(CN) – The owner of the Las Vegas Review-Journal wants to create a news monopoly by cutting short its decades-long commitment to print the smaller Las Vegas Sun, the Sun’s editor claims in a federal antitrust lawsuit.
Brian Greenspun, the eldest son of Sun founder Hank Greenspun, accuses Stephens Media and various affiliates of violating state and federal antitrust law by trying to terminate a 2005 joint-operating agreement between the rival papers.
Greenspun is the Sun’s editor and publisher, and the trustee of co-plaintiffs The Brian L. Greenspun Separate Property Trust, dated July 11, 1990; and The Amy Greenspun Arenson 2010 Legacy Trust.
Though the papers compete for readers, the Review-Journal stepped in to save the flagging Sun in 1989 by agreeing to combine their printing and advertising.
The 1989 joint-operating agreement “ensured that the Las Vegas Sun would be in existence until at least 2040,” Greenspun claims in his 20-page lawsuit in Nevada Federal Court.
He says the deal allowed the Sun to become profitable again.
When the papers renegotiated that agreement in 2005, Greenspun says the Review-Journal agreed to print both papers and to bear all operating costs. The Sun had to foot the bill for its own news and editorial departments.
In 2005 the Sun simultaneously licensed the lasvegas.com domain name from Stephens Media as a strategic move for Vegas.com, a travel site owned by Greenspun family trusts. The Sun paid an upfront fee of $12 million for the domain name, plus monthly payments ranging from $83,000 to $208,000 through June 30, 2040, “at which point Stephens Media would transfer the domain name to licensee without further payments,” the lawsuit states.
Though the 2005 joint-operating agreement doesn’t expire until Dec. 31, 2040, Stephens Media made a written offer this June to terminate the agreement “as of September 1, 2013,” according to the lawsuit.
Stephens Media would pay the Sun $10 to end the deal 27 years earlier than agreed upon, and would pay Greenspun and his three siblings $70,000 each, plus $25,000 apiece if they agreed not to compete in the Vegas news market for five years.
Greenspun says his siblings — nonparties Danny Greenspun, Susan Fine and Janie Gale — and a majority of the Sun’s directors voted to accept Stephens Media’s offer. He voted against it.
He claims the deal violates state and federal antitrust laws because it would “substantially lessen competition” in the Vegas newspaper market by giving the Review-Journal a monopoly.
To qualify for antitrust immunity under the Newspaper Preservation Act, papers in a joint-operating agreement must remain independently owned or controlled, Greenspun says. But he says the Sun “will lose its ability to compete” with the Review-Journal if the deal proceeds.
“The terms surrounding Stephens Media’s desire to terminate the 2005 JOA [joint-operating agreement] contemplate that the Las Vegas Sun will cease operations as both a print and online newspaper,” Greenspun claims.
He says the Sun’s sole source of revenue is a $1.3 million annual profits payment from the Review-Journal.
“The presence of the non-compete clause illustrates that the closure of the Las Vegas Sun and its website is integral to Stephens Media’s desire to terminate the 2005 JOA,” the Sun editor claims.
“Even if closing down the Las Vegas Sun is not expressly contemplated, the termination of the 2005 JOA will effectively destroy the Las Vegas Sun and its website by leaving it with no infrastructure or facilities within which to produce, print, edit or operate its newspaper or website.”
The Sun would receive just $10 in exchange for ending the agreement, along with $70,000 for each Greenspun sibling and possibly the lasvegas.com domain name.
“On the other hand, the Las Vegas Sun will be forfeiting its entire interest in the JOA, including its entitlement to its annual profits payment for the next 27 years,” Greenspun claims.
He and the two plaintiff trusts demand an order blocking Stephens Media from terminating the 2005 deal.
They are represented by E. Leif Reid of Lewis and Roca LLP in Reno, Nev.
Defendants are Stephens Media LLC, Stephens Holding Company of Arkansas, SF Holding Corp. and DR Partners dba Stephens Media Group, Stephens Media Intellectual Property LLC, Michael Ferguson and Warren Stephens.
The Review-Journal’s publisher and editor did not immediately return requests for comment.
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