UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
CURRENT REPORT
PURSUANT TO SECTION 13
OR 15(d) OF THE
SECURITIES EXCHANGE ACT
OF 1934
Date of Report:
February 22, 2005
Commission File Number
1-6227
LEE ENTERPRISES, INCORPORATED
(Exact name of Registrant as specified in its charter)
Delaware
42-0823980
(State of Incorporation) (I.R.S. Employer Identification No.)
201 N. Harrison Street,
Davenport, Iowa 52801
(Address of Principal
Executive Offices)
(563) 383-2100
Registrant’s
telephone number, including area code
_____________________________________________________________
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:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ X ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
On February 22, 2005, Lee Enterprises, Incorporated (“Parent”) and Pulitzer Inc. (“Pulitzer”) each received from the Federal Trade Commission notification of early termination of its respective waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, in connection with the entry into an Agreement and Plan of Merger, dated as of January 29, 2005, among Pulitzer, Parent and LP Acquisition Corp., a wholly-owned subsidiary of Parent.
The proposed transaction will be submitted to Pulitzer’s stockholders for their consideration, and Pulitzer will file with the SEC a proxy statement to be used to solicit the stockholders’ approval of the proposed transaction, as well as other relevant documents concerning the proposed transaction. STOCKHOLDERS OF PULITZER ARE URGED TO READ THE PROXY STATEMENT REGARDING THE PROPOSED TRANSACTION AND ANY OTHER RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. A free copy of the proxy statement, as well as other filings containing information about Pulitzer, may be obtained at the SEC’s Internet site (http://www.sec.gov). Copies of the proxy statement and the SEC filings that will be incorporated by reference in the proxy statement can also be obtained, without charge, by directing a request to James V. Maloney, Secretary, Pulitzer Inc., 900 North Tucker Boulevard, St. Louis, Missouri 63101.
Pulitzer
and its directors and executive officers and other members of management and employees may
be deemed to be participants in the solicitation of proxies from the stockholders of
Pulitzer in connection with the proposed transaction. Information regarding
Pulitzer’s directors and executive officers is available in Pulitzer’s proxy
statement for its 2004 annual meeting of stockholders, which was filed with the SEC on
April 2, 2004. Additional information regarding the interests of such potential
participants will be included in the proxy statement and the other relevant documents
filed with the SEC when they become available.
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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.
| LEE ENTERPRISES, INCORPORATED | ||
| Date: February 23, 2005 | /s/Carl G. Schmidt | |
| Carl G. Schmidt | ||
| Vice President, Chief Financial Officer, | ||
| and Treasurer |
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