|
Delaware
|
|
47-2390983
|
||
(State or Other Jurisdiction of Incorporation or Organization)
|
|
(I.R.S. Employer Identification No.)
|
||
|
|
|
|
|
7950 Jones Branch Drive,
|
McLean,
|
Virginia
|
|
22107-0910
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Title of Each Class
|
|
Trading Symbol
|
|
Name of Each Exchange on Which Registered
|
Common Stock, par value $0.01 per share
|
|
GCI
|
|
The New York Stock Exchange
|
Large Accelerated Filer
|
☒
|
Accelerated Filer
|
☐
|
|
|
|
|
Non-Accelerated Filer
|
☐
|
Smaller Reporting Company
|
☐
|
|
|
|
|
(Do not check if a smaller reporting company)
|
Emerging Growth Company
|
☐
|
|
Item No.
|
|
Page
|
|
|
|
|
|
|
1
|
||
|
|
|
2
|
||
|
|
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3
|
||
|
|
|
4
|
||
|
|
|
|
|
|
|
|
|
1
|
||
|
|
|
1A
|
||
|
|
|
2
|
||
|
|
|
3
|
||
|
|
|
4
|
||
|
|
|
5
|
||
|
|
|
6
|
|
June 30, 2019
|
|
December 31, 2018
|
||||
|
(Unaudited)
|
|
|
||||
ASSETS
|
|
|
|
||||
Current assets
|
|
|
|
||||
Cash and cash equivalents
|
$
|
68,558
|
|
|
$
|
93,559
|
|
Accounts receivable, net of allowance for doubtful accounts of $9,730 and $11,088
|
289,128
|
|
|
343,617
|
|
||
Other current assets
|
134,763
|
|
|
143,385
|
|
||
Total current assets
|
492,449
|
|
|
580,561
|
|
||
Property, plant and equipment, at cost net of accumulated depreciation of $1,263,203 and $1,412,531
|
745,939
|
|
|
796,009
|
|
||
Operating lease assets
|
256,324
|
|
|
—
|
|
||
Goodwill
|
779,626
|
|
|
779,597
|
|
||
Intangible assets, net
|
149,512
|
|
|
170,344
|
|
||
Deferred income taxes
|
31,623
|
|
|
51,039
|
|
||
Other assets
|
121,423
|
|
|
100,861
|
|
||
Total assets
|
$
|
2,576,896
|
|
|
$
|
2,478,411
|
|
|
|
|
|
||||
LIABILITIES AND EQUITY
|
|
|
|
||||
Current liabilities
|
|
|
|
||||
Accounts payable and accrued liabilities
|
$
|
300,715
|
|
|
$
|
387,003
|
|
Deferred revenue
|
117,786
|
|
|
117,083
|
|
||
Short-term portion of revolving credit facility
|
135,000
|
|
|
—
|
|
||
Other current liabilities
|
47,122
|
|
|
47,482
|
|
||
Total current liabilities
|
600,623
|
|
|
551,568
|
|
||
Postretirement medical and life insurance liabilities
|
58,702
|
|
|
69,938
|
|
||
Pension liabilities
|
273,330
|
|
|
319,084
|
|
||
Long-term portion of revolving credit facility
|
—
|
|
|
135,000
|
|
||
Convertible debt
|
171,832
|
|
|
169,264
|
|
||
Long-term operating lease liabilities
|
264,655
|
|
|
—
|
|
||
Other noncurrent liabilities
|
141,427
|
|
|
198,451
|
|
||
Total liabilities
|
1,510,569
|
|
|
1,443,305
|
|
||
Equity
|
|
|
|
||||
Preferred stock of $0.01 par value per share, 5,000,000 shares authorized, none issued
|
—
|
|
|
—
|
|
||
Common stock of $0.01 par value per share, 500,000,000 shares authorized, 120,333,121 and 118,875,977 shares issued
|
1,203
|
|
|
1,189
|
|
||
Treasury stock at cost, 5,750,000 shares
|
(50,046
|
)
|
|
(50,046
|
)
|
||
Additional paid-in capital
|
1,827,963
|
|
|
1,822,094
|
|
||
Accumulated deficit
|
(129,834
|
)
|
|
(121,435
|
)
|
||
Accumulated other comprehensive loss
|
(582,959
|
)
|
|
(616,696
|
)
|
||
Total equity
|
1,066,327
|
|
|
1,035,106
|
|
||
Total liabilities and equity
|
$
|
2,576,896
|
|
|
$
|
2,478,411
|
|
|
Three months ended June 30,
|
|
Six months ended June 30,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Operating revenues:
|
|
|
|
|
|
|
|
||||||||
Advertising and marketing services
|
$
|
368,328
|
|
|
$
|
420,163
|
|
|
$
|
733,563
|
|
|
$
|
830,475
|
|
Circulation
|
247,092
|
|
|
263,806
|
|
|
499,819
|
|
|
530,392
|
|
||||
Other
|
44,917
|
|
|
46,799
|
|
|
90,380
|
|
|
92,852
|
|
||||
Total operating revenues
|
660,337
|
|
|
730,768
|
|
|
1,323,762
|
|
|
1,453,719
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Operating expenses:
|
|
|
|
|
|
|
|
||||||||
Cost of sales
|
403,089
|
|
|
452,053
|
|
|
814,253
|
|
|
909,037
|
|
||||
Selling, general and administrative expenses
|
195,068
|
|
|
199,143
|
|
|
395,170
|
|
|
412,142
|
|
||||
Depreciation and amortization
|
35,466
|
|
|
38,378
|
|
|
72,511
|
|
|
78,630
|
|
||||
Gain on sale of property
|
(32,768
|
)
|
|
—
|
|
|
(33,650
|
)
|
|
—
|
|
||||
Restructuring costs
|
6,771
|
|
|
12,611
|
|
|
27,730
|
|
|
21,910
|
|
||||
Asset impairment charges
|
274
|
|
|
10,483
|
|
|
803
|
|
|
14,239
|
|
||||
Total operating expenses
|
607,900
|
|
|
712,668
|
|
|
1,276,817
|
|
|
1,435,958
|
|
||||
Operating income
|
52,437
|
|
|
18,100
|
|
|
46,945
|
|
|
17,761
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Non-operating income (expense):
|
|
|
|
|
|
|
|
||||||||
Interest expense
|
(6,879
|
)
|
|
(5,935
|
)
|
|
(13,844
|
)
|
|
(10,413
|
)
|
||||
Other non-operating items, net
|
(6,104
|
)
|
|
4,042
|
|
|
(9,134
|
)
|
|
8,353
|
|
||||
Non-operating expense
|
(12,983
|
)
|
|
(1,893
|
)
|
|
(22,978
|
)
|
|
(2,060
|
)
|
||||
|
|
|
|
|
|
|
|
||||||||
Income before income taxes
|
39,454
|
|
|
16,207
|
|
|
23,967
|
|
|
15,701
|
|
||||
Provision (benefit) for income taxes
|
12,729
|
|
|
(99
|
)
|
|
9,147
|
|
|
(228
|
)
|
||||
Net income
|
$
|
26,725
|
|
|
$
|
16,306
|
|
|
$
|
14,820
|
|
|
$
|
15,929
|
|
|
|
|
|
|
|
|
|
||||||||
Earnings per share - basic
|
$
|
0.23
|
|
|
$
|
0.14
|
|
|
$
|
0.13
|
|
|
$
|
0.14
|
|
Earnings per share - diluted
|
$
|
0.23
|
|
|
$
|
0.14
|
|
|
$
|
0.13
|
|
|
$
|
0.14
|
|
|
Three months ended June 30,
|
|
Six months ended June 30,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Net income
|
$
|
26,725
|
|
|
$
|
16,306
|
|
|
$
|
14,820
|
|
|
$
|
15,929
|
|
Other comprehensive income, before tax:
|
|
|
|
|
|
|
|
||||||||
Foreign currency translation adjustments
|
(8,490
|
)
|
|
(33,310
|
)
|
|
4,567
|
|
|
(13,936
|
)
|
||||
Pension and other postretirement benefit items:
|
|
|
|
|
|
|
|
||||||||
Change in prior service costs
|
—
|
|
|
103,416
|
|
|
—
|
|
|
103,416
|
|
||||
Amortization of prior service credit, net
|
(1,328
|
)
|
|
(401
|
)
|
|
(2,664
|
)
|
|
(805
|
)
|
||||
Actuarial gain (loss) arising during the period
|
10,055
|
|
|
13,240
|
|
|
10,236
|
|
|
13,240
|
|
||||
Amortization of actuarial loss
|
15,332
|
|
|
16,877
|
|
|
31,129
|
|
|
32,353
|
|
||||
Other
|
5,605
