-----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, PfYaKvY4ZG/yl8tvbVvgVJ9G9zMdW369cNhd7MXodMUOq9bNpfv1GjwuEogil92E 1APuLFssFftcB6G2VF/SHQ== 0001193125-09-001120.txt : 20090105 0001193125-09-001120.hdr.sgml : 20090105 20090105171512 ACCESSION NUMBER: 0001193125-09-001120 CONFORMED SUBMISSION TYPE: DFAN14A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20090105 DATE AS OF CHANGE: 20090105 EFFECTIVENESS DATE: 20090105 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SUN-TIMES MEDIA GROUP INC CENTRAL INDEX KEY: 0000868512 STANDARD INDUSTRIAL CLASSIFICATION: NEWSPAPERS: PUBLISHING OR PUBLISHING & PRINTING [2711] IRS NUMBER: 953518892 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DFAN14A SEC ACT: 1934 Act SEC FILE NUMBER: 001-14164 FILM NUMBER: 09506544 BUSINESS ADDRESS: STREET 1: 350 NORTH ORLEANS ST STREET 2: FLOOR 10 SOUTH CITY: CHICAGO STATE: IL ZIP: 60654-1771 BUSINESS PHONE: 3123212299 MAIL ADDRESS: STREET 1: 350 NORTH ORLEANS ST STREET 2: FLOOR 10 SOUTH CITY: CHICAGO STATE: IL ZIP: 60654-1771 FORMER COMPANY: FORMER CONFORMED NAME: HOLLINGER INTERNATIONAL INC DATE OF NAME CHANGE: 19951020 FORMER COMPANY: FORMER CONFORMED NAME: AMERICAN PUBLISHING COMPANY DATE OF NAME CHANGE: 19940204 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: DAVIDSON KEMPNER CAPITAL MANAGEMENT LLC CENTRAL INDEX KEY: 0000937617 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 134021240 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DFAN14A BUSINESS ADDRESS: STREET 1: 65 EAST 55TH STREET, 19TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2123713000 MAIL ADDRESS: STREET 1: 65 EAST 55TH STREET, 19TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: DAVIDSON M H & CO LLC /NY/ DATE OF NAME CHANGE: 19990512 FORMER COMPANY: FORMER CONFORMED NAME: DAVIDSON M H & CO INC/ DATE OF NAME CHANGE: 19950425 DFAN14A 1 ddfan14a.htm DEFINITIVE ADDITIONAL MATERIALS Definitive Additional Materials

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the Securities

Exchange Act of 1934

 

Filed by the Registration ¨                            Filed by a Party other than the Registrant x

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¨   Soliciting Material Pursuant to §240.14a-12

 

 

SUN-TIMES MEDIA GROUP, INC.

 

(Name of Registrant as Specified In Its Charter)

 

 

Davidson Kempner (as defined in the Definitive Proxy Statement)

and the Nominees (as defined in the Definitive Proxy Statement)

 

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On January 5, 2009, Davidson Kempner Capital Management LLC (“DKCM”) issued a press release in connection with the solicitation of consents by DKCM and certain of its affiliated entities and persons from holders of shares of Class A Common Stock, par value $0.01 per share, of Sun-Times Media Group Inc. (“Sun-Times”), with respect to the recent announcement from the Sun-Times Board of Directors that certain directors will remain on the Sun-Times board. A copy of the press release is attached hereto as Exhibit 1.

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Exhibits

Exhibit 1 — Press Release, dated January 5, 2009

EX-1 2 dex1.htm PRESS RELEASE Press Release

Exhibit 1

Davidson Kempner Capital Management LLC Condemns Sun-Times Board Announcement

NEW YORK, January 5, 2009 — Davidson Kempner Capital Management LLC, the sizeable Sun-Times Media Group Inc. (OTC:SUTM) stockholder that is currently undertaking a consent solicitation to replace the current Sun-Times Board of Directors with new directors who are seasoned publishing and turnaround executives, today condemned last Friday’s announcement from the Sun-Times Board abandoning its earlier commitment to replace a number of its current directors by January 1, 2009.

“This decision by the current Board to further entrench itself, despite repeated previous commitments to board renewal should leave every Sun-Times shareholder deeply concerned about the company’s future. Under the incumbent Board of Directors, Sun-Times has experienced serious declines in operating performance, a potentially destructive liquidity crisis, and the almost complete deterioration of stockholder value with shares now trading at a paltry 6 cents per share.

“In addition to these failings, the Board is unable even to identify to stockholders any new directors to join Sun-Times, despite a recruitment effort that by the Board’s own admission has been underway for many months. Friday’s announcement further calls into question the credibility of the Board’s promises to stockholders. The Board’s failure to recruit new directors has nothing to do with Davidson Kempner’s consent solicitation, and everything to do with the dismal track record of the current directors who do not possess the necessary publishing and restructuring credentials.

“Davidson Kempner has proposed a reconstituted board with new directors who we believe have the publishing and restructuring experience and credentials to rescue Sun-Times and create long-term value for its shareholders. We therefore urge Sun-Times stockholders to provide their consents to remove the present Sun-Times Board, and appoint the new appropriately experienced board of directors that we have nominated,” Davidson Kempner said.

If stockholders have any questions, or need assistance in providing their consent, please call Innisfree M&A Incorporated toll-free at (888) 750-5834. (Banks and brokers may call collect at (212) 750-5833).

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Press Contact:

Robert Siegfried or Peter Hill

Kekst and Company

212-521-4800

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