Form 8-K
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 30, 2009
A. H. BELO CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware
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1-33741
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38-3765318 |
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.) |
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P. O. Box 224866
Dallas, Texas
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75222-4866 |
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(Address of principal executive offices)
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(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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 30, 2009, A. H. Belo Corporation announced its consolidated financial results for the
quarter ended September 30, 2009. 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.
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99.1 |
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A. H. Belo Corporation Financial Results Press Release dated October 30, 2009. |
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.
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Date: October 30, 2009 |
A. H. BELO CORPORATION
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By: |
/s/ Alison K. Engel
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Alison K. Engel |
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Senior Vice President/Chief Financial Officer |
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EXHIBIT INDEX
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99.1 |
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A. H. Belo Corporation Financial Results Press Release dated October 30, 2009. |
Exhibit 99.1
Exhibit 99.1
FOR IMMEDIATE RELEASE
Friday, October 30, 2009
7:00 A.M. CDT
NEWSPAPER PUBLISHER A. H. BELO CORPORATION REPORTS
THIRD QUARTER 2009 FINANCIAL RESULTS
DALLAS Newspaper publisher A. H. Belo Corporation (NYSE: AHC) reported third quarter 2009
revenues of $126.9 million and a net loss of ($5.8) million, or ($0.28) per share, for the third
quarter. Included in the net loss was a $20 million, or ($0.97) per share non-cash impairment
charge and a $12 million or $0.58 per share, tax benefit.
During the third quarter, A. H. Belo recorded a $20 million non-cash impairment charge related
to a packaging facility operated by The Dallas Morning News. As part of the Companys ongoing
efforts to realign its business and reduce expenses, The Dallas Morning News will close the
packaging facility as it consolidates production operations into a single facility located in
Plano, Texas. This consolidation of production facilities should be completed in the first quarter
of 2010. The Company has begun the process of marketing the packaging facility for sale.
In September 2009, A. H. Belo and Belo Corp. (Belo) amended the tax matters agreement
executed between the two companies at the time of A. H. Belos spin-off from Belo in 2008. The
amendment allows for the carry back of A. H. Belos losses since February 2008 to Belos
pre-spin-off tax returns. After the tax matters agreement was amended, Belo amended a previously
filed tax return to generate a $12 million federal income tax refund. Belo will apply the refund
towards A. H. Belos future pension obligations and expects the refund to cover any 2010 pension
contributions required of A. H. Belo. Correspondingly, A. H. Belo reversed the associated
valuation allowance on its deferred tax assets related to the net operating losses carried back by
Belo, resulting in a $12 million tax benefit for A. H. Belo.
-more-
P. O.
Box 224866 Dallas, Texas 75222-4866 Tel. 214.977.8200 Fax 214.977.8201
www.ahbelo.com Deliveries: 400 South Record Street Dallas, Texas 75202-4806
A. H. Belo Third Quarter Financial Results
October 30, 2009
Page Two
In the third quarter, excluding the non-cash impairment charge, A. H. Belo generated $14.2
million of consolidated EBITDA and $19.4 million of newspaper EBITDA. The consolidated and
newspaper EBITDA margins were 11.2 percent and 15.3 percent, respectively. EBITDA margins were
highest at The Providence Journal, followed by The Dallas Morning News and The Press-Enterprise.
As of September 30, 2009, A. H. Belo had no borrowings outstanding under its bank credit
facility and remained in compliance with the facilitys covenants.
Robert W. Decherd, chairman, president and Chief Executive Officer, said, The year-to-year
percent decline in advertising revenue eased slightly in the third quarter when compared to the
first and second quarters of 2009 due to the improved performance of The Dallas Morning News. For
the third quarter, A. H. Belo successfully managed costs and increased consolidated EBITDA by $6.4
million versus the second quarter of 2009 and $22.5 million versus the third quarter of 2008. We
are pleased with the recent improvements in the quantity and quality of The Morning News
journalistic products and the related opportunity to increase circulation pricing.
Third Quarter Highlights
Total revenue decreased 17.5 percent in the third quarter versus the prior year quarter.
Advertising revenue, including print and Internet revenues, decreased 27.0 percent, and
classified revenue decreased 40.6 percent. In Dallas, the percent decline in advertising revenue
was less than in Providence and Riverside. AHCs Internet revenue was $9.7 million and represented
7.6 percent of total revenue in the quarter. Although
-more-
P. O.
Box 224866 Dallas, Texas 75222-4866 Tel. 214.977.8200 Fax 214.977.8201
www.ahbelo.com Deliveries: 400 South Record Street Dallas, Texas 75202-4806
A. H. Belo Third Quarter Financial Results
October 30, 2009
Page Three
Internet revenue decreased 15.0 percent versus the same period last year, non-classified Internet
revenue increased 15.6 percent.
The Company continues to focus on high-quality, local content and value-added circulation for
its advertisers. In the third quarter, circulation revenue rose 11.6 percent due to pricing
actions taken by The Dallas Morning News and The Providence Journal in late 2008 and thus far in
2009.