|
|
|
20,196
|
|
|
141
|
|
|
6,779
|
|
||||
Pension and other postretirement benefit items
|
29,664
|
|
|
153,328
|
|
|
38,842
|
|
|
154,983
|
|
||||
Other comprehensive income, before tax
|
21,174
|
|
|
120,018
|
|
|
43,409
|
|
|
141,047
|
|
||||
Income tax effect related to components of other comprehensive income
|
(6,957
|
)
|
|
(28,295
|
)
|
|
(9,672
|
)
|
|
(29,449
|
)
|
||||
Other comprehensive income, net of tax
|
14,217
|
|
|
91,723
|
|
|
33,737
|
|
|
111,598
|
|
||||
Comprehensive income
|
$
|
40,942
|
|
|
$
|
108,029
|
|
|
$
|
48,557
|
|
|
$
|
127,527
|
|
|
Six months ended June 30,
|
||||||
|
2019
|
|
2018
|
||||
|
|
|
|
||||
Operating activities:
|
|
|
|
||||
Net income
|
$
|
14,820
|
|
|
$
|
15,929
|
|
Adjustments to reconcile net income (loss) to net cash flow from operating activities:
|
|
|
|
||||
Depreciation and amortization
|
72,511
|
|
|
78,630
|
|
||
Gain on sale of property
|
(33,650
|
)
|
|
—
|
|
||
Restructuring costs
|
11,926
|
|
|
6,881
|
|
||
Asset impairment charges
|
803
|
|
|
14,239
|
|
||
Pension and other postretirement expenses, net of contributions
|
(40,715
|
)
|
|
(50,244
|
)
|
||
Stock-based compensation
|
10,175
|
|
|
9,221
|
|
||
Change in other assets and liabilities, net
|
(224
|
)
|
|
5,874
|
|
||
Net cash provided by operating activities
|
35,646
|
|
|
80,530
|
|
||
Investing activities:
|
|
|
|
||||
Capital expenditures
|
(25,918
|
)
|
|
(27,522
|
)
|
||
Payments for investments
|
(493
|
)
|
|
(2,558
|
)
|
||
Proceeds from sale of certain assets
|
6,047
|
|
|
23,390
|
|
||
Proceeds from insurance claim on property
|
3,500
|
|
|
—
|
|
||
Changes in other investing activities
|
—
|
|
|
1,401
|
|
||
Net cash used for investing activities
|
(16,864
|
)
|
|
(5,289
|
)
|
||
Financing activities:
|
|
|
|
||||
Dividends paid
|
(36,661
|
)
|
|
(36,131
|
)
|
||
Payments for employee taxes withheld from stock awards
|
(1,587
|
)
|
|
(2,806
|
)
|
||
Proceeds from borrowings under revolving credit agreement
|
40,000
|
|
|
140,000
|
|
||
Repayments of borrowings under revolving credit agreement
|
(40,000
|
)
|
|
(325,000
|
)
|
||
Proceeds from convertible debt
|
—
|
|
|
195,167
|
|
||
Proceeds from sale and leaseback transaction
|
—
|
|
|
41,791
|
|
||
Deferred payments for acquisitions
|
(4,853
|
)
|
|
—
|
|
||
Changes in other financing activities
|
138
|
|
|
(17
|
)
|
||
Net cash (used for) provided by financing activities
|
(42,963
|
)
|
|
13,004
|
|
||
Effect of currency exchange rate change on cash
|
53
|
|
|
1,126
|
|
||
Increase (decrease) in cash and cash equivalents and restricted cash
|
(24,128
|
)
|
|
89,371
|
|
||
Balance of cash, cash equivalents, and restricted cash at beginning of period
|
116,861
|
|
|
144,032
|
|
||
Balance of cash, cash equivalents, and restricted cash at end of period
|
$
|
92,733
|
|
|
$
|
233,403
|
|
|
|
|
|
||||
Supplemental cash flow information:
|
|
|
|
||||
Cash paid for taxes, net of refunds
|
$
|
(327
|
)
|
|
$
|
5,179
|
|
Cash paid for interest
|
$
|
8,137
|
|
|
$
|
4,086
|
|
Non-cash investing and financing activities:
|
|
|
|
||||
Accrued capital expenditures
|
$
|
1,819
|
|
|
$
|
1,252
|
|
|
June 30,
|
||||||
In thousands
|
2019
|
|
2018
|
||||
Cash and cash equivalents
|
$
|
68,558
|
|
|
$
|
209,678
|
|
Restricted cash included in other current assets
|
2,607
|
|
|
4,419
|
|
||
Restricted cash included in investments and other assets
|
21,568
|
|
|
19,306
|
|
||
Total cash, cash equivalents, and restricted cash
|
$
|
92,733
|
|
|
$
|
233,403
|
|
|
Three months ended June 30,
|
|
Six months ended June 30,
|
||||||||||||
In thousands
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Print advertising
|
$
|
184,252
|
|
|
$
|
227,894
|
|
|
$
|
370,438
|
|
|
$
|
453,720
|
|
Digital advertising and marketing services
|
184,076
|
|
|
192,269
|
|
|
363,125
|
|
|
376,755
|
|
||||
Total advertising and marketing services
|
368,328
|
|
|
420,163
|
|
|
733,563
|
|
|
830,475
|
|
||||
Circulation
|
247,092
|
|
|
263,806
|
|
|
499,819
|
|
|
530,392
|
|
||||
Other
|
44,917
|
|
|
46,799
|
|
|
90,380
|
|
|
92,852
|
|
||||
Total revenues
|
$
|
660,337
|
|
|
$
|
730,768
|
|
|
$
|
1,323,762
|
|
|
$
|
1,453,719
|
|
In thousands
|
Advertising and Other
|
|
Circulation
|
|
Total
|
||||||
Beginning balance
|
$
|
35,742
|
|
|
$
|
81,341
|
|
|
$
|
117,083
|
|
Cash receipts
|
136,553
|
|
|
407,271
|
|
|
543,824
|
|
|||
Revenue recognized
|
(134,630
|
)
|
|
(408,491
|
)
|
|
(543,121
|
)
|
|||
Ending balance
|
$
|
37,665
|
|
|
$
|
80,121
|
|
|
$
|
117,786
|
|
In thousands
|
Three months ended June 30, 2019
|
|
Six months ended June 30, 2019
|
||||
Operating lease cost (a)
|
$
|
15,831
|
|
|
$
|
32,813
|
|
Short-term lease cost, excluding expenses relating to leases with a lease term of one month or less
|
600
|
|
|
1,079
|
|
||
Net lease cost
|
$
|
16,431
|
|
|
$
|
33,892
|
|
In thousands
|
Year Ending December 31, (a)
|
||
2019 (excluding the six months ended June 30, 2019)
|
$
|
25,409
|
|
2020
|
55,506
|
|
|
2021
|
50,431
|
|
|
2022
|
46,212
|
|
|
2023
|
38,572
|
|
|
Thereafter
|
192,006
|
|
|
Total future minimum lease payments
|
408,136
|
|
|
Less: Imputed interest
|
106,586
|
|
|
Total
|
$
|
301,550
|
|
In thousands, except lease term and discount rate
|
Six months ended June 30, 2019
|
||
Supplemental cash flow information
|
|
||
Cash paid for amounts included in the measurement of lease liabilities
|
$
|
33,460
|
|
Right-of-use assets obtained in exchange for lease obligations
|
$
|
17,892
|
|
|
|
||
|
As of June 30, 2019
|
||
Weighted-average remaining lease term (in years)
|
8.9
|
|
|
Weighted-average discount rate
|
6.7
|
%
|
In thousands
|
|
||
Cash and restricted cash acquired
|
$
|
20,954
|
|
Other current assets
|
9,159
|
|
|
Property, plant and equipment
|
1,072
|
|
|
Developed technology
|
63,030
|
|
|
Customer relationships
|
21,420
|
|
|
Trade names
|
1,105
|
|
|
Goodwill
|
66,742
|
|
|
Total assets acquired
|
183,482
|
|
|
Current liabilities
|
3,987
|
|
|
Noncurrent liabilities
|
16,562
|
|
|
Total liabilities assumed
|
20,549
|
|
|
Net assets acquired
|
$
|
162,933
|
|
|
