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[SCHEDULE 13D/A] DallasNews Corp SEC Filing

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13D/A
Rhea-AI Filing Summary

Amendment No. 6 to Schedule 13D for DallasNews Corp (Series A Common Stock) reports that shareholders approved an Agreement and Plan of Merger and that on September 24, 2025 the Issuer merged into a Hearst subsidiary. At closing each issued and outstanding share of Series A Common Stock held by the Reporting Persons was cancelled and converted into the right to receive $16.50 in cash per share, net of applicable withholding taxes. As of the closing date the Reporting Persons beneficially own 0 shares and no longer own more than 5% of the Series A Common Stock outstanding. This Amendment otherwise leaves prior disclosures intact.

Positive
  • Transaction closed delivering cash consideration of $16.50 per Series A share to holders
  • Reporting persons cashed out cleanly and no longer retain public equity, simplifying post-transaction ownership
Negative
  • Public holders no longer have a trading interest in DallasNews Corp after the Merger
  • Reporting persons lost >5% beneficial ownership status, indicating exit from an influential ownership position

Insights

TL;DR: DallasNews completed a cash merger at $16.50 per share; reporting holders were cashed out and now hold zero shares.

The filing confirms consummation of a previously disclosed merger agreement whereby the issuer became a wholly owned subsidiary of Hearst through a merger effective September 24, 2025. The deal structure was simple cash consideration per share, eliminating public minority holdings. For counterparties and sellers, this is a clean exit converting equity to cash. For remaining stakeholders, the public float is effectively extinguished and the company will no longer trade independently. The amendment is procedural, updating beneficial ownership and purpose sections to reflect the closing and share cancellation.

TL;DR: Reporting persons reduced to 0% ownership after the merger; disclosure updates ownership and confirms cash-out price.

The Schedule 13D amendment documents that the Reporting Persons received $16.50 per Series A share upon the Merger and ceased to be beneficial owners of any Series A shares as of September 24, 2025. This filing primarily serves to notify the market and regulators of the change in ownership status and completion of the transaction. There are no additional changes to previously reported items aside from the merger close and resulting ownership figures.






If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).






SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D






SCHEDULE 13D


Strategic Investment Opportunities LLC
Signature:/s/ Guy Gilmore
Name/Title:Guy Gilmore, Chief Operating Officer of MNG Enterprises, Inc., sole member of MNG Investment Holdings LLC, its managing member
Date:09/29/2025
MNG Enterprises, Inc.
Signature:/s/ Guy Gilmore
Name/Title:Guy Gilmore, Chief Operating Officer
Date:09/29/2025
MNG Investment Holdings LLC
Signature:/s/ Guy Gilmore
Name/Title:Guy Gilmore, Chief Operating Officer of MNG Enterprises, Inc., its sole member
Date:09/29/2025
Freeman Heath
Signature:/s/ Heath Freeman
Name/Title:Heath Freeman
Date:09/29/2025
Alden Global Capital LLC
Signature:/s/ Heath Freeman
Name/Title:Heath Freeman, President
Date:09/29/2025

FAQ

What did the Schedule 13D/A for DallasNews Corp (DALN) report?

The amendment reports the closing of a merger on September 24, 2025 and that issued Series A shares held by the Reporting Persons were converted into $16.50 cash per share.

How much cash did shareholders receive per Series A share in the merger?

Each issued and outstanding Series A Common Stock share was converted into the right to receive $16.50, net of applicable withholding taxes.

Do the Reporting Persons still own shares of DallasNews after the merger?

No. As of September 24, 2025, the Reporting Persons beneficially own 0 shares and no longer own more than 5% of the Series A Common Stock.

Who completed the acquisition of DallasNews Corp?

The Merger was effected by Destiny Merger Sub, Inc., a wholly owned subsidiary of Hearst Media West, LLC, under the previously disclosed Merger Agreement.

Does Amendment No. 6 change other disclosures in the Schedule 13D?

No. Except for the specific amendments described regarding the Merger and ownership, Amendment No. 6 does not modify other previously reported information.
Dallasnews Corporation

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Publishing
Newspapers: Publishing Or Publishing & Printing
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United States
DALLAS