Total consolidated operating expenses in the third quarter were $143.8 million, a decrease of
$35.4 million or 19.8 percent versus the same period last year. Excluding impairment charges in
both periods, total consolidated operating expenses in the third quarter were $123.8 million, a
decrease of $50.9 million or 29.1 percent versus the same period last year. Newsprint expense fell
$9.5 million, a decline of 50.7 percent versus the same period last year, as both newsprint volume
and prices declined.
Corporate and non-operating expenses, net of costs allocated to operating units, decreased by
$3.9 million, or 36.6 percent in the third quarter versus the prior year quarter. This decrease is
primarily due to lower outside services expense and the modification of a service agreement, which
resulted in a one-time credit of $0.8 million.
Non-GAAP Financial Measures
Reconciliations of consolidated and newspaper EBITDA to net income are included as exhibits to
this release.
-more-
P. O.
Box 224866 Dallas, Texas 75222-4866 Tel. 214.977.8200 Fax 214.977.8201
www.ahbelo.com Deliveries: 400 South Record Street Dallas, Texas 75202-4806
A. H. Belo Third Quarter Financial Results
October 30, 2009
Page Four
Financial Results Conference Call
AHC will conduct a conference call today at 1:00 p.m. CDT to discuss financial results. The
conference call will be available via Webcast by accessing the Companys Web site
(www.ahbelo.com/invest) or by dialing 1-800-230-1059 (USA) or 612-234-
9960 (International). A replay line will be available at 800-475-6701 (USA) or 320-365-3844
(International) from 3:00 p.m. CDT on October 30 until 11:59 p.m. CST on November 6, 2009. The
access code for the replay is 118270.
About A. H. Belo Corporation
A. H. Belo Corporation (NYSE: AHC), headquartered in Dallas, Texas, is a
distinguished newspaper publishing and local 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, and its 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 David A. Gross, vice president/Investor
Relations and Strategic Analysis, at 214-977-4810.
-more-
P. O.
Box 224866 Dallas, Texas 75222-4866 Tel. 214.977.8200 Fax 214.977.8201
www.ahbelo.com Deliveries: 400 South Record Street Dallas, Texas 75202-4806
A. H. Belo Third Quarter Financial Results
October 30, 2009
Page Five
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, impairments, 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 the 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 in the Companys Annual Report on Form 10-K for the year ended December 31,
2008.
P. O.
Box 224866 Dallas, Texas 75222-4866 Tel. 214.977.8200 Fax 214.977.8201
www.ahbelo.com Deliveries: 400 South Record Street Dallas, Texas 75202-4806
A. H. Belo Corporation
Consolidated Statements of Operations
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Three months ended |
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Nine months ended |
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September 30, |
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September 30, |
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2009 |
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2008 |
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2009 |
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2008 |
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In thousands, except per share amounts |
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(unaudited) |
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(unaudited) |
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(unaudited) |
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(unaudited) |
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Net operating revenues |
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Advertising |
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$ |
83,816 |
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$ |
114,811 |
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$ |
260,638 |
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$ |
364,575 |
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Circulation |
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35,228 |
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31,563 |
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100,208 |
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90,943 |
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Other |
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7,823 |
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7,459 |
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22,019 |
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21,757 |
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Total net operating revenues |
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126,867 |
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153,833 |
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382,865 |
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477,275 |
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Operating Costs and Expenses |
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Salaries, wages and employee benefits |
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51,668 |
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77,804 |
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166,283 |
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220,909 |
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Other production, distribution and operating costs |
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48,920 |
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60,768 |
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155,652 |
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182,682 |
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Newsprint, ink and other supplies |
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12,302 |
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23,523 |
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48,345 |
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70,230 |
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Asset impairment |
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20,000 |
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4,535 |
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102,689 |
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4,535 |
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Depreciation |
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9,257 |
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10,962 |
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29,456 |
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35,414 |
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Amortization |
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1,625 |
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1,625 |
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4,874 |
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4,875 |
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Total operating costs and expenses |
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143,772 |
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179,217 |
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507,299 |
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518,645 |
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Loss from operations |
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(16,905 |
) |
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(25,384 |
) |
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(124,434 |
) |
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(41,370 |
) |
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Other (expense) and income |
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Interest expense |
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(211 |
) |
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(52 |
) |
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(802 |
) |
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(3,283 |
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Other income (expense), net |
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240 |
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(25 |
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362 |
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1,237 |
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Total other (expense) income |
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29 |
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(77 |
) |
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(440 |
) |
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(2,046 |
) |