Three months ended June 30,
|
|
Six months ended June 30,
|
||||||||||||
In thousands
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Publishing
|
$
|
5,150
|
|
|
$
|
7,033
|
|
|
$
|
12,310
|
|
|
$
|
12,661
|
|
ReachLocal
|
100
|
|
|
1,233
|
|
|
120
|
|
|
1,772
|
|
||||
Corporate and Other
|
681
|
|
|
198
|
|
|
3,374
|
|
|
596
|
|
||||
Total
|
$
|
5,931
|
|
|
$
|
8,464
|
|
|
$
|
15,804
|
|
|
$
|
15,029
|
|
In thousands
|
|
||
Beginning balance
|
$
|
32,974
|
|
Expense
|
15,804
|
|
|
Payments
|
(44,499
|
)
|
|
Ending balance
|
$
|
4,279
|
|
|
Three months ended June 30,
|
|
Six months ended June 30,
|
||||||||||||
In thousands
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Publishing
|
$
|
840
|
|
|
$
|
2,414
|
|
|
$
|
2,486
|
|
|
$
|
5,148
|
|
ReachLocal
|
—
|
|
|
1,733
|
|
|
120
|
|
|
1,733
|
|
||||
Corporate and Other
|
—
|
|
|
—
|
|
|
37
|
|
|
—
|
|
||||
Total
|
$
|
840
|
|
|
$
|
4,147
|
|
|
$
|
2,643
|
|
|
$
|
6,881
|
|
|
Three months ended June 30,
|
||||||||||||||
|
2019
|
|
2018
|
||||||||||||
In thousands
|
Pension
|
|
OPEB
|
|
Pension
|
|
OPEB
|
||||||||
Operating expenses:
|
|
|
|
|
|
|
|
||||||||
Service cost - Benefits earned during the period
|
$
|
378
|
|
|
$
|
20
|
|
|
$
|
576
|
|
|
$
|
33
|
|
Non-operating expenses:
|
|
|
|
|
|
|
|
||||||||
Interest cost on benefit obligation
|
25,675
|
|
|
625
|
|
|
26,598
|
|
|
699
|
|
||||
Expected return on plan assets
|
(36,543
|
)
|
|
—
|
|
|
(44,476
|
)
|
|
—
|
|
||||
Amortization of prior service cost (benefit)
|
(513
|
)
|
|
(815
|
)
|
|
483
|
|
|
(884
|
)
|
||||
Amortization of actuarial loss (gain)
|
16,034
|
|
|
(702
|
)
|
|
17,152
|
|
|
(275
|
)
|
||||
Total non-operating expenses (credit)
|
$
|
4,653
|
|
|
$
|
(892
|
)
|
|
$
|
(243
|
)
|
|
$
|
(460
|
)
|
Total expense (benefit) for retirement plans
|
$
|
5,031
|
|
|
$
|
(872
|
)
|
|
$
|
333
|
|
|
$
|
(427
|
)
|
|
Six months ended June 30,
|
||||||||||||||
|
2019
|
|
2018
|
||||||||||||
In thousands
|
Pension
|
|
OPEB
|
|
Pension
|
|
OPEB
|
||||||||
Operating expenses:
|
|
|
|
|
|
|
|
||||||||
Service cost - Benefits earned during the period
|
$
|
807
|
|
|
$
|
52
|
|
|
$
|
1,178
|
|
|
$
|
88
|
|
Non-operating expenses:
|
|
|
|
|
|
|
|
||||||||
Interest cost on benefit obligation
|
51,371
|
|
|
1,407
|
|
|
52,019
|
|
|
1,482
|
|
||||
Expected return on plan assets
|
(73,077
|
)
|
|
—
|
|
|
(89,025
|
)
|
|
—
|
|
||||
Amortization of prior service cost (benefit)
|
(1,037
|
)
|
|
(1,627
|
)
|
|
962
|
|
|
(1,767
|
)
|
||||
Amortization of actuarial loss (gain)
|
32,061
|
|
|
(932
|
)
|
|
32,533
|
|
|
(180
|
)
|
||||
Curtailments
|
—
|
|
|
192
|
|
|
—
|
|
|
—
|
|
||||
Other
|
—
|
|
|
(1,018
|
)
|
|
—
|
|
|
—
|
|
||||
Total non-operating expenses (credit)
|
$
|
9,318
|
|
|
$
|
(1,978
|
)
|
|
$
|
(3,511
|
)
|
|
$
|
(465
|
)
|
Total expense (benefit) for retirement plans
|
$
|
10,125
|
|
|
$
|
(1,926
|
)
|
|
$
|
(2,333
|
)
|
|
$
|
(377
|
)
|
|
Three months ended June 30,
|
|
Six months ended June 30,
|
||||||||||||
In thousands
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Pre-tax net income
|
$
|
39,454
|
|
|
$
|
16,207
|
|
|
$
|
23,967
|
|
|
$
|
15,701
|
|
Income tax expense (benefit)
|
12,729
|
|
|
(99
|
)
|
|
9,147
|
|
|
(228
|
)
|
||||
Effective tax rate
|
32.3
|
%
|
|
***
|
|
|
38.2
|
%
|
|
***
|
|
|
Three months ended June 30, 2019
|
||||||||||||||||||||||
In thousands, except per share data
|
Common Stock, $0.01 Par Value
|
|
Treasury Stock
|
|
Additional Paid-in Capital
|
|
Accumulated Deficit
|
|
Accumulated Other Comprehensive Loss
|
|
Total
|
||||||||||||
Beginning balance
|
$
|
1,202
|
|
|
$
|
(50,046
|
)
|
|
$
|
1,822,967
|
|
|
$
|
(138,225
|
)
|
|
$
|
(597,176
|
)
|
|
$
|
1,038,722
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
26,725
|
|
|
—
|
|
|
26,725
|
|
||||||
Other comprehensive income, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14,217
|
|
|
14,217
|
|
||||||
Total comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
40,942
|
|
||||||||||
Dividends declared: $0.16 per share
|
—
|
|
|
—
|
|
|
—
|
|
|
(18,334
|
)
|
|
—
|
|
|
(18,334
|
)
|
||||||
Restricted stock awards settled
|
1
|
|
|
—
|
|
|
(88
|
)
|
|
—
|
|
|
—
|
|
|
(87
|
)
|
||||||
Performance share units settled
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
5,091
|
|
|
—
|
|
|
—
|
|
|
5,091
|
|
||||||
Other activity
|
—
|
|
|
—
|
|
|
(7
|
)
|
|
—
|
|
|
—
|
|
|
(7
|
)
|
||||||
Ending balance
|
$
|
1,203
|
|
|
$
|
(50,046
|
)
|
|
$
|
1,827,963
|
|
|
$
|
(129,834
|
)
|
|
$
|
(582,959
|
)
|
|
$
|
1,066,327
|
|
|
Three months ended June 30, 2018
|
||||||||||||||||||||||
In thousands, except per share data
|
Common Stock, $0.01 Par Value
|
|
Treasury Stock
|
|
Additional Paid-in Capital
|
|
Accumulated Deficit
|
|
Accumulated Other Comprehensive Loss
|
|
Total
|
||||||||||||
Beginning balance
|
$
|
1,186
|
|
|
$
|
(50,046
|
)
|
|
$
|
1,786,424
|
|
|
$
|
(82,470
|
)
|
|
$
|
(636,642
|
)
|
|
$
|
1,018,452
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
16,306
|
|
|
—
|
|
|
16,306
|
|
||||||
Other comprehensive income, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
91,723
|
|
|
91,723
|
|
||||||
Total comprehensive income
|
|
|
|
|
|
|
|
|
|
|
108,029
|
|
|||||||||||
Dividends declared: $0.16 per share
|
—
|
|
|
—
|
|
|
—
|
|
|
(18,195
|
)
|
|
—
|
|
|
(18,195
|
)
|
||||||
Convertible debt conversion feature
|
—
|
|
|
—
|
|
|
21,561
|
|
|
—
|
|
|
—
|
|
|
21,561
|
|
||||||
Restricted stock awards settled
|
1
|
|
|
—
|
|
|
102
|
|
|
—
|
|
|
—
|
|
|
103
|
|
||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
4,569
|
|
|
—
|
|
|
—
|
|
|
4,569
|
|
||||||
Other activity
|
—
|
|
|
—
|
|
|
(119
|
)
|
|
—
|
|
|
—
|
|
|
(119
|
)
|
||||||
Ending balance
|
$
|
1,187
|
|
|
$
|
(50,046
|
)
|
|
$
|
1,812,537
|
|
|
$
|
(84,359
|
)
|
|
$
|
(544,919
|
)
|
|
$
|
1,134,400
|
|
|
Six months ended June 30, 2019
|
||||||||||||||||||||||
In thousands, except per share data
|
Common Stock, $0.01 Par Value
|
|
Treasury Stock
|
|
Additional Paid-in Capital
|
|
Accumulated Deficit
|
|
Accumulated Other Comprehensive Loss
|
|
Total
|
||||||||||||
Beginning balance
|
$
