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Section 1: 8-K (FORM 8-K)

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): August 2, 2018 (August 2, 2018)

 

 

New Media Investment Group Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-36097   38-3910250
(State or other jurisdiction of incorporation)   (Commission File Number)   (I.R.S. Employer Identification No.)
 

1345 Avenue of the Americas

New York, NY 10105

212-479-3160

 

 

(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)

 

  Not Applicable  
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:

 

  

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

  

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

  

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

  

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging Growth Company   ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.   ☐

 

 

 


Section 2 – Financial Information

Item 2.02 Results of Operations and Financial Condition

On August 2, 2018, New Media Investment Group Inc. (the “Company”) issued a press release announcing its financial results for the second quarter ended July 1, 2018. A copy of the press release is furnished herewith as Exhibit 99.1, which is incorporated herein by reference.

The information furnished pursuant to this Current Report on Form 8-K (including the exhibit hereto) shall not be considered “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into any filing by the Company under the Securities Act of 1933, as amended, or under the Securities Exchange Act of 1934, as amended, unless the Company expressly sets forth by specific reference in such filing that such information is to be considered “filed” or incorporated by reference therein.

Section 9 – Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits

(d)    Exhibits

 

99.1    Press Release dated August 2, 2018


EXHIBIT INDEX

 

Exhibit Number

  

Exhibit

99.1    Press Release dated August 2, 2018

 


SIGNATURE

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.

 

    NEW MEDIA INVESTMENT GROUP INC.
Date: August 2, 2018     By:   /s/ Michael E. Reed
      Michael E. Reed
      Chief Executive Officer and President
(Back To Top)

Section 2: EX-99.1 (EX-99.1)

EX-99.1

Exhibit 99.1

 

LOGO

New Media Announces Strong Second Quarter 2018 Results and Dividend of $0.37 per Common Share

NEW YORK, N.Y. August 2, 2018 – New Media Investment Group Inc. (“New Media” or the “Company”, NYSE: NEWM) today reported its financial results for the second quarter ended July 1, 2018.

Second Quarter 2018 Financial Summary

 

   

New Media declares a cash dividend of $0.37 per common share for the second quarter of 2018

 

   

Total revenues of $388.8 million, an increase of 20.4% to prior year on a reported basis, and down 4.9% on an organic same store basis excluding, for comparability, the impact of ASC Topic 606°

 

   

Digital revenue of $45.6 million, an increase of 31.4% to prior year on a reported basis

 

   

Operating income of $23.3 million

 

   

Net income of $11.7 million

 

   

As Adjusted EBITDA of $48.8 million*

 

   

Free Cash Flow of $35.7 million*

 

   

Liquidity, consisting of cash on the balance sheet and undrawn revolver, of $113.3 million at the close of Q2 2018

Second Quarter 2018 & Subsequent Business Highlights

 

   

Closed the acquisition of the Austin, TX American-Statesman for $47.5 million on April 2, 2018

 

   

Closed the acquisition of the Palm Beach Post and Daily News for $49.3 million on May 1, 2018

 

   

Closed the acquisition of the Akron, OH Beacon Journal for $16.0 million and the sale of all newspaper operating assets of GateHouse Media Alaska Holdings to Black Press Ltd on May 11, 2018

 

   

Closed the acquisition of the Pueblo, CO Chieftain for $5.0 million on June 3, 2018

 

   

Completed an equity offering in the second quarter raising $110.6 million in net proceeds

 

   

UpCurve, our small and medium business (“SMB”) solutions platform, achieved $24.0 million in revenue for the quarter, a 38.8% increase to prior year for the quarter. Excluding the $1.4 million impact of ASC Topic 606, UpCurve revenue growth was up 47.2% compared to prior year.D°

 

   

GateHouse Live, our events business, achieved $7.7 million in revenue, a 68.2% increase to the prior year. Promotions achieved $5.7 million in revenue, an increase of 65.7% to prior year.

Summary of Second Quarter 2018 Results (in millions)

 

GAAP Reporting

   Q2 2018  

Revenues

   $ 388.8  

Operating income

   $ 23.3  

Net income

   $ 11.7  

Non-GAAP Reporting*

   Q2 2018  

As Adjusted EBITDA

   $ 48.8  

Free Cash Flow

   $ 35.7  

 

*

For definitions and reconciliations of Non-GAAP Reporting measures, please refer to the Non-GAAP Financial Measures Note and reconciliations below.

