCHY PENSION PLAN INVESTMENT WITH WESTRIDGE mni8kwestridgeexh99-1.htm

  
Exhibit 99.1

 
McClatchy Pension Plan Investment with Westridge                   

 
Various websites are reporting information about a McClatchy Company Retirement Plan investment that suffered losses as a result of a Wall Street scandal involving Westridge Capital Management. These posts suggest that the loss has somehow imperiled our pension plan. While it is true that our pension plan does have an investment in Westridge (an investment inherited as a result of the Knight Ridder acquisition in 2006), the amount is relatively small given the nearly $1 billion in assets held by our pension plan. In addition, we do expect to make a partial recovery of these funds through a legal process that is well under way.  Any losses our pension plan may ultimately suffer as a result of this situation will not jeopardize the overall health of our pension plan which is broadly diversified and generating healthy returns. Moreover, the anticipated loss and our expected recovery were previously and appropriately accounted for and publicly disclosed earlier this year.

Here are the facts related to The McClatchy Company Retirement Plan and its investment with Westridge:


·  
As mentioned above, The McClatchy Company Retirement Plan inherited the investment in the Westridge fund, which was an S&P 500 enhanced index fund, with McClatchy’s 2006 acquisition of Knight Ridder and the Knight Ridder Pension Plan.

·  
On Dec. 19, 2008 – prior to any knowledge of potential problems or allegations of fraud – McClatchy management decided to leave the fund and requested a full redemption of our pension plan’s investment.  The redemption required a six-month notice period and, as a result, was not executed before discovery of the alleged fraud and the seizure of the Westridge fund by the Securities and Exchange Commission (SEC) and its ultimate turnover to a court-appointed receiver.

·  
As of Jan. 31, 2009, The McClatchy Company Retirement Plan had $64.4 million invested with Westridge.

·  
In February 2009, the FBI arrested two New York men, Paul Greenwood and Stephen Walsh, who were principals of the Westridge fund. The two have been charged with running a fraudulent trading and investment scheme through companies they controlled, including Westridge Capital Management. The two are accused of misappropriating hundreds of millions of dollars of investor funds to finance their lavish lifestyles.

·  
Based on published reports, many other firms and institutions also had investments with Westridge, including Wells Fargo, the Sacramento County Employees’ Retirement System, Carnegie Mellon University and the Iowa Public Employees’ Retirement System.


 
 

 
·  
McClatchy publicly and appropriately disclosed and reported the misappropriation soon after we were informed of the issue in our 2008 Form 10-K, which was filed with the SEC in February 2009. At that time, based on the knowledge we had, we estimated our recovery of these investment funds to be only $15 million.

·  
In the pension plan’s Form 5500 filed in October 2009 with the U.S. Department of Labor, we took the most conservative approach in reporting the total loss from this investment of about $77.8 million, which reflects the combination of market-related losses from the beginning of 2008 and fraud and dishonesty.  However, based on our most recent communications with the court-appointed receiver about our potential recovery, as well the value of the investment on Jan. 31, 2009, McClatchy expects that loss to be closer to $32 million.

·  
McClatchy’s pension plan investments earned healthy returns of 22.05 percent for the first nine months of 2009. Total assets in the retirement plan as of Sept. 30, 2009, were $970.5 million.

·  
McClatchy is actively pursuing our pension plan’s claim through the legal process and court proceedings, and we now expect to recover a substantial portion of the plan’s investment. However, because this issue is still being litigated in both criminal and civil proceedings, the actual recovery remains uncertain and we are unable to comment further at this time.





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