|
1,189
|
|
|
$
|
(50,046
|
)
|
|
$
|
1,822,094
|
|
|
$
|
(121,435
|
)
|
|
$
|
(616,696
|
)
|
|
$
|
1,035,106
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
14,820
|
|
|
—
|
|
|
14,820
|
|
||||||
Other comprehensive income, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
33,737
|
|
|
33,737
|
|
||||||
Total comprehensive income
|
|
|
|
|
|
|
|
|
|
|
48,557
|
|
|||||||||||
Dividends declared: $0.16 per share
|
—
|
|
|
—
|
|
|
—
|
|
|
(36,661
|
)
|
|
—
|
|
|
(36,661
|
)
|
||||||
Adoption of new lease guidance(a)
|
—
|
|
|
—
|
|
|
—
|
|
|
13,442
|
|
|
—
|
|
|
13,442
|
|
||||||
Restricted stock awards settled
|
14
|
|
|
—
|
|
|
(4,498
|
)
|
|
—
|
|
|
—
|
|
|
(4,484
|
)
|
||||||
Performance share units settled
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
10,175
|
|
|
—
|
|
|
—
|
|
|
10,175
|
|
||||||
Other activity
|
—
|
|
|
—
|
|
|
192
|
|
|
—
|
|
|
—
|
|
|
192
|
|
||||||
Ending balance
|
$
|
1,203
|
|
|
$
|
(50,046
|
)
|
|
$
|
1,827,963
|
|
|
$
|
(129,834
|
)
|
|
$
|
(582,959
|
)
|
|
$
|
1,066,327
|
|
|
Six months ended June 30, 2018
|
||||||||||||||||||||||
In thousands, except per share data
|
Common Stock, $0.01 Par Value
|
|
Treasury Stock
|
|
Additional Paid-in Capital
|
|
Accumulated Deficit
|
|
Accumulated Other Comprehensive Loss
|
|
Total
|
||||||||||||
Beginning balance
|
$
|
1,175
|
|
|
$
|
(50,046
|
)
|
|
$
|
1,786,941
|
|
|
$
|
(64,158
|
)
|
|
$
|
(656,517
|
)
|
|
$
|
1,017,395
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
15,929
|
|
|
—
|
|
|
15,929
|
|
||||||
Other comprehensive income, net of tax
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
111,598
|
|
|
111,598
|
|
||||||
Total comprehensive income
|
|
|
|
|
|
|
|
|
|
|
127,527
|
|
|||||||||||
Dividends declared: $0.16 per share
|
—
|
|
|
—
|
|
|
—
|
|
|
(36,130
|
)
|
|
—
|
|
|
(36,130
|
)
|
||||||
Convertible debt conversion feature
|
—
|
|
|
—
|
|
|
21,561
|
|
|
—
|
|
|
—
|
|
|
21,561
|
|
||||||
Restricted stock awards settled
|
8
|
|
|
—
|
|
|
(3,100
|
)
|
|
—
|
|
|
—
|
|
|
(3,092
|
)
|
||||||
Performance share units settled
|
4
|
|
|
—
|
|
|
(2,437
|
)
|
|
—
|
|
|
—
|
|
|
(2,433
|
)
|
||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
9,221
|
|
|
—
|
|
|
—
|
|
|
9,221
|
|
||||||
Other activity
|
—
|
|
|
—
|
|
|
351
|
|
|
—
|
|
|
—
|
|
|
351
|
|
||||||
Ending balance
|
$
|
1,187
|
|
|
$
|
(50,046
|
)
|
|
$
|
1,812,537
|
|
|
$
|
(84,359
|
)
|
|
$
|
(544,919
|
)
|
|
$
|
1,134,400
|
|
|
Six months ended June 30, 2019
|
||||||||||
In thousands
|
Retirement Plans
|
|
Foreign Currency Translation
|
|
Total
|
||||||
Beginning balance
|
$
|
(929,170
|
)
|
|
$
|
312,474
|
|
|
$
|
(616,696
|
)
|
Other comprehensive income (loss) before reclassifications
|
7,700
|
|
|
4,567
|
|
|
12,267
|
|
|||
Amounts reclassified from accumulated other comprehensive loss
|
21,470
|
|
|
—
|
|
|
21,470
|
|
|||
Other comprehensive income
|
29,170
|
|
|
4,567
|
|
|
33,737
|
|
|||
Ending balance
|
$
|
(900,000
|
)
|
|
$
|
317,041
|
|
|
$
|
(582,959
|
)
|
|
Six months ended June 30, 2018
|
||||||||||
In thousands
|
Retirement Plans
|
|
Foreign Currency Translation
|
|
Total
|
||||||
Beginning balance
|
$
|
(1,000,790
|
)
|
|
$
|
344,273
|
|
|
$
|
(656,517
|
)
|
Other comprehensive income (loss) before reclassifications
|
101,753
|
|
|
(13,936
|
)
|
|
87,817
|
|
|||
Amounts reclassified from accumulated other comprehensive loss
|
23,781
|
|
|
—
|
|
|
23,781
|
|
|||
Other comprehensive income
|
125,534
|
|
|
(13,936
|
)
|
|
111,598
|
|
|||
Ending balance
|
$
|
(875,256
|
)
|
|
$
|
330,337
|
|
|
$
|
(544,919
|
)
|
|
Three months ended June 30,
|
|
Six months ended June 30,
|
||||||||||||
In thousands
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Amortization of prior service credit, net
|
$
|
(1,328
|
)
|
|
$
|
(401
|
)
|
|
$
|
(2,664
|
)
|
|
$
|
(805
|
)
|
Amortization of actuarial loss
|
15,332
|
|
|
16,877
|
|
|
31,129
|
|
|
32,353
|
|
||||
Total reclassifications, before tax
|
14,004
|
|
|
16,476
|
|
|
28,465
|
|
|
31,548
|
|
||||
Income tax effect
|
(3,440
|
)
|
|
(4,064
|
)
|
|
(6,995
|
)
|
|
(7,767
|
)
|
||||
Total reclassifications, net of tax
|
$
|
10,564
|
|
|
$
|
12,412
|
|
|
$
|
21,470
|
|
|
$
|
23,781
|
|
In thousands, except per share data
|
Three months ended June 30,
|
|
Six months ended June 30,
|
||||||||||||
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Net income
|
$
|
26,725
|
|
|
$
|
16,306
|
|
|
$
|
14,820
|
|
|
$
|
15,929
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted average number of shares outstanding - basic
|
114,521
|
|
|
112,946
|
|
|
114,485
|
|
|
112,852
|
|
||||
Effect of dilutive securities
|
|
|
|
|
|
|
|
||||||||
Restricted stock units
|
821
|
|
|
2,243
|
|
|
1,087
|
|
|
2,245
|
|
||||
Performance share units
|
1,346
|
|
|
954
|
|
|
1,787
|
|
|
855
|
|
||||
Stock options
|
4
|
|
|
76
|
|
|
16
|
|
|
83
|
|
||||
Weighted average number of shares outstanding - diluted
|
116,692
|
|
|
116,219
|
|
|
117,375
|
|
|
116,035
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Earnings per share - basic
|
$
|
0.23
|
|
|
$
|
0.14
|
|
|
$
|
0.13
|
|
|
$
|
0.14
|
|
Earnings per share - diluted
|
$
|
0.23
|
|
|
$
|
0.14
|
|
|
$
|
0.13
|
|
|
$
|
0.14
|
|
•
|
Publishing, which consists of our portfolio of local, regional, national, and international newspaper publishers. The results of this segment include local, classified, and national advertising revenues consisting of both print and digital advertising, circulation revenues from the distribution of our publications on our digital platforms, home delivery of our publications, single copy sales, and other revenues from commercial printing and distribution arrangements. The publishing reportable segment is an aggregation of two operating segments: domestic publishing and the U.K.
|
•
|
ReachLocal, which consists exclusively of our ReachLocal digital marketing solutions subsidiaries including SweetIQ and WordStream. The results of this segment include advertising revenues from our search and display services and revenues related to web presence and software solutions provided by ReachLocal.