“The second quarter performed well across many areas of our business plan,” said Michael E. Reed, New Media President and Chief Executive Officer. “We had a good revenue quarter, a very strong acquisition quarter, and our new business initiatives, UpCurve, GateHouse Live and Promotions, performed extremely

 

D Comparison to prior year reported Propel Business Services revenue.

° The Company adopted the FASB Accounting Standard Update to “Revenue from Contracts with Customers” – ASC Topic 606 regarding revenue recognition (“ASC Topic 606”) on January 1, 2018 using a modified retrospective method. Therefore, past periods will not be adjusted, thus impacting comparability of figures to prior year.

 

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well. On the inorganic growth side, we closed four transactions in our acquisition pipeline that totaled nearly $118 million in purchase price and our pipeline remains strong. We are happy to report that our board declared a quarterly dividend of $0.37 per share for the second quarter.”

“We are thrilled with the exceptional growth trends achieved within our business initiatives. UpCurve revenue grew 47.2% over prior year, excluding the impact of ASC 606. ThriveHive had significant wins within the automotive customer vertical, accelerated by our recent acquisition of Online Automotive Solutions and its tech-enabled video and data products. On the events front, both GateHouse Live and Promotions had revenue growth exceeding 65% over the prior year. May and June are very busy months for us, especially for our Best of Preps events, which celebrate outstanding high school athletes.”

“With our four newspaper acquisitions closed in the quarter, our total acquisitions for the year are now in excess of $133 million. These new markets are all great additions to our portfolio, are within our acquisition criteria and valuation expectations, and are expected to drive further growth potential for our new business initiatives.”

“In April, we completed an equity offering that raised over $110 million in net proceeds, which allowed us to ensure the timely closing of the deals just mentioned as well as explore future deals in our pipeline. Our integration team has had a busy year ensuring that these deals are quickly brought into the portfolio and aligned with our best practices. We closed the quarter with $113.3 million in liquidity which positions us well to take advantage of future deals in the pipeline. The continued strength of all facets of our strategy has us optimistic about our ability to generate continued strong returns for shareholders over the second half of the year.”

Second Quarter 2018 Financial Results

New Media recorded total revenues of $388.8 million for the quarter, up 20.4% to the prior year, and down 4.9% on an organic same store basis, excluding the $1.4 million impact of ASC Topic 606. This was a 40bps greater decline than first quarter 2018 organic same store performance, but an improvement of 70bps from fourth quarter 2017 and 150bps from third quarter 2017. Traditional Print Advertising decreased 13.3% on an organic same store basis. Over the past five quarters, this trend has held stable, declining in a 12-14% range.

Digital revenue increased 31.4% on a reported basis from the prior year to $45.6 million, or grew 35.5% excluding the $1.4 million impact of ASC Topic 606. UpCurve generated $24.0 million in revenue, an increase of 38.8% to the prior year on a reported basis. Excluding the $1.4 million impact of ASC Topic 606, UpCurve performance increased 47.2% to the prior year.

Circulation revenue declined 2.1% on an organic same store basis. With regards to consumer marketing, we continue to invest in development of a fully centralized consumer marketing agency and in growing our audience. We believe this agency will assist our local markets with marketing and retention, leading to a growing audience. We are bringing resources to each of our local markets that they cannot afford on their own. Further, our digital-only subscription base in Q2 grew to 121,300. That includes 32,200 digital-only subscribers from 2018 acquisitions. Excluding those acquired digital subscribers, our growth in this category was strong at 51.9%. Commercial Print, Distribution and Events revenue increased 9.6% to the prior year on an organic same store basis, with GateHouse Live and Promotions being large contributors to this growth.

Operating income was $23.3 million and Net income was $11.7 million.

As Adjusted EBITDA and Free Cash Flow were $48.8 million and $35.7 million, respectively; both were negatively impacted by an ~30% increase in newsprint costs due to tariffs recently put in place.

 

2


Second Quarter 2018 Dividend

New Media’s Board of Directors declared a second quarter 2018 cash dividend of $0.37 per share of common stock. The dividend is payable on August 21, 2018 to shareholders of record as of the close of business on August 13, 2018.

The declaration and payment of any dividends are at the sole discretion of the Board of Directors, which may decide to change the Company’s dividend policy at any time.

Additional Information

For additional information that management believes to be useful for investors, please refer to the presentation posted on the Investor Relations section of New Media’s website, www.newmediainv.com, and the Company’s most recent Quarterly Report on Form 10-Q or Annual Report on Form 10-K, which will be available on the Company’s website. Nothing on our website is included or incorporated by reference herein.

