e8vk
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): October 31, 2008
A. H. BELO CORPORATION
(Exact name of registrant as specified in its charter)
|
|
|
|
|
Delaware
|
|
1-33741
|
|
38-3765318 |
(State or other jurisdiction
|
|
(Commission File Number)
|
|
(I.R.S. Employer |
of incorporation)
|
|
|
|
Identification No.) |
|
|
|
P. O. Box 224866 |
|
|
Dallas, Texas
|
|
75222-4866 |
(Address of principal executive offices)
|
|
(Zip Code) |
Registrants telephone number, including area code: (214) 977-8200
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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:
o |
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|
o |
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
o |
|
Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b)) |
|
o |
|
Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02. Results of Operations and Financial Condition.
On October 31, 2008, A. H. Belo Corporation announced its consolidated financial results for the
quarter ended September 30, 2008. A copy of the announcement press release is furnished with this
report as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
99.1 A. H. Belo Corporation Earnings Press Release dated October 31, 2008
Signatures
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.
|
|
|
|
|
Date: October 31, 2008 |
A. H. BELO CORPORATION
|
|
|
By: |
/s/ Alison K. Engel
|
|
|
|
Alison K. Engel |
|
|
|
Senior Vice President/Chief
Financial Officer |
|
EXHIBIT INDEX
99.1 A. H. Belo Corporation Earnings Press Release dated October 31, 2008
exv99w1
Exhibit 99.1
|
|
|
|
|
FOR IMMEDIATE RELEASE |
|
|
Friday, October 31, 2008 |
|
|
7:00 A.M. CDT |
A. H. BELO CORPORATION ANNOUNCES
THIRD QUARTER 2008 FINANCIAL RESULTS
DALLAS - A. H. Belo Corporation (NYSE: AHC) reported third quarter revenues of $153.8 million
and a net loss of $17.3 million or $0.84 per share for the third quarter. The results include
charges totaling $11.1 million related to a voluntary severance program and $4.5 million related to
the impairment of a printing press. The aggregate newspaper EBITDA margin before these special
items was 8.1 percent in the third quarter. EBITDA margins were highest at The Providence Journal,
followed by The Dallas Morning News.
A. H. Belo drew $10 million from its revolving credit facility in September to fund the
voluntary severance program costs and negotiated an amendment to its credit facility in October
that will enable the Company to have greater financial flexibility.
Robert W. Decherd, chairman, president and Chief Executive Officer, said, These are
challenging times for A. H. Belo, the industry and the country. In light of a weak ad environment
and ad trends that may not stabilize in the short term, we remain steadfast in delivering
highly-valued audiences and marketing solutions to advertisers while maximizing our existing
infrastructure and reducing expenses Company-wide.
AHC continues its transformation in streamlining operations and targeting sustainable
incremental revenue streams. Some of the Companys initiatives in the third quarter included:
|
|
|
On August 27, The Dallas Morning News launched Briefing, a free, home-delivered
condensed print news product that leverages existing resources. Briefing targets
families who are non-subscribers but are interested in local news and information.
Advertisers and consumers have responded
positively to Briefing, resulting in approximately $0.5 million in |
- more -
A. H. Belo Third Quarter Financial Results
October 31, 2008
Page Two
|
|
|
incremental third quarter revenue and lower than expected opt-out rates |
|
|
|
|
Circulation was tripled for Al Día, a free Spanish-language newspaper published
by The Dallas Morning News, to increase effectiveness for pre-print advertisers |
|
|
|
|
The Dallas Morning News and the Fort Worth Star-Telegram entered into a joint
distribution agreement to maximize operating efficiencies and improve delivery
time in certain parts of each newspapers distribution area |
|
|
|
|
The Press-Enterprise re-evaluated its circulation footprint and eliminated its
distribution to Palm Springs, which will improve EBITDA performance by
approximately $600,000 for 2009 |
|
|
|
|
The Dallas Morning News reduced the number of zoned editions it publishes from
five to three, thereby reducing press runs and simplifying daily composition
requirements |
AHC completed a voluntary severance offer (VSO) in September, which will result in annualized
savings of approximately $24 million. As of September 30, 2008, after the majority of employees
who accepted the VSO had left the Company, A. H. Belo had approximately 2,980 full-time and 480
part-time employees. The Company completed a reduction-in-force on October 24 in order to achieve
additional savings. The reduction-in-force affected approximately 90 employees and cost $2.4
million, which will be recorded in the fourth quarter. The combined workforce reductions will
result in savings of approximately $29 million on an annualized basis.
- more -
A. H. Belo Third Quarter Financial Results
October 31, 2008
Page Three
Third Quarter Highlights
Total revenue decreased 15 percent in the third quarter versus the prior year.