|
|
Three months ended June 30, 2019
|
||||||||||||||||||
In thousands
|
Publishing
|
|
ReachLocal
|
|
Corporate and Other
|
|
Intersegment eliminations
|
|
Consolidated
|
||||||||||
Advertising and marketing services - external sales
|
$
|
269,762
|
|
|
$
|
98,566
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
368,328
|
|
Advertising and marketing services - intersegment sales
|
16,092
|
|
|
—
|
|
|
—
|
|
|
(16,092
|
)
|
|
—
|
|
|||||
Circulation
|
247,092
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
247,092
|
|
|||||
Other
|
43,227
|
|
|
—
|
|
|
1,690
|
|
|
—
|
|
|
44,917
|
|
|||||
Total revenues
|
$
|
576,173
|
|
|
$
|
98,566
|
|
|
$
|
1,690
|
|
|
$
|
(16,092
|
)
|
|
$
|
660,337
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Adjusted EBITDA
|
$
|
90,664
|
|
|
$
|
12,200
|
|
|
$
|
(26,642
|
)
|
|
$
|
—
|
|
|
$
|
76,222
|
|
|
Three months ended June 30, 2018
|
||||||||||||||||||
In thousands
|
Publishing
|
|
ReachLocal
|
|
Corporate and Other
|
|
Intersegment Eliminations
|
|
Consolidated
|
||||||||||
Advertising and marketing services - external sales
|
$
|
319,728
|
|
|
$
|
100,435
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
420,163
|
|
Advertising and marketing services - intersegment sales
|
16,027
|
|
|
—
|
|
|
—
|
|
|
(16,027
|
)
|
|
—
|
|
|||||
Circulation
|
263,806
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
263,806
|
|
|||||
Other
|
44,990
|
|
|
—
|
|
|
1,809
|
|
|
—
|
|
|
46,799
|
|
|||||
Total revenues
|
$
|
644,551
|
|
|
$
|
100,435
|
|
|
$
|
1,809
|
|
|
$
|
(16,027
|
)
|
|
$
|
730,768
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Adjusted EBITDA
|
$
|
94,358
|
|
|
$
|
10,271
|
|
|
$
|
(19,030
|
)
|
|
$
|
—
|
|
|
$
|
85,599
|
|
|
Six months ended June 30, 2019
|
||||||||||||||||||
In thousands
|
Publishing
|
|
ReachLocal
|
|
Corporate and Other
|
|
Intersegment eliminations
|
|
Consolidated
|
||||||||||
Advertising and marketing services - external sales
|
$
|
537,816
|
|
|
$
|
195,747
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
733,563
|
|
Advertising and marketing services - intersegment sales
|
30,618
|
|
|
—
|
|
|
—
|
|
|
(30,618
|
)
|
|
—
|
|
|||||
Circulation
|
499,819
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
499,819
|
|
|||||
Other
|
87,087
|
|
|
—
|
|
|
3,293
|
|
|
—
|
|
|
90,380
|
|
|||||
Total revenues
|
$
|
1,155,340
|
|
|
$
|
195,747
|
|
|
$
|
3,293
|
|
|
$
|
(30,618
|
)
|
|
$
|
1,323,762
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Adjusted EBITDA
|
$
|
172,047
|
|
|
$
|
19,831
|
|
|
$
|
(52,330
|
)
|
|
$
|
—
|
|
|
$
|
139,548
|
|
|
Six months ended June 30, 2018
|
||||||||||||||||||
In thousands
|
Publishing
|
|
ReachLocal
|
|
Corporate and Other
|
|
Intersegment eliminations
|
|
Consolidated
|
||||||||||
Advertising and marketing services - external sales
|
$
|
633,552
|
|
|
$
|
196,923
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
830,475
|
|
Advertising and marketing services - intersegment sales
|
30,200
|
|
|
—
|
|
|
—
|
|
|
(30,200
|
)
|
|
—
|
|
|||||
Circulation
|
530,392
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
530,392
|
|
|||||
Other
|
89,067
|
|
|
—
|
|
|
3,785
|
|
|
—
|
|
|
92,852
|
|
|||||
Total revenues
|
$
|
1,283,211
|
|
|
$
|
196,923
|
|
|
$
|
3,785
|
|
|
$
|
(30,200
|
)
|
|
$
|
1,453,719
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Adjusted EBITDA
|
$
|
172,116
|
|
|
$
|
16,480
|
|
|
$
|
(47,929
|
)
|
|
$
|
—
|
|
|
$
|
140,667
|
|
|
Three months ended June 30,
|
|
Six months ended June 30,
|
||||||||||||
In thousands
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Net income (GAAP basis)
|
$
|
26,725
|
|
|
$
|
16,306
|
|
|
$
|
14,820
|
|
|
$
|
15,929
|
|
Provision (benefit) for income taxes
|
12,729
|
|
|
(99
|
)
|
|
9,147
|
|
|
(228
|
)
|
||||
Interest expense
|
6,879
|
|
|
5,935
|
|
|
13,844
|
|
|
10,413
|
|
||||
Other non-operating items, net
|
6,104
|
|
|
(4,042
|
)
|
|
9,134
|
|
|
(8,353
|
)
|
||||
Operating income (GAAP basis)
|
52,437
|
|
|
18,100
|
|
|
46,945
|
|
|
17,761
|
|
||||
Depreciation and amortization
|
35,466
|
|
|
38,378
|
|
|
72,511
|
|
|
78,630
|
|
||||
Gain on sale of property
|
(32,768
|
)
|
|
—
|
|
|
(33,650
|
)
|
|
—
|
|
||||
Restructuring costs
|
6,771
|
|
|
12,611
|
|
|
27,730
|
|
|
21,910
|
|
||||
Asset impairment charges
|
274
|
|
|
10,483
|
|
|
803
|
|
|
14,239
|
|
||||
Other items
|
14,042
|
|
|
6,027
|
|
|
25,209
|
|
|
8,127
|
|
||||
Adjusted EBITDA (non-GAAP basis)
|
$
|
76,222
|
|
|
$
|
85,599
|
|
|
$
|
139,548
|
|
|
$
|
140,667
|
|
|
Three months ended June 30,
|
|
Six months ended June 30,
|
||||||||||||||||||
In thousands
|
2019
|
|
2018
|
|
Change
|
|
2019
|
|
2018
|
|
Change
|
||||||||||
Operating revenues:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Publishing
|
$
|
576,173
|
|
|
$
|
644,551
|
|
|
(11
|
%)
|
|
$
|
1,155,340
|
|
|
$
|
1,283,211
|
|
|
(10
|
%)
|
ReachLocal
|
98,566
|
|
|
100,435
|
|
|
(2
|
%)
|
|
195,747
|
|
|
196,923
|
|
|
(1
|
%)
|
||||
Corporate and other
|
1,690
|
|
|
1,809
|
|
|
(7
|
%)
|
|
3,293
|
|
|
3,785
|
|
|
(13
|
%)
|
||||
Intersegment eliminations
|
(16,092
|
)
|
|
(16,027
|
)
|
|
—
|
%
|
|
(30,618
|
)
|
|
(30,200
|
)
|
|
1
|
%
|
||||
Total operating revenues
|
660,337
|
|
|
730,768
|
|
|
(10
|
%)
|
|
1,323,762
|
|
|
1,453,719
|
|
|
(9
|
%)
|
||||
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Publishing
|
$
|
476,920
|
|
|
$
|
595,553
|
|
|
(20
|
%)
|
|
$
|
1,013,927
|
|
|
$
|
1,195,048
|
|
|
(15
|
%)
|
ReachLocal
|
100,516
|
|
|
102,131
|
|
|
(2
|
%)
|
|
205,920
|
|
|
201,545
|
|
|
2
|
%
|
||||
Corporate and other
|
46,556
|
|
|
31,011
|
|
|
50
|
%
|
|
87,588
|
|
|
69,565
|
|
|
26
|
%
|
||||
Intersegment eliminations
|
(16,092
|
)
|
|
(16,027
|
)
|
|
—
|
%
|
|
(30,618
|
)
|
|
(30,200
|
)
|
|
1
|
%
|
||||
Total operating expenses
|
607,900
|
|
|
712,668
|
|
|
(15
|
%)
|
|
1,276,817
|
|
|
1,435,958
|
|
|
(11
|
%)
|
||||
Operating income
|
52,437
|
|
|
18,100
|
|
|
***
|
|
|
46,945
|
|
|
17,761
|
|
|
***
|
|
||||
Non-operating expense
|
(12,983
|
)
|
|
(1,893
|
)
|
|
***
|
|
|
(22,978
|
)
|
|
(2,060
|
)
|
|
***
|
|
||||
Income before income taxes
|
39,454
|
|
|
16,207
|
|
|
***
|
|
|
23,967
|
|
|
15,701
|
|
|
53
|
%
|
||||
Provision (benefit) for income taxes
|
12,729
|
|
|
(99
|
)
|
|
***
|
|
|
9,147
|
|
|
(228
|