Earnings Conference Call

New Media’s management will host a conference call on Thursday, August 2, 2018 at 10:00 A.M. Eastern Time. A copy of the earnings release will be posted to the Investor Relations section of New Media’s website, www.newmediainv.com.

All interested parties are welcome to participate on the live call. The conference call may be accessed by dialing 1-855-319-1124 (from within the U.S.) or 1-703-563-6359 (from outside of the U.S.) ten minutes prior to the scheduled start of the call; please reference “New Media Second Quarter Earnings Call” or access code “73796668.”

A simultaneous webcast of the conference call will be available to the public on a listen-only basis at www.newmediainv.com. Please allow extra time prior to the call to visit the website and download any necessary software required to listen to the internet broadcast.

A telephonic replay of the conference call will also be available approximately three hours following the call’s completion through 11:59 P.M. Eastern Time on Thursday, August 16, 2018 by dialing 1-855-859-2056 (from within the U.S.) or 1-404-537-3406 (from outside of the U.S.); please reference access code “73796668.”

About New Media Investment Group Inc.

New Media supports small to mid-size communities by providing locally-focused print and digital content to its consumers and premier marketing and technology solutions to our small and medium business partners. The Company is one of the largest publishers of locally based print and online media in the United States as measured by our 145 daily publications. As of July 1, 2018, New Media operates in over 570 markets across 37 states reaching over 23 million people on a weekly basis and serves over 220,000 business customers.

For more information regarding New Media and to be added to our email distribution list, please visit www.newmediainv.com.

Same Store and Organic Same Store Revenues

Same store results take into account material acquisitions and divestitures of the Company by adjusting prior year performance to include or exclude financial results as if the Company had owned or divested a business for the comparable period. The results of several acquisitions (“tuck-in acquisitions”) were funded from the Company’s available cash and are not considered material. Organic same store revenues are same store revenues adjusted to remove non-material acquisitions and non-material divestitures, and to adjust for Commercial Print revenues that are now intercompany.

 

3


Non-GAAP Financial Measures

The Company strongly urges stockholders and other interested persons not to rely on any single financial measure to evaluate its business. In addition, because Adjusted EBITDA, As Adjusted EBITDA, and Free Cash Flow are not measures of financial performance under GAAP and are susceptible to varying calculations, these non-GAAP measures, as presented in this press release, may differ from and may not be comparable to similarly titled measures used by other companies.

Adjusted EBITDA, As Adjusted EBITDA, and Free Cash Flow

The Company defines Adjusted EBITDA as net income (loss) from continuing operations before income tax expense (benefit), interest/financing expense, depreciation and amortization, and non-cash impairments. The Company defines As Adjusted EBITDA as Adjusted EBITDA before transaction and project costs, merger and acquisition related costs, integration and reorganization costs, gain/loss on sale or disposal of assets, non-cash items such as non-cash compensation, and Adjusted EBITDA from non-wholly owned subsidiaries. The Company defines Free Cash Flow as As Adjusted EBITDA less capital expenditures, cash taxes, interest paid, and pension payments.

Management’s Use of Adjusted EBITDA, As Adjusted EBITDA, and Free Cash Flow

Adjusted EBITDA, As Adjusted EBITDA, and Free Cash Flow are not measures of financial performance under GAAP and should not be considered in isolation or as alternatives to income from operations, net income (loss), cash flow from continuing operating activities or any other measure of performance or liquidity derived in accordance with GAAP. New Media’s management believes these non-GAAP measures, as defined above, are useful to investors for the following reasons:

 

   

Evaluating performance and identifying trends in day-to-day performance because the items excluded have little or no significance on the Company’s day-to-day operations; and

 

   

Providing assessments of controllable expenses that afford management the ability to make decisions which are expected to facilitate meeting current financial goals as well as achieving optimal financial performance.

We use Adjusted EBITDA, As Adjusted EBITDA, and Free Cash Flow as measures of our deployed revenue generating assets between periods on a consistent basis. We believe As Adjusted EBITDA and Free Cash Flow measure our financial performance and help identify operational factors that management can impact in the short term, mainly our operating cost structure and expenses. We exclude mergers and acquisition, transaction, and project related costs such as diligence activities and new financing related costs because they represent costs unrelated to the day-to-day operating performance of the business that management can impact in the short term. We consider the loss on early extinguishment of debt to be financing related costs associated with interest expense or amortization of financing fees, which by definition are excluded from Adjusted EBITDA. Such charges are incidental to, but not reflective of our day-to-day operating performance of the business that management can impact in the short term.

