• by Ray Schultz , August 4, 2025

DallasNews, the owner of The Dallas Morning News, has filed a preliminary proxy statement with the Securities and Exchange Commission, focusing on the pending merger with Hearst calling on shareholders to attend a special meeting.

The firm’s board of directors believes that the Hearst offer of $15 per share, a 242% premium over the $4.39 closing price reported on July 9 2024, is the one shareholders should approve. Hearst raised its initial offer of $14 per share after Alden showed interest. 

Robert W. Decherd, who owns a majority of the voting power of DallasNews common stock, has agreed to vote for the Hearst merger. His support is deemed necessary to obtain shareholder approval. 

Alden Global Capital had made an unsolicited, non-binding proposal and said it was interested for years in such a transaction. But DallasNews argues that “such purported interest had never been conveyed to DallasNews prior to July 22^nd.”

The Hearst transaction could be blocked by Alden if it can secure the votes. This would not mean that Alden would prevail, but it would make it difficult to DallasNews to close the Hearst transaction. 

The board feels that the Hearst merger is “the optimal path forward” for DallasNews shareholders—indeed, the sole path it says.