)
|
|
***
|
|
||||
Net income
|
$
|
26,725
|
|
|
$
|
16,306
|
|
|
64
|
%
|
|
$
|
14,820
|
|
|
$
|
15,929
|
|
|
(7
|
%)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Earnings per share - diluted
|
$
|
0.23
|
|
|
$
|
0.14
|
|
|
64
|
%
|
|
$
|
0.13
|
|
|
$
|
0.14
|
|
|
(7
|
%)
|
|
Three months ended June 30,
|
|
Six months ended June 30,
|
||||||||||||||||||
In thousands
|
2019
|
|
2018
|
|
Change
|
|
2019
|
|
2018
|
|
Change
|
||||||||||
Operating revenues:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Advertising and marketing services
|
$
|
285,854
|
|
|
$
|
335,755
|
|
|
(15
|
%)
|
|
$
|
568,434
|
|
|
$
|
663,752
|
|
|
(14
|
%)
|
Circulation
|
247,092
|
|
|
263,806
|
|
|
(6
|
%)
|
|
499,819
|
|
|
530,392
|
|
|
(6
|
%)
|
||||
Other
|
43,227
|
|
|
44,990
|
|
|
(4
|
%)
|
|
87,087
|
|
|
89,067
|
|
|
(2
|
%)
|
||||
Total operating revenues
|
576,173
|
|
|
644,551
|
|
|
(11
|
%)
|
|
1,155,340
|
|
|
1,283,211
|
|
|
(10
|
%)
|
||||
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Cost of sales
|
361,125
|
|
|
406,702
|
|
|
(11
|
%)
|
|
730,563
|
|
|
818,705
|
|
|
(11
|
%)
|
||||
Selling, general and administrative expenses
|
124,541
|
|
|
144,764
|
|
|
(14
|
%)
|
|
254,634
|
|
|
293,934
|
|
|
(13
|
%)
|
||||
Depreciation and amortization
|
17,758
|
|
|
24,157
|
|
|
(26
|
%)
|
|
37,497
|
|
|
50,446
|
|
|
(26
|
%)
|
||||
Gain on sale of property
|
(32,768
|
)
|
|
—
|
|
|
***
|
|
|
(33,650
|
)
|
|
—
|
|
|
***
|
|
||||
Restructuring costs
|
5,990
|
|
|
9,447
|
|
|
(37
|
%)
|
|
24,079
|
|
|
17,724
|
|
|
36
|
%
|
||||
Asset impairment charges
|
274
|
|
|
10,483
|
|
|
(97
|
%)
|
|
804
|
|
|
14,239
|
|
|
(94
|
%)
|
||||
Total operating expenses
|
476,920
|
|
|
595,553
|
|
|
(20
|
%)
|
|
1,013,927
|
|
|
1,195,048
|
|
|
(15
|
%)
|
||||
Operating income
|
$
|
99,253
|
|
|
$
|
48,998
|
|
|
***
|
|
|
$
|
141,413
|
|
|
$
|
88,163
|
|
|
60
|
%
|
|
Three months ended June 30,
|
|
Six months ended June 30,
|
||||||||||||||||||
In thousands
|
2019
|
|
2018
|
|
Change
|
|
2019
|
|
2018
|
|
Change
|
||||||||||
Operating income (GAAP basis)
|
$
|
99,253
|
|
|
$
|
48,998
|
|
|
***
|
|
|
$
|
141,413
|
|
|
$
|
88,163
|
|
|
60
|
%
|
Depreciation and amortization
|
17,758
|
|
|
24,157
|
|
|
(26
|
%)
|
|
37,497
|
|
|
50,446
|
|
|
(26
|
%)
|
||||
Gain on sale of property
|
(32,768
|
)
|
|
—
|
|
|
***
|
|
|
(33,650
|
)
|
|
—
|
|
|
***
|
|
||||
Restructuring costs
|
5,990
|
|
|
9,447
|
|
|
(37
|
%)
|
|
24,079
|
|
|
17,724
|
|
|
36
|
%
|
||||
Asset impairment charges
|
274
|
|
|
10,483
|
|
|
(97
|
%)
|
|
804
|
|
|
14,239
|
|
|
(94
|
%)
|
||||
Other items
|
157
|
|
|
1,273
|
|
|
(88
|
%)
|
|
1,904
|
|
|
1,544
|
|
|
23
|
%
|
||||
Adjusted EBITDA (non-GAAP basis)
|
$
|
90,664
|
|
|
$
|
94,358
|
|
|
(4
|
%)
|
|
$
|
172,047
|
|
|
$
|
172,116
|
|
|
—
|
%
|
|
Three months ended June 30,
|
|
Six months ended June 30,
|
||||||||||||||||||
In thousands
|
2019
|
|
2018
|
|
Change
|
|
2019
|
|
2018
|
|
Change
|
||||||||||
Operating revenues:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Advertising and marketing services
|
$
|
98,566
|
|
|
$
|
100,435
|
|
|
(2
|
)%
|
|
$
|
195,747
|
|
|
$
|
196,923
|
|
|
(1
|
)%
|
Total operating revenues
|
98,566
|
|
|
100,435
|
|
|
(2
|
)%
|
|
195,747
|
|
|
196,923
|
|
|
(1
|
)%
|
||||
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cost of sales
|
53,015
|
|
|
57,633
|
|
|
(8
|
)%
|
|
105,120
|
|
|
112,605
|
|
|
(7
|
)%
|
||||
Selling, general and administrative expenses
|
34,249
|
|
|
32,636
|
|
|
5
|
%
|
|
74,477
|
|
|
68,026
|
|
|
9
|
%
|
||||
Depreciation and amortization
|
13,152
|
|
|
8,896
|
|
|
48
|
%
|
|
26,084
|
|
|
17,409
|
|
|
50
|
%
|
||||
Restructuring costs
|
100
|
|
|
2,966
|
|
|
(97
|
)%
|
|
239
|
|
|
3,505
|
|
|
(93
|
)%
|
||||
Total operating expenses
|
100,516
|
|
|
102,131
|
|
|
(2
|
)%
|
|
205,920
|
|
|
201,545
|
|
|
2
|
%
|
||||
Operating loss
|
$
|
(1,950
|
)
|
|
$
|
(1,696
|
)
|
|
15
|
%
|
|
$
|
(10,173
|
)
|
|
$
|
(4,622
|
)
|
|
***
|
|
As of date
|
June 30, 2019
|
|
December 31, 2018
|
||
Active Clients (a)
|
17,300
|
|
|
20,800
|
|
Active Product Units (b)
|
34,400
|
|
|
40,300
|
|
|
Three months ended June 30,
|
|
Six months ended June 30,
|
||||||||||||||||||
In thousands
|
2019
|
|
2018
|
|
Change
|
|
2019
|
|
2018
|
|
Change
|
||||||||||
Operating loss (GAAP basis)
|
$
|
(1,950
|
)
|
|
$
|
(1,696
|
)
|
|
15
|
%
|
|
$
|
(10,173
|
)
|
|
$
|
(4,622
|
)
|
|
***
|
|
Depreciation and amortization
|
13,152
|
|
|
8,896
|
|
|
48
|
%
|
|
26,084
|
|
|
17,409
|
|
|
50
|
%
|
||||
Restructuring costs
|
100
|
|
|
2,966
|
|
|
(97
|
%)
|
|
239
|
|
|
3,505
|
|
|
(93
|
%)
|
||||
Other items
|
898
|
|
|
105
|
|
|
***
|
|
|
3,681
|
|
|
188
|
|
|
***
|
|
||||
Adjusted EBITDA (non-GAAP basis)
|
$
|
12,200
|
|
|
$
|
10,271
|
|
|
19
|
%
|
|
$
|
19,831
|
|
|
$
|
16,480
|
|
|
20
|
%
|
|
Three months ended June 30,
|
|
Six months ended June 30,
|
||||||||||||
In thousands
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Pre-tax net income
|
$
|
39,454
|
|
|
$
|
16,207
|
|
|
$
|
23,967
|
|
|
$
|
15,701
|
|
Income tax expense (benefit)
|
12,729
|
|
|
(99
|
)
|
|
9,147
|
|
|
(228
|
)
|
||||
Effective tax rate
|
32.3
|
%
|
|
***
|
|
|
38.2
|
%
|
|
***
|
|
|
Six months ended June 30,
|
||||||
In thousands
|
2019
|
|
2018
|
||||
Net cash provided by operating activities
|
$
|
35,646
|
|
|
$
|
80,530
|
|
Net cash used for investing activities
|
(16,864
|
)
|
|
(5,289
|
)
|
||
Net cash (used for) provided by financing activities
|
(42,963
|
)
|
|
13,004
|
|
||
Effect of currency exchange rate change on cash
|
53
|
|
|
1,126
|
|
||
Net increase (decrease) in cash
|
$
|
(24,128
|
)
|
|
$
|
89,371
|
|
•
|
Adjusted EBITDA is a non-GAAP financial performance measure we believe offers a useful view of the overall operation of our businesses. Adjusted EBITDA is defined as net income before (1) income taxes, (2) interest expense, (3) equity income, (4) other non-operating items, (5) restructuring costs, (6) asset impairment charges, (7) other items (including acquisition-related expenses, certain business transformation costs, litigation expenses, and gains or losses on certain investments), and (8) depreciation and amortization. When adjusted EBITDA is discussed in this report, the most directly comparable GAAP financial measure is net income.