Advertising revenue, including print and Internet revenue, was down 22 percent, driven
primarily by declines in classified revenue at The Dallas Morning News and The Press-Enterprise.
For the third consecutive quarter, the year-over-year percent decline in The
Press-Enterprises advertising revenues, including print and Internet, improved. The percent
decline in The Press-Enterprises advertising revenues improved 300 basis points from the second
quarter to the third quarter. The Press-Enterprise experienced a 29 percent increase in part-run
revenue and an 8 percent increase in national revenue over the prior year.
AHCs Internet revenues accounted for 7.4 percent of total revenues in the quarter. Internet
revenues were $11.4 million, 19 percent below the same period last year. Circulation revenue
increased 12 percent.
In the third quarter, despite having incurred over $11 million in expenses for the voluntary
severance offer, AHC reduced total consolidated operating expenses by $2.0 million or 1.2 percent
over the same period last year. This decrease included a $4.8 million decline in outside services
expense, a $1.8 million decline in advertising and promotion expense and a $0.8 million decline in
newsprint expense. Excluding voluntary severance costs, total operating expense at all three major
newspapers declined in the third quarter.
Corporate & Non-Operating Company Results
Corporate and non-operating company expenses declined more than $3 million
versus the same period last year. The decline was due primarily to a drop in outside
- more -
A. H. Belo Third Quarter Financial Results
October 31, 2008
Page Four
services. The 2007 corporate and non-operating company expenses are based on an
estimate of allocated amounts since AHC did not become a separate public company until February 8,
2008 when AHC was spun off from Belo Corp. AHCs 2007 historical financial information reflects
allocations for services historically provided by Belo Corp.,
and these allocated costs may be different from the actual costs AHC will incur for these
services in the future as a separate public company, including with respect to actual services
provided to AHC by Belo Corp. under a services agreement and other agreements. In some instances,
the costs incurred for these services as a separate public company may be higher than the share of
total Belo Corp. expenses allocated to AHC historically.
Non-GAAP Financial Measures
Reconciliations of consolidated and newspaper EBITDA to net loss are included as exhibits to
this release.
Financial Results Conference Call
AHC will conduct a conference call today at 10:00 a.m. CDT to discuss financial and strategic
results. The conference call will be available via Webcast by accessing the Companys Web site
(www.ahbelo.com/invest) or by dialing 1-800-230-1092 (USA) or 612-288-0340 (International). A
replay line will be available at 800-475-6701 (USA) or 320-365-3844 (International) from 12:00 p.m.
CDT on October 31 until 11:59 p.m. CST
on November 7, 2008. The access code for the replay is 963236.
- more -
A. H. Belo Third Quarter Financial Results
October 31, 2008
Page Five
About A. H. Belo Corporation
A. H. Belo Corporation (NYSE: AHC) headquartered in Dallas, Texas, is a
distinguished news and information company that owns and operates four daily
newspapers and a diverse group of Web sites. A. H. Belo publishes The Dallas Morning News, Texas
leading newspaper and winner of eight Pulitzer Prizes since 1986; The
Providence Journal, the oldest continuously-published daily newspaper in the U.S. and winner of
four Pulitzer Prizes; The Press-Enterprise (Riverside, CA), serving southern Californias Inland
Empire region and winner of one Pulitzer Prize; and the Denton
Record-Chronicle. The Company publishes various specialty publications targeting niche audiences,
young adults and the fast-growing Hispanic market. The Companys partnerships and/or investments
include the Yahoo! Newspaper Consortium and Classified Ventures, owner of cars.com. A. H. Belo
also owns direct mail and
commercial printing businesses. Additional information is available at www.ahbelo.com or by
contacting Maribel Correa, director/Investor Relations, at 214-977-2702.
Statements in this communication concerning A. H. Belo Corporations (the Companys) business
outlook or future economic performance, anticipated profitability, revenues, expenses, dividends,
capital expenditures, investments, future financings, and other financial and non-financial items
that are not historical facts, are forward-looking statements as the term is defined under
applicable federal securities laws. Forward-looking statements are subject to risks, uncertainties
and other factors that could cause actual results to differ materially from those statements.
Such risks, uncertainties and factors include, but are not limited to, changes in capital market
conditions and prospects, and other factors such as changes in advertising demand, interest rates,
and newsprint prices; newspaper circulation trends and other circulation matters, including changes
in readership patterns and demography, and audits and related actions by the Audit Bureau of
Circulations; challenges in achieving expense reduction goals, and on schedule, and resulting
potential effects on operations; technological changes; development of Internet commerce; industry
cycles; changes in pricing or other actions by competitors and suppliers; regulatory, tax and legal
changes; adoption of new accounting standards or changes in existing accounting standards by the
Financial Accounting Standards Board or other accounting standard-setting bodies or authorities;
the effects of Company acquisitions, dispositions, co-owned ventures, and investments; general
economic conditions; significant armed conflict; and other factors beyond our control, as well as
other risks described on Form 10-K and other public disclosures and filings with the Securities and
Exchange Commission.
