It appears three Californians had incorporated in Arizona in an effort to take over operations of the East Valley Tribune.
It’s not clear, because the date of incorporation was Aug. 25, whether the tentative deal to buy the Tribune is still being worked out. The agreement was to be inked by Aug. 31, but that deadline was not met.
The articles of incorporation could be a moot point. But the notice did include a new name; a Santa Monica Observer contributing writer, Rebecca James, had joined forced with Observer chieftans David Ganezer and Steve Hadland. In a previous blog post, I noted that Hadland and Ganezer were trying to swing a deal to buy four Arizona papers, including the Tribune, from bankrupt Freedom Communications.
And it’s still possible the Tribune will be sold through bankruptcy proceedings, as has been reported on other local blogs.
I just called the Santa Monica Observer, and asked for Ganezer, James or Hadland, and was told to “hang on just a second.” But then my call was redirected to a number that had been disconnected. A follow-up call reached an answering machine.
Here’s the public notice, which was signed Aug. 25 by James, Ganezer and Hadland:
Articles of Incorporation of Arizona Newspaper Group, Inc., An Arizona Corporation
1. Name: The name of the corporation is Arizona Newspaper Group, Inc, an Arizona Corporation. 2. Initial Business: The Corporation initially intends to conduct the business of newspaper publishing, printing, the sale of advertising and marketing services, website design and internet advertising, journalism and other related, lawful activities. 3. Authorized Capital: The Corporation shall have the authority to issue 10,000,000 shares of common stock. 4. Known Place of Business: (In Arizona) The street address of the known place of business of the Corporation is: Arizona Newspaper Publishing Group, Inc, c/o East Valley Tribune Newspaper, 120 West 1st Avenue, Mesa, AZ 85210. 5. Statutory Agent: (In Arizona) The name and address of the statutory agent of the Corporation is: Rebecca James, 120 West 1st Avenue, Mesa, AZ 85210. 6. Board of Directors: The initial board of directors shall consist of three directors. The names and addresses of the persons who are to serve as the directors until the first annual meeting of shareholders or until their successors are elected and qualified, are: Rebecca James, 120 West 1st Avenue, Mesa, AZ 85210; David Ganezer, 120 West 1st Avenue, Mesa, AZ 85210. 7. Incorporators: The names and addresses of incorporators are: Rebecca James, 120 West 1st Avenue, Mesa, AZ 85210; David Ganezer, 120 West 1st Avenue, Mesa, AZ 85210. The liability of the directors is eliminated to the fullest extent permissible under Arizona law. 8. Indemnification of Officers, Directors, Employees and Agents: The Corporation shall indemnify an person who incurs expenses or liabilities by reason of the fact he or she is or was an officer, director, employee or agent of the Corporation or is or was serving at the request of the Corporation as a director, officer, employee or agent of another Corporation, partnership, joint venture, trust or other enterprise. This indemnification shall be mandatory in all circumstances in which indemnification is permitted by law. 9. Limitation of Liability: To the fullest extent permitted by the Arizona Revised Statutes, as the same exists or may hereafter be amended, a director of the Corporation shall not be liable to the Corporation or its stockholders for monetary damages for any action taken or any failure to take any action as a director. No repeal, amendment or modification of this article, whether direct or indirect, shall eliminate or reduce its effect with respect to any act or omission of a director of the Corporation occurring prior to such repeal, amendment or modification. Executed this 25th Day of August by all of the incorporators. Signed: /s/ Stephen Hadland /s/ David Ganezer /s/ Rebecca James Tel: (310) 452-9900 Fax: (310) 388-1235