|
•
|
Adjusted net income is a non-GAAP financial performance measure we use for the purpose of calculating adjusted EPS. Adjusted net income is defined as net income before the adjustments we apply in calculating adjusted EPS as described below. We believe presenting adjusted net income is useful to enable investors to understand how we calculate adjusted EPS, which provides a useful view of the overall operation of our business. When adjusted net income is described in this report, the most directly comparable GAAP financial measure is net income.
|
•
|
Adjusted EPS is a non-GAAP financial performance measure we believe offers a useful view of the overall operation of our business. We define adjusted EPS as EPS before tax-effected (1) restructuring costs, (2) asset impairment charges, (3) non-operating gains and losses, and (4) other items (including acquisition-related expenses, certain business transformation expenses, litigation expenses, and gains or losses on certain investments). The tax impact on these non-GAAP tax deductible adjustments is based on the estimated statutory tax rates for the U.K. of 19% and the U.S. of 25.5%. When adjusted EPS is discussed in this report, the most directly comparable GAAP financial measure is diluted EPS.
|
•
|
Free cash flow is a non-GAAP liquidity measure that adjusts our reported GAAP results for items we believe are critical to the ongoing success of our business. We define free cash flow as cash flow from operating activities less capital expenditures, which results in a figure representing free cash flow available for use in operations, additional investments, debt obligations, and returns to shareholders. When free cash flow is discussed in this report, the most directly comparable GAAP financial measure is net cash from operating activities.
|
|
Three months ended June 30,
|
|
Six months ended June 30,
|
||||||||||||||||||
In thousands
|
2019
|
|
2018
|
|
Change
|
|
2019
|
|
2018
|
|
Change
|
||||||||||
Net income (GAAP basis)
|
$
|
26,725
|
|
|
$
|
16,306
|
|
|
64
|
%
|
|
$
|
14,820
|
|
|
$
|
15,929
|
|
|
(7
|
%)
|
Provision (benefit) for income taxes
|
12,729
|
|
|
(99
|
)
|
|
***
|
|
|
9,147
|
|
|
(228
|
)
|
|
***
|
|
||||
Interest expense
|
6,879
|
|
|
5,935
|
|
|
16
|
%
|
|
13,844
|
|
|
10,413
|
|
|
33
|
%
|
||||
Other non-operating items, net
|
6,104
|
|
|
(4,042
|
)
|
|
***
|
|
|
9,134
|
|
|
(8,353
|
)
|
|
***
|
|
||||
Operating income (GAAP basis)
|
52,437
|
|
|
18,100
|
|
|
***
|
|
|
46,945
|
|
|
17,761
|
|
|
***
|
|
||||
Depreciation and amortization
|
35,466
|
|
|
38,378
|
|
|
(8
|
%)
|
|
72,511
|
|
|
78,630
|
|
|
(8
|
%)
|
||||
Gain on sale of property
|
(32,768
|
)
|
|
—
|
|
|
***
|
|
|
(33,650
|
)
|
|
—
|
|
|
***
|
|
||||
Restructuring costs
|
6,771
|
|
|
12,611
|
|
|
(46
|
%)
|
|
27,730
|
|
|
21,910
|
|
|
27
|
%
|
||||
Asset impairment charges
|
274
|
|
|
10,483
|
|
|
(97
|
%)
|
|
803
|
|
|
14,239
|
|
|
(94
|
%)
|
||||
Other items (a)
|
14,042
|
|
|
6,027
|
|
|
***
|
|
|
25,209
|
|
|
8,127
|
|
|
***
|
|
||||
Adjusted EBITDA (non-GAAP basis)
|
$
|
76,222
|
|
|
$
|
85,599
|
|
|
(11
|
%)
|
|
$
|
139,548
|
|
|
$
|
140,667
|
|
|
(1
|
%)
|
|
Three months ended June 30,
|
|
Six months ended June 30,
|
||||||||||||||||||
In thousands, except per share data
|
2019
|
|
2018
|
|
Change
|
|
2019
|
|
2018
|
|
Change
|
||||||||||
Gain on sale of property
|
$
|
(32,768
|
)
|
|
$
|
—
|
|
|
***
|
|
|
$
|
(33,650
|
)
|
|
$
|
—
|
|
|
***
|
|
Restructuring costs (including accelerated depreciation)
|
7,324
|
|
|
16,833
|
|
|
(56
|
%)
|
|
29,984
|
|
|
31,293
|
|
|
(4
|
%)
|
||||
Asset impairment charges
|
274
|
|
|
10,483
|
|
|
(97
|
%)
|
|
803
|
|
|
14,239
|
|
|
(94
|
%)
|
||||
Loss (gain) from other non-operating activities
|
4,810
|
|
|
(2,862
|
)
|
|
***
|
|
|
4,308
|
|
|
(2,728
|
)
|
|
***
|
|
||||
Other items (a)
|
14,077
|
|
|
4,294
|
|
|
***
|
|
|
24,596
|
|
|
5,932
|
|
|
***
|
|
||||
Pretax impact
|
(6,283
|
)
|
|
28,748
|
|
|
***
|
|
|
26,041
|
|
|
48,736
|
|
|
(47
|
%)
|
||||
Income tax impact of above items
|
1,714
|
|
|
(7,173
|
)
|
|
***
|
|
|
(6,484
|
)
|
|
(12,100
|
)
|
|
(46
|
%)
|
||||
Tax benefit
|
—
|
|
|
(2,094
|
)
|
|
(100
|
%)
|
|
—
|
|
|
(2,094
|
)
|
|
(100
|
%)
|
||||
Other tax-related items
|
1,879
|
|
|
—
|
|
|
***
|
|
|
1,879
|
|
|
—
|
|
|
***
|
|
||||
Impact of items affecting comparability on net income (loss)
|
$
|
(2,690
|
)
|
|
$
|
19,481
|
|
|
***
|
|
|
$
|
21,436
|
|
|
$
|
34,542
|
|
|
(38
|
%)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income (GAAP basis)
|
$
|
26,725
|
|
|
$
|
16,306
|
|
|
64
|
%
|
|
$
|
14,820
|
|
|
$
|
15,929
|
|
|
(7
|
%)
|
Impact of items affecting comparability on net income (loss)
|
(2,690
|
)
|
|
19,481
|
|
|
***
|
|
|
21,436
|
|
|
34,542
|
|
|
(38
|
%)
|
||||
Adjusted net income (non-GAAP basis)
|
$
|
24,035
|
|
|
$
|
35,787
|
|
|
(33
|
%)
|
|
$
|
36,256
|
|
|
$
|
50,471
|
|
|
(28
|
%)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Earnings per share - diluted (GAAP basis)
|
$
|
0.23
|
|
|
$
|
0.14
|
|
|
64
|
%
|
|
$
|
0.13
|
|
|
$
|
0.14
|
|
|
(7
|
%)
|
Impact of items affecting comparability on net income (loss)
|
(0.02
|
)
|
|
0.17
|
|
|
***
|
|
|
0.18
|
|
|
0.29
|
|
|
(38
|
%)
|
||||
Adjusted earnings per share - diluted (non-GAAP basis)
|
$
|
0.21
|
|
|
$
|
0.31
|
|
|
(32
|
%)
|
|
$
|
0.31
|
|
|
$
|
0.43
|
|
|
(28
|
%)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Diluted weighted average number of common shares outstanding (GAAP basis)
|
116,692
|
|
|
116,219
|
|
|
—
|
%
|
|
117,375
|
|
|
116,035
|
|
|
1
|
%
|
||||
Diluted weighted average number of common shares outstanding (non-GAAP basis)
|
116,692
|
|
|
116,219
|
|
|
—
|
%
|
|
117,375
|
|
|
116,035
|
|
|
1
|
%
|
|
Three months ended June 30,
|
|
Six months ended June 30,
|
||||||||
In thousands
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||
Weighted average number of shares outstanding - basic (GAAP basis)
|
114,521
|
|
|
112,946
|
|
|
114,485
|
|
|
112,852
|
|
Effect of dilutive securities (GAAP basis)
|
|
|
|
|
|
|
|
||||
Restricted stock units
|
821
|
|
|
2,243
|
|
|
1,087
|
|
|
2,245
|
|
Performance share units
|
1,346
|
|
|
954
|
|
|
1,787
|
|
|
855
|
|
Stock options
|
4
|
|
|
76
|
|
|
16
|
|
|
83
|
|
Weighted average number of shares outstanding - diluted (GAAP basis)
|
116,692
|
|
|
116,219
|
|
|
117,375
|
|
|
116,035
|
|
Effect of dilutive securities (non-GAAP basis)
|
|
|
|
|
|
|
|
||||
Restricted stock units
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Performance share units
|
—
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—
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—
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—
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Stock options
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—
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—
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—
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—
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Weighted average number of shares outstanding - diluted (non-GAAP basis)
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116,692
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|
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116,219
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|
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117,375
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116,035
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Six months ended June 30,
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||||||
In thousands
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2019
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|
2018
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||||
Net cash flow provided by operating activities (GAAP basis)
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$
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35,646
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|
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$
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80,530
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Capital expenditures
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(25,918
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)
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(27,522
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)
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||
Free cash flow (non-GAAP basis)
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$
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9,728
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|
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$
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53,008
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•
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Our ability to achieve our strategic transformation;
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•
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Potential disruption due to the reorganization of our sales force;
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•
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An accelerated decline in general print readership and/or advertiser patterns as a result of changing consumer preferences, competitive alternative media, or other factors;
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•
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An inability to adapt to technological changes or grow our digital businesses;
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•
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Risks associated with the operation of an increasingly digital business, such as rapid technological changes, challenges associated with new delivery platforms, declines in web traffic levels, technical failures, and proliferation of ad blocking technologies;
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•
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Competitive pressures in the markets in which we operate;
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•
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Macroeconomic trends and conditions;
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•
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Increases in newsprint costs over the levels anticipated or declines in newsprint supply;
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•
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Risks and uncertainties associated with our ReachLocal segment, including its significant reliance on Google for media purchases, its international operations and its ability to develop and gain market acceptance for new products or services;
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•