A. H. Belo Corporation
Consolidated Statements of Operations
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
|
Nine months ended |
|
|
|
September 30, |
|
|
September 30, |
|
In thousands, except per share amounts (unaudited) |
|
2008 |
|
|
2007 |
|
|
2008 |
|
|
2007 |
|
Net operating revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Advertising |
|
$ |
114,811 |
|
|
$ |
147,511 |
|
|
$ |
364,575 |
|
|
$ |
447,160 |
|
Circulation |
|
|
31,563 |
|
|
|
28,210 |
|
|
|
90,943 |
|
|
|
83,721 |
|
Other |
|
|
7,459 |
|
|
|
6,219 |
|
|
|
21,757 |
|
|
|
19,048 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total net operating revenues |
|
|
153,833 |
|
|
|
181,940 |
|
|
|
477,275 |
|
|
|
549,929 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Costs and Expenses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Salaries, wages and employee benefits |
|
|
77,804 |
|
|
|
72,840 |
|
|
|
220,909 |
|
|
|
220,631 |
|
Other production, distribution and operating costs |
|
|
60,768 |
|
|
|
66,243 |
|
|
|
182,682 |
|
|
|
192,312 |
|
Newsprint, ink and other supplies |
|
|
23,523 |
|
|
|
25,037 |
|
|
|
70,230 |
|
|
|
77,712 |
|
Impairment on printing press |
|
|
4,535 |
|
|
|
|
|
|
|
4,535 |
|
|
|
|
|
Depreciation |
|
|
10,962 |
|
|
|
11,142 |
|
|
|
35,414 |
|
|
|
33,854 |
|
Amortization |
|
|
1,625 |
|
|
|
1,624 |
|
|
|
4,875 |
|
|
|
4,874 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total operating costs and expenses |
|
|
179,217 |
|
|
|
176,886 |
|
|
|
518,645 |
|
|
|
529,383 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) from operations |
|
|
(25,384 |
) |
|
|
5,054 |
|
|
|
(41,370 |
) |
|
|
20,546 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other income and expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense |
|
|
(52 |
) |
|
|
(8,768 |
) |
|
|
(3,283 |
) |
|
|
(26,547 |
) |
Other income (expense), net |
|
|
(25 |
) |
|
|
530 |
|
|
|
1,237 |
|
|
|
3,312 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other income and expense |
|
|
(77 |
) |
|
|
(8,238 |
) |
|
|
(2,046 |
) |
|
|
(23,235 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Loss before income taxes |
|
|
(25,461 |
) |
|
|
(3,184 |
) |
|
|
(43,416 |
) |
|
|
(2,689 |
) |
Income tax (benefit) expense |
|
|
(8,203 |
) |
|
|
3,097 |
|
|
|
(14,243 |
) |
|
|
688 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss |
|
$ |
(17,258 |
) |
|
$ |
(6,281 |
) |
|
$ |
(29,173 |
) |
|
$ |
(3,377 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss per share |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and Diluted |
|
$ |
(.84 |
) |
|
$ |
(.31 |
) |
|
$ |
(1.42 |
) |
|
$ |
(.17 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Average shares outstanding |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic and Diluted |
|
|
20,479 |
|
|
|
20,452 |
|
|
|
20,477 |
|
|
|
20,452 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash dividends declared per share |
|
$ |
0.375 |
|
|
$ |
|
|
|
$ |
0.625 |
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
A. H. Belo Corporation
Condensed Consolidated Balance Sheets
|
|
|
|
|
|
|
|
|
|
|
September 30, |
|
|
December 31, |
|
In thousands |
|
2008 |
|
|
2007 |
|
|
|
(unaudited) |
|
|
|
|
|
Assets |
|
|
|
|
|
|
|
|
Current assets |
|
|
|
|
|
|
|
|
Cash and temporary cash investments |
|
$ |
17,712 |
|
|
$ |
6,874 |
|
Accounts receivable, net |
|
|
66,289 |
|
|
|
90,792 |
|
Other current assets |
|
|
38,408 |
|
|
|
24,353 |
|
|
|
|
|
|
|
|
Total current assets |
|
|
122,409 |
|
|
|
122,019 |
|
|
|
|
|
|
|
|
|
|
Property, plant and equipment, net |
|
|
264,290 |
|
|
|
307,788 |
|
Intangible assets, net |
|
|
155,219 |
|
|
|
160,093 |
|
Other assets |
|
|
46,497 |
|
|
|
29,810 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
$ |
588,416 |
|
|
$ |
