NEW YORK – A lengthy internal investigation at Hollinger International Inc. (HLR) has concluded that the company's former CEO, disgraced newspaper tycoon Conrad Black (search), colluded with associates to systematically loot the publishing company of nearly all of its profits over the past seven years, or more than $400 million.
The report, which was filed with the Securities and Exchange Commission (search) on Tuesday, was prepared by a special committee of Hollinger's board which was formed last year to examine concerns from shareholders about payments made to Black and others.
Black has since been forced out as CEO and chairman of Hollinger International following initial findings from the committee that he and others improperly received millions in fees and payments that should have gone to the company.
The committee's 500-page final report makes even more sweeping allegations of wrongdoing, accusing Black and a senior associate, former chief operating officer David Radler, of milking the company to satisfy their "ravenous appetite for cash."
In an introduction to their report, the three-member committee wrote: "This story is about how Hollinger was systematically manipulated and used by its controlling shareholders for their sole benefit, and in a manner that violated every concept of fiduciary duty."
A spokesman for Black did not respond to a request for comment on the committee's findings.
Hollinger International's special committee is also suing Black, Radler and others in federal court in Chicago, seeking $1.25 billion in damages and accusing the group of racketeering. The committee also submitted its final report to that court late Monday.
The three-member committee was made up of outside directors and was advised by Richard Breeden, a former chairman of the SEC who also acted as a court-appointed bankruptcy monitor for WorldCom Inc.
The report describes extensive abuses of power by Black and his associates, concluding that Hollinger International "went from being an expanding business to becoming a company whose sole preoccupation was generating current cash for the controlling shareholders, with no concern for building future enterprise value or wealth for all shareholders.
"Behind a constant stream of bombast regarding their accomplishments as self-described 'proprietors,' Black and Radler made it their business to line their pockets at the expense of Hollinger almost every day, in almost every way they could devise," the investigators found.
The report concluded that the amount of money looted from Hollinger by Black and others over the period of 1997-2003 represented just over 95 percent of the company's entire earnings during that period.
Black has already lost two legal battles against Hollinger in Delaware's Chancery court, the last of which blocked his effort to call a shareholder vote on the company's move to sell one of its main assets, The Daily Telegraph of London, to the Barclay Brothers of the United Kingdom. An earlier ruling found that he "persistently and seriously" breached his obligations to the company.
Despite his removal from executive posts, Black retains voting control of Hollinger International through a Canadian holding company called Hollinger Inc.
Following the sale of the Telegraph, Hollinger International retains the Chicago Sun-Times, several other newspapers in the Chicago area, where the company is based, and The Jerusalem Post.