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Our ability to protect our intellectual property or defend successfully against infringement claims;
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•
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Our ability to attract and retain talent;
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•
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Labor relations, including, but not limited to, labor disputes which may cause business interruptions, revenue declines or increased labor costs;
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•
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Potential disruption or interruption of our IT systems due to accidents, extraordinary weather events, civil unrest, political events, terrorism or cyber security attacks;
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•
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Risks and uncertainties related to strategic acquisitions, investments, or divestitures including distraction of management attention, incurrence of additional debt, integration challenges, and failure to realize expected benefits or synergies or to operate businesses effectively following acquisitions;
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•
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Risks and uncertainties relating to the proposed transaction between us and New Media Investment Group Inc., including the parties' ability to consummate the proposed transaction in the time period expected or at all, and risks relating to the parties' ability to achieve the anticipated benefits of the proposed transaction;
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•
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Risk of financial loss and reputational harm related to reduction or closure of operations in light of ongoing challenges affecting the publishing industry;
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•
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Variability in the exchange rate relative to the U.S. dollar of currencies in foreign jurisdictions in which we operate;
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•
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Risks associated with our underfunded pension plans and the plans of our affiliates and investees;
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•
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Adverse outcomes in litigation or proceedings with governmental authorities or administrative agencies, or changes in the regulatory environment, any of which could encumber or impede our efforts to improve operating results or the value of assets;
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•
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Volatility in financial and credit markets which could affect the value of retirement plan assets and our ability to raise funds through debt or equity issuances and otherwise affect our ability to access the credit and capital markets at the times and in the amounts needed and on acceptable terms;
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•
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Risks to our liquidity related to the redemption, conversion, and similar features of our convertible notes;
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•
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Political, economic, and market uncertainty resulting from the pending withdrawal of the U.K. from the European Union; and
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•
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Other uncertainties relating to general economic, political, business, industry, regulatory and market conditions.
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•
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depending on the reasons for termination of the Merger Agreement, the requirement that Gannett pay New Media a termination fee of $45 million;
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•
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the fact that substantial costs related to the Merger, such as legal, accounting, filing, financial advisory and financial printing fees, must be paid regardless of whether the Merger is completed;
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•
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possible negative reactions from our customers, clients, suppliers and employees, which could adversely affect our ability to maintain relationships with such customers, clients and suppliers, impair our ability to retain and motivate key personnel and lead to the disruption of our ongoing business or otherwise adversely affect the business and financial results of Gannett, without our realizing any of the benefits of having the Merger completed;
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•
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the fact that matters relating to the Mergers may require substantial commitments of time and resources by our management, which could otherwise have been devoted to day-to-day operations and other opportunities that may have been beneficial to us as an independent company;
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•
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the fact that under the Merger Agreement, we are subject to certain restrictions on the conduct of our business prior to completing the Merger, which may adversely affect our ability to execute certain of our business strategies or pursue certain opportunities that would have been beneficial to us an independent company; and
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•
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the fact that we will need to refinance our existing Credit Facility or obtain new term debt if the Merger is not completed, and uncertainty arising from the pendency of the Merger could impact our ability to complete such refinancing or obtain new debt on the timeline or on terms that might otherwise have been available.
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31-1
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Rule 13a-14(a) Certification of CEO
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31-2
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Rule 13a-14(a) Certification of CFO
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32-1
|
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Section 1350 Certification of CEO
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32-2
|
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Section 1350 Certification of CFO
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10.1
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Letter Agreement, dated as of March 15, 2019, by and between Gannett Co., Inc. and Barbara W. Wall.*
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101
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The following financial information from Gannett Co., Inc. Quarterly Report on Form 10-Q for the quarter ended June 30, 2019, formatted in XBRL: (i) Unaudited Condensed Consolidated Balance Sheets at June 30, 2019 and December 31, 2018, (ii) Unaudited Condensed Consolidated Statements of Income (Loss) for the fiscal quarters ended June 30, 2019 and June 30, 2018, (iii) Unaudited Condensed Consolidated Statements of Comprehensive Income for the fiscal quarters ended June 30, 2019 and June 30, 2018, (iv) Unaudited Condensed Consolidated Cash Flow Statements for the fiscal quarters ended June 30, 2019 and June 30, 2018, and (v) Unaudited Notes to Condensed Consolidated Financial Statements
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Attached.
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Date: August 8, 2019
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GANNETT CO., INC.
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/s/ Alison K. Engel
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Alison K. Engel
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Senior Vice President, Chief Financial Officer and Treasurer
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(on behalf of Registrant and as Principal Financial Officer)
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I,
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Barbara W. Wall, certify that:
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1.
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I have reviewed this quarterly report on Form 10-Q of Gannett Co., Inc.;
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2.
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Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
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3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
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4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and we have:
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
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b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
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c)
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Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
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d)
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Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
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b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date: August 8, 2019
|
|
/s/ Barbara W. Wall
|
Barbara W. Wall
|
Interim Chief Operating Officer
|
(principal executive officer)
|
I,
|
Alison K. Engel, certify that:
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Gannett Co., Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and we have:
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
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5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date: August 8, 2019
|
|
/s/ Alison K. Engel
|
Alison K. Engel
|
Senior Vice President, Chief Financial Officer and Treasurer
|
(principal financial officer)
|
(1)
|
the Report fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934; and
|
(2)
|
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Gannett.
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/s/ Barbara W. Wall
|
Barbara W. Wall
|
Interim Chief Operating Officer
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(principal executive officer)
|
August 8, 2019
|
(1)
|
the Report fully complies with the requirements of Section 13(a) of the Securities Exchange Act of 1934; and
|
(2)
|
the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of Gannett.
|
/s/ Alison K. Engel
|
Alison K. Engel
|
Senior Vice President, Chief Financial Officer and Treasurer
|
(principal financial officer)
|
August 8, 2019
|