619,710 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Shareholders Equity |
|
|
|
|
|
|
|
|
Current liabilities |
|
|
|
|
|
|
|
|
Current portion of long term debt |
|
$ |
10,000 |
|
|
$ |
|
|
Accounts payable |
|
|
28,907 |
|
|
|
25,384 |
|
Accrued expenses |
|
|
42,194 |
|
|
|
32,550 |
|
Other current liabilities |
|
|
32,323 |
|
|
|
62,468 |
|
|
|
|
|
|
|
|
Total current liabilities |
|
|
113,424 |
|
|
|
120,402 |
|
|
|
|
|
|
|
|
|
|
Long-term debt |
|
|
|
|
|
|
378,916 |
|
Deferred income taxes |
|
|
19,888 |
|
|
|
19,189 |
|
Other liabilities |
|
|
13,511 |
|
|
|
14,263 |
|
Total shareholders equity |
|
|
441,593 |
|
|
|
86,940 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and shareholders equity |
|
$ |
588,416 |
|
|
$ |
619,710 |
|
|
|
|
|
|
|
|
A. H. Belo Corporation
Consolidated EBITDA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
|
Nine months ended |
|
|
|
September 30, |
|
|
September 30, |
|
In thousands (unaudited) |
|
2008 |
|
|
2007 |
|
|
2008 |
|
|
2007 |
|
|
|
|
Consolidated EBITDA (1) |
|
$ |
(12,822 |
) |
|
$ |
18,350 |
|
|
$ |
156 |
|
|
$ |
62,586 |
|
Depreciation and Amortization |
|
|
(12,587 |
) |
|
|
(12,766 |
) |
|
|
(40,289 |
) |
|
|
(38,728 |
) |
Interest Expense |
|
|
(52 |
) |
|
|
(8,768 |
) |
|
|
(3,283 |
) |
|
|
(26,547 |
) |
Income Tax Benefit (Expense) |
|
|
8,203 |
|
|
|
(3,097 |
) |
|
|
14,243 |
|
|
|
(688 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Loss |
|
$ |
(17,258 |
) |
|
$ |
(6,281 |
) |
|
$ |
(29,173 |
) |
|
$ |
(3,377 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
A. H. Belo Corporation
Newspaper EBITDA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
|
Nine months ended |
|
|
|
September 30, |
|
|
September 30, |
|
In thousands (unaudited) |
|
2008 |
|
|
2007 |
|
|
2008 |
|
|
2007 |
|
|
|
|
Newspaper EBITDA (1) |
|
$ |
(3,067 |
) |
|
$ |
30,667 |
|
|
$ |
30,667 |
|
|
$ |
97,875 |
|
Corporate & Non-Operating Company Expenses |
|
|
(9,730 |
) |
|
|
(12,847 |
) |
|
|
(31,748 |
) |
|
|
(38,601 |
) |
Other Income (Expense), net |
|
|
(25 |
) |
|
|
530 |
|
|
|
1,237 |
|
|
|
3,312 |
|
Depreciation and Amortization |
|
|
(12,587 |
) |
|
|
(12,766 |
) |
|
|
(40,289 |
) |
|
|
(38,728 |
) |
Interest Expense |
|
|
(52 |
) |
|
|
(8,768 |
) |
|
|
(3,283 |
) |
|
|
(26,547 |
) |
Income Tax Benefit (Expense) |
|
|
8,203 |
|
|
|
(3,097 |
) |
|
|
14,243 |
|
|
|
(688 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Loss |
|
$ |
(17,258 |
) |
|
$ |
(6,281 |
) |
|
$ |
(29,173 |
) |
|
$ |
(3,377 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Note 1: The Company defines Consolidated EBITDA as net earnings before interest expense, income
taxes, depreciation and amortization and Newspaper EBITDA as net earnings before corporate and
non-operating company expenses, other income net, interest expense, income taxes, depreciation and
amortization. Neither Consolidated EBITDA nor Newspaper EBITDA is a measure of financial
performance under accounting principles generally accepted in the United States. Management uses
both measures in internal analyses as a supplemental measure of the financial performance of the
Company to assist it with determining bonus achievement, performance comparisons against its peer
group of companies, as well as capital spending and other investing decisions. They are also
common alternative measures of performance used by investors, financial analysts, and rating
agencies to evaluate financial performance. Neither Consolidated EBITDA nor Newspaper EBITDA should be considered in isolation
or as a substitute for cash flows provided by operating activities or other income or cash flow
data prepared in accordance with U.S. GAAP and this non-GAAP measure may not be comparable to
similarly titled measures of other companies.