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Earnings |
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Loss before income taxes |
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(16,876 |
) |
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(25,461 |
) |
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(124,874 |
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(43,416 |
) |
Income tax benefit |
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(11,110 |
) |
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(8,203 |
) |
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(8,970 |
) |
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(14,243 |
) |
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Net Loss |
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$ |
(5,766 |
) |
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$ |
(17,258 |
) |
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$ |
(115,904 |
) |
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$ |
(29,173 |
) |
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Net loss per share |
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Basic and Diluted |
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$ |
(.28 |
) |
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$ |
(.84 |
) |
|
$ |
(5.65 |
) |
|
$ |
(1.42 |
) |
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Average shares outstanding |
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Basic and Diluted |
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20,538 |
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|
20,479 |
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20,521 |
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|
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20,477 |
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Cash dividends declared per share |
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$ |
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$ |
0.375 |
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$ |
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$ |
0.625 |
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A. H. Belo Corporation
Condensed Consolidated Balance Sheets
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September 30, |
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December 31, |
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In thousands |
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2009 |
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2008 |
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(unaudited) |
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Assets |
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Current assets |
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Cash and cash equivalents |
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$ |
10,825 |
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$ |
9,934 |
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Accounts receivable, net |
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57,697 |
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|
77,383 |
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Other current assets |
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25,161 |
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37,400 |
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Total current assets |
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93,683 |
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|
124,717 |
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Property, plant and equipment, net |
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|
218,133 |
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|
263,744 |
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Intangible assets, net |
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|
53,634 |
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|
|
139,449 |
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Other assets |
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|
26,957 |
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|
29,768 |
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|
|
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|
|
|
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|
|
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|
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Total assets |
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$ |
392,407 |
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$ |
557,678 |
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Liabilities and Shareholders Equity |
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Current liabilities |
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|
|
|
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Current portion of notes payable |
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$ |
|
|
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$ |
10,000 |
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Accounts payable |
|
|
14,364 |
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|
|
32,950 |
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Accrued expenses |
|
|
32,701 |
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|
|
42,834 |
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Other current liabilities |
|
|
30,821 |
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|
|
29,358 |
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|
|
|
|
|
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Total current liabilities |
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|
77,886 |
|
|
|
115,142 |
|
|
|
|
|
|
|
|
|
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Deferred income taxes |
|
|
5,266 |
|
|
|
6,620 |
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Other liabilities |
|
|
15,322 |
|
|
|
27,264 |
|
Total shareholders equity |
|
|
293,933 |
|
|
|
408,652 |
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Total liabilities and shareholders equity |
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$ |
392,407 |
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|
$ |
557,678 |
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|
|
|
|
|
|
|
A. H. Belo Corporation
Consolidated EBITDA
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
|
Nine months ended |
|
|
|
September 30, |
|
|
September 30, |
|
In thousands (unaudited) |
|
2009 |
|
|
2008 |
|
|
2009 |
|
|
2008 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidated EBITDA (1) |
|
$ |
14,217 |
|
|
$ |
(8,287 |
) |
|
$ |
12,947 |
|
|
$ |
4,691 |
|
Asset impairment |
|
|
(20,000 |
) |
|
|
(4,535 |
) |
|
|
(102,689 |
) |
|
|
(4,535 |
) |
Depreciation and Amortization |
|
|
(10,882 |
) |
|
|
(12,587 |
) |
|
|
(34,330 |
) |
|
|
(40,289 |
) |
Interest Expense |
|
|
(211 |
) |
|
|
(52 |
) |
|
|
(802 |
) |
|
|
(3,283 |
) |
Income Tax (Expense) Benefit |
|
|
11,110 |
|
|
|
8,203 |
|
|
|
8,970 |
|
|
|
14,243 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Loss |
|
$ |
(5,766 |
) |
|
$ |
(17,258 |
) |
|
$ |
(115,904 |
) |
|
$ |
(29,173 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
A. H. Belo Corporation
Newspaper EBITDA
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended |
|
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Nine months ended |
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|
|
September 30, |
|
|
September 30, |
|
In thousands (unaudited) |
|
2009 |
|
|
2008 |
|
|
2009 |
|
|
2008 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Newspaper EBITDA (1) |
|
$ |
19,427 |
|
|
$ |
1,468 |
|
|
$ |
30,232 |
|
|
$ |
35,202 |
|
Corporate & Non-Operating Company Expenses |
|
|
(5,450 |
) |
|
|
(9,730 |
) |
|
|
(17,647 |
) |
|
|
(31,748 |
) |
Other income, net |
|
|
240 |
|
|
|
(25 |
) |
|
|
362 |
|
|
|
1,237 |
|
Asset impairment |
|
|
(20,000 |
) |
|
|
(4,535 |
) |
|
|
(102,689 |
) |
|
|
(4,535 |
) |
Depreciation and Amortization |
|
|
(10,882 |
) |
|
|
(12,587 |
) |
|
|
(34,330 |
) |
|
|
(40,289 |
) |
Interest Expense |
|
|
(211 |
) |
|
|
(52 |
) |
|
|
(802 |
) |
|
|
(3,283 |
) |
Income Tax (Expense) Benefit |
|
|
11,110 |
|
|
|
8,203 |
|
|
|
8,970 |
|
|
|
14,243 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Loss |
|
$ |
(5,766 |
) |
|
$ |
(17,258 |
) |
|
$ |
(115,904 |
) |
|
$ |
(29,173 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Note 1: The Company defines Consolidated EBITDA as net earnings before interest expense,
income taxes, goodwill impairment, depreciation and amortization and Newspaper EBITDA as net
earnings before corporate and non-operating company expenses, other income net, interest expense,
income taxes, goodwill impairment, 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.