Forward-Looking Statements

Certain items in this press release may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements regarding our ability to execute on our business plan, the availability of future acquisitions and strategic opportunities, finding, pursuing and completing future acquisitions and strategic opportunities and the benefits associated with such opportunities, including our ability to grow our events business in existing and newly acquired

 

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markets, our ability to continue to deliver shareholder returns, expected revenue trends, including expectations for revenue growth in our digital, events, circulation and consumer marketing businesses, and the impact of such growth on organic same store revenue trends, our ability to realize growth from our investments in consumer marketing, and our ability to identify, implement, and realize expense savings. These statements are based on management’s current expectations and beliefs and are subject to a number of risks and uncertainties, such as continued declines in advertising and circulation revenues exceeding what we have seen in the past 12 months, economic conditions in the markets in which we operate, including natural disasters, tariffs and other factors affecting economic conditions generally, competition from other media companies, the possibility of insufficient interest in our digital and other businesses, technological developments in the media sector, an ability to source acquisition opportunities with an attractive risk-adjusted return profile, inadequate diligence of acquisition targets, and difficulties integrating and reducing expenses, including at our newly acquired businesses. These and other risks and uncertainties could cause actual results to differ materially from those described in the forward-looking statements, many of which are beyond our control. The Company can give no assurance that its expectations will be attained. Accordingly, you should not place undue reliance on any forward-looking statements contained in this press release. For a discussion of some of the risks and important factors that could cause actual results to differ from such forward-looking statements, see the risks and other factors detailed from time to time in the Company’s Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, and other filings with the Securities and Exchange Commission. Furthermore, new risks and uncertainties emerge from time to time, and it is not possible for the Company to predict or assess the impact of every factor that may cause its actual results to differ from those contained in any forward-looking statements. Such forward-looking statements speak only as of the date of this press release. The Company expressly disclaims any obligation to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company’s expectations with regard thereto or change in events, conditions or circumstances on which any statement is based.

Contact:

Ashley Higgins, Investor Relations

ir@newmediainv.com

(212) 479-3160

Source: New Media Investment Group Inc.

 

5


NEW MEDIA INVESTMENT GROUP INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(In thousands, except share data)

 

     July 1, 2018     December 31,
2017
 
Assets

 

Current assets:

    

Cash and cash equivalents

   $ 73,755     $ 43,056  

Restricted cash

     3,106       3,106  

Accounts receivable, net of allowance for doubtful accounts of $7,217 and $5,998 at July 1, 2018 and December 31, 2017, respectively

     150,994       151,692  

Inventory

     24,853       18,654  

Prepaid expenses

     28,988       23,378  

Other current assets

     17,839       23,311  
  

 

 

   

 

 

 

Total current assets

     299,535       263,197  

Property, plant, and equipment, net of accumulated depreciation of $193,736 and $171,395 at July 1, 2018 and December 31, 2017, respectively

     356,287       373,123  

Goodwill

     288,432       236,555  

Intangible assets, net of accumulated amortization of $82,899 and $67,588 at July 1, 2018 and December 31, 2017, respectively

     476,913       403,493  

Other assets

     8,890       7,178  
  

 

 

   

 

 

 

Total assets

   $ 1,430,057     $ 1,283,546  
  

 

 

   

 

 

 
Liabilities and Stockholders’ Equity

 

Current liabilities:

    

Current portion of long-term debt

   $ 12,124     $ 2,716  

Accounts payable

     16,367       15,750  

Accrued expenses

     93,677       97,027  

Deferred revenue

     105,570       88,164  
  

 

 

   

 

 

 

Total current liabilities

     227,738       203,657  

Long-term liabilities:

    

Long-term debt

     396,053       357,195  

Deferred income taxes

     10,344       8,080  

Pension and other postretirement benefit obligations

     24,644       25,462  

Other long-term liabilities

     15,993       14,759  
  

 

 

   

 

 

 

Total liabilities

     674,772       609,153  
  

 

 

   

 

 

 

Stockholders’ equity:

    

Common stock, $0.01 par value, 2,000,000,000 shares authorized; 60,486,837 shares issued and 60,293,003 shares outstanding at July 1, 2018; 53,367,853 shares issued and 53,226,881 shares outstanding at December 31, 2017

