LEE 8-K
LEE ENTERPRISES, Inc (LEE)
8-K
2023-05-04
For: 2023-05-04
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April 10, 2026
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): May 4, 2023
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(Exact name of Registrant as specified in its charter)
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| (State of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||
| (Address of Principal Executive Offices) | ||||||||
Registrant’s telephone number, including area code | ||||||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
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:
| 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 o
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. o
Item 2.02. Results of Operations and Financial Condition.
On May 4, 2023, Lee Enterprises, Incorporated (the "Company") reported its preliminary results for the fiscal year ended March 26, 2023. A copy of the news release is attached hereto as Exhibit 99.1. The Company has also made available on its website, investors.lee.net, presentation materials used by management during the Company’s earnings conference call (“Earnings Presentation”).
The information furnished by and incorporated by reference in this Item 2.02, including the attached Exhibit and the Earnings Presentation, shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d)Exhibits | ||||||||
| 99.1 | ||||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
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.
| LEE ENTERPRISES, INCORPORATED | |||||||||||||||||
| Date: | May 4, 2023 | By: | /s/ Timothy R. Millage | ||||||||||||||
| Timothy R. Millage | |||||||||||||||||
| Vice President, Chief Financial Officer and Treasurer | |||||||||||||||||
Lee Enterprises reports strong digital growth in the second quarter
Total Digital Revenue(1) totaled $65M (+12% YOY)
Digital-only subscribers total 596,000 (+21% YOY) with revenue +39% YOY
Amplified Digital® revenue totaled $22M in the fiscal quarter (+20% YOY)
Reaffirms Adjusted EBITDA(2) guidance for fiscal 2023
DAVENPORT, Iowa (May 4, 2023) — Lee Enterprises, Incorporated (NASDAQ: LEE), a digital-first subscription platform providing high quality, trusted, local news, information and a major platform for advertising in 77 markets, today reported preliminary second quarter fiscal 2023 financial results(3) for the period ended March 26, 2023.
“We are encouraged by the solid pace of digital revenue growth in the second fiscal quarter,” said Kevin Mowbray, President and Chief Executive Officer. “Our Three Pillar Digital Growth Strategy is driving digital revenue growth, transforming the mix of our top line revenue, and positioning us towards a vibrant, sustainable, and profitable digital model. Total Digital Revenue grew 12% in the quarter, driven by 39% digital subscription revenue growth. We remain steadfast investing in our Three Pillar Digital Growth Strategy that is driving digital revenue growth. At the same time, due to the soft advertising environment, particularly on the print side, we reset our print cost structure, providing an additional $76 million of cost benefit."
“The strong performance in the quarter has us on track to achieve all of our fiscal year guidance including digital subscriptions, digital revenue and Adjusted EBITDA, and has us well positioned to drive value for our stakeholders,” Mowbray added.
Key Second Quarter Highlights:
•Total operating revenue was $171 million.
•Total Digital Revenue was $65 million, a 12% increase over the prior year, and represented 38% of our total operating revenue.
•Digital-only subscription revenue increased 39% in the second quarter compared to the same quarter last year due to a 21% increase in digital-only subscribers and increases in average rates. Digital-only subscribers totaled 596,000 at the end of the March quarter.
•Digital advertising and marketing services revenue represented 60% of our total advertising revenue and totaled $46 million, a 7% increase over the prior year. Digital marketing services revenue at Amplified Digital® fueled the growth, with quarterly revenue of $22 million, a 20% increase compared to the prior year.
•Digital services revenue, which is predominantly BLOX Digital, totaled $5 million in the quarter. On a standalone basis, revenue at BLOX Digital totaled $8 million, a 10% increase over the prior year.
•Operating expenses totaled $169 million and Cash Costs totaled $158 million, a 13% and 10% decrease compared to the prior year, respectively.
•Net loss totaled $5 million and Adjusted EBITDA totaled $14 million, a significant improvement from the first quarter year over year trends.
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2023 Fiscal Year Outlook:
Total Digital Revenue | $270 million (+13% YOY) - $285 million (+19% YOY) | ||||
| Digital-only Subscribers | 632,000 (+19% YOY) | ||||
Adjusted EBITDA | $94 million (-2% YOY) - $100 million (+4% YOY) | ||||
Debt and Free Cash Flow:
The Company has $460 million of debt outstanding under our Credit Agreement(4) with BH Finance. The financing has favorable terms including a 25-year maturity, a fixed annual interest rate of 9.0%, no fixed principal payments, and no financial performance covenants.
As of and for the period ended March 26, 2023:
•The principal amount of debt totaled $460.0 million.
•Cash on the balance sheet totaled $19.0 million. Debt, net of cash on the balance sheet, totaled $441.0 million, a $3.3 million reduction from the December quarter.
•Capital expenditures totaled $2.2 million in the 26 weeks ended March 26, 2023. For 2023, we expect cash paid for capital expenditures to total less than $10 million.
•For 2023, we expect cash paid for income taxes to total between $7 million and $11 million.
•We do not expect any material pension contributions in the fiscal year as our plans are fully funded in the aggregate.
Conference Call Information:
As previously announced, we will hold an earnings conference call and audio webcast today at 9 a.m. Central Time. The live webcast will be accessible at www.lee.net and will be available for replay 24 hours later. Analysts have been invited to ask questions on the call. Questions from other participants may be submitted by participating in the webcast. To participate in the live conference call via telephone, please register here. Upon registering, a dial-in number and unique PIN will be provided to join the conference call.
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About Lee:
Lee Enterprises is a major subscription and advertising platform and a leading provider of local news and information, with daily newspapers, rapidly growing digital products and nearly 350 weekly and specialty publications serving 77 markets in 26 states. Year to date, Lee's newspapers have an average daily circulation of 1.0 million, and our legacy websites, including acquisitions, reach more than 36 million digital unique visitors. Lee's markets include St. Louis, MO; Buffalo, NY; Omaha, NE; Richmond, VA; Lincoln, NE; Madison, WI; Davenport, IA; and Tucson, AZ. Lee Common Stock is traded on NASDAQ under the symbol LEE. For more information about Lee, please visit www.lee.net.
FORWARD-LOOKING STATEMENTS — The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for forward-looking statements. This release contains information that may be deemed forward-looking that is based largely on our current expectations, and is subject to certain risks, trends and uncertainties that could cause actual results to differ materially from those anticipated. Among such risks, trends and other uncertainties, which in some instances are beyond our control, are:
•The overall impact the COVID-19 pandemic has on the Company's revenues and costs;
•The long-term or permanent changes the COVID-19 pandemic may have on the publishing industry, which may result in permanent revenue reductions and other risks and uncertainties;
•We may be required to indemnify the previous owners of BH Media or The Buffalo News for unknown legal and other matters that may arise;
•Our ability to manage declining print revenue and circulation subscribers;
•The impact and duration of adverse conditions in certain aspects of the economy affecting our business;
•Changes in advertising and subscription demand;
•Changes in technology that impact our ability to deliver digital advertising;
•Potential changes in newsprint, other commodities and energy costs;
•Interest rates;
•Labor costs;
•Significant cyber security breaches or failure of our information technology systems;
•Our ability to achieve planned expense reductions and realize the expected benefit of our acquisitions;
•Our ability to maintain employee and customer relationships;
•Our ability to manage increased capital costs;
•Our ability to maintain our listing