     605       534  

Additional paid-in capital

     758,466       683,168  

Accumulated other comprehensive loss

     (5,596     (5,461

Retained earnings (accumulated deficit)

     3,644       (2,767

Treasury stock, at cost, 193,834 and 140,972 shares at July 1, 2018 and December 31, 2017, respectively

     (1,834     (1,081
  

 

 

   

 

 

 

Total stockholders’ equity

     755,285       674,393  
  

 

 

   

 

 

 

Total liabilities and stockholders’ equity

   $ 1,430,057     $ 1,283,546  
  

 

 

   

 

 

 

 

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NEW MEDIA INVESTMENT GROUP INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

AND COMPREHENSIVE INCOME (LOSS) (UNAUDITED)

(In thousands, except per share data)

 

     Three months ended     Six months ended  
     July 1, 2018     June 25, 2017     July 1, 2018     June 25, 2017  

Revenues:

        

Advertising

   $ 187,609     $ 167,381     $ 350,868     $ 322,946  

Circulation

     144,536       110,563       274,527       221,368  

Commercial printing and other

     56,657       44,929       104,172       86,083  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total revenues

     388,802       322,873       729,567       630,397  
  

 

 

   

 

 

   

 

 

   

 

 

 

Operating costs and expenses:

        

Operating costs

     217,775       177,020       414,164       354,811  

Selling, general, and administrative

     126,837       106,661       245,656       212,863  

Depreciation and amortization

     19,935       18,760       39,182       36,364  

Integration and reorganization costs

     1,749       2,237       4,179       4,607  

Impairment of long-lived assets

     —         —         —         6,485  

Goodwill and mastheads impairment

     —         27,448       —         27,448  

Net gain on sale or disposal of assets

     (808     (2,634     (3,979     (2,546
  

 

 

   

 

 

   

 

 

   

 

 

 

Operating income (loss)

     23,314       (6,619     30,365       (9,635

Interest expense

     8,999       7,217       17,351       14,435  

Other income

     (337     (104     (857     (322
  

 

 

   

 

 

   

 

 

   

 

 

 

Income (loss) before income taxes

     14,652       (13,732     13,871       (23,748

Income tax expense

     2,946       7,955       2,830       1,624  
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income (loss)

   $ 11,706     $ (21,687   $ 11,041     $ (25,372
  

 

 

   

 

 

   

 

 

   

 

 

 

Income (loss) per share:

        

Basic:

        

Net income (loss)

   $ 0.20     $ (0.41   $ 0.20     $ (0.48
  

 

 

   

 

 

   

 

 

   

 

 

 

Diluted:

        

Net income (loss)

   $ 0.20     $ (0.41   $ 0.20     $ (0.48
  

 

 

   

 

 

   

 

 

   

 

 

 

Dividends declared per share

   $ 0.37     $ 0.35     $ 0.74     $ 0.70  
  

 

 

   

 

 

   

 

 

   

 

 

 

Comprehensive income (loss)

   $ 11,774     $ (21,659   $ 11,176     $ (25,316
  

 

 

   

 

 

   

 

 

   

 

 

 

 

7


NEW MEDIA INVESTMENT GROUP INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

(In thousands)

 

     Six months ended  
     July 1, 2018     June 25, 2017  

Cash flows from operating activities:

    

Net income (loss)

   $ 11,041     $ (25,372

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

    

Depreciation and amortization

     39,182       36,364  

Non-cash compensation expense

     1,832       1,595  

Non-cash interest expense

     1,078       1,392  

Deferred income taxes

     2,264       1,091  

Net gain on sale or disposal of assets

     (3,979     (2,546

Non-cash charge to investments

     —         250  

Impairment of long-lived assets

     —         6,485  

Goodwill and mastheads impairment

     —         27,448  

Pension and other postretirement benefit obligations

     (984     (877

Changes in assets and liabilities:

    

Accounts receivable, net

     15,591       15,519  

Inventory

     (4,858     1,043  

Prepaid expenses

     (3,777     (4,012

Other assets

     5,255       (1,865

Accounts payable

     (806     6,001  

Accrued expenses

     (6,845     (13,619

Deferred revenue

     1,452       (301

Other long-term liabilities

     1,157       1,043  
  

 

 

   

 

 

 

Net cash provided by operating activities

     57,603       49,639  
  

 

 

   

 

 

 

Cash flows from investing activities:

    

Acquisitions, net of cash acquired

     (149,604     (22,060

Purchases of property, plant, and equipment

     (5,041     (4,824

Proceeds from sale of real estate and other assets

     12,585       14,663  
  

 

 

   

 

 

 

Net cash used in investing activities

     (142,060     (12,221
  

 

 

   

 

 

 

Cash flows from financing activities:

    

Borrowings under term loans

     49,750       —    

Payment of debt issuance costs

     (500     —    

Repayments under term loans

     (2,062     (11,754

Payment of offering costs

     (152     (431

Issuance of common stock, net of underwriters’ discount

     111,099       —    

Purchase of treasury stock

     (753     (627

Repurchase of common stock

     —         (5,001

Payments of dividends

     (42,226     (37,524
  

 

 

   

 

 

 

Net cash provided by (used in) financing activities

     115,156       (55,337
  

 

 

   

 

 

 

Net increase (decrease) in cash and cash equivalents

     30,699       (17,919

Cash, cash equivalents and restricted cash at beginning of period

     46,162       175,652  
  

 

 

   

 

 

 

Cash, cash equivalents and restricted cash at end of period

   $ 76,861     $ 157,733  
  

 

 

   

 

 

 

 

8


NEW MEDIA INVESTMENT GROUP INC. AND SUBSIDIARIES

AS ADJUSTED EBITDA AND FREE CASH FLOW

(In thousands, except share data)

 

     Three months ended     Six months ended  
     July 1, 2018     June 25, 2017     July 1, 2018     June 25, 2017  

Net income (loss)

   $ 11,706     $ (21,687   $ 11,041     $ (25,372

Income tax expense

     2,946       7,955       2,830       1,624  

Interest expense

     8,999       7,217       17,351       14,435  

Impairment of long-lived assets

     —         —         —         6,485  

Goodwill and mastheads impairment

     —         27,448       —         27,448  

Depreciation and amortization

     19,935       18,760       39,182       36,364  
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBITDA from continuing operations

     43,586       39,693       70,404       60,984  

Non-cash compensation and other expense

     4,224       3,980       10,674       6,922  

Integration and reorganization costs

     1,749       2,237       4,179       4,607  

Net gain on sale or disposal of assets

     (808     (2,634     (3,979     (2,546
  

 

 

   

 

 

   

 

 

   

 

 

 

As Adjusted EBITDA

     48,751       43,276       81,278       69,967  

Interest Paid(1)

     (8,652     (6,507     (16,332     (13,170

Net capital expenditures

     (3,112     (2,424     (5,041     (4,824

Pension payments

     (615     (455     (984     (877

Cash taxes(2)

     (699     (223     (699     (236
  

 

 

   

 

 

   

 

 

   

 

 

 

Free Cash Flow

   $ 35,673     $ 33,667     $ 58,222     $ 50,860  
  

 

 

   

 

 

   

 

 

   

 

 

 

Basic weighted average shares outstanding

     59,279,159       53,119,530       56,106,899       53,153,138  

Diluted weighted average shares outstanding

     59,720,010       53,119,530       56,486,474       53,153,138  

 

(1)

Average interest paid for the three and six month period, respectively.

(2)

Cash paid, net of refunds.

 

9


NEW MEDIA INVESTMENT GROUP INC. AND SUBSIDIARIES

SAME STORE AND ORGANIC SAME STORE REVENUES

(In thousands)

 

     Three months ended     Six months ended  
     July 1, 2018     June 25, 2017     July 1, 2018     June 25, 2017  

Total revenues from continuing operations

   $ 388,802     $ 322,873     $ 729,567     $ 630,397  

Revenue adjustment for material acquisitions

     —         —         —         —    
  

 

 

   

 

 

   

 

 

   

 

 

 

Same Store Revenues

     388,802       322,873       729,567       630,397  

Tuck-in Acquisitions(1)

     (85,044     (1,982     (135,794     (4,416
  

 

 

   

 

 

   

 

 

   

 

 

 

Organic Same Store Revenues(2)

   $ 303,757     $ 320,891     $ 593,773     $ 625,981  

 

(1)

Tuck-in acquisitions are adjusted to remove non-material acquisitions and non-material divestitures, and to adjust for Commercial Print revenues that are now intercompany.

(2)

Revenue recognized during the three months ended July 1, 2018 was impacted by $1,447 as a result of applying ASC Topic 606. For comparison purposes to the prior year quarter, removing the impact of the revenue recognized from ASC Topic 606 would have resulted in an Organic Same Store Revenues decline of 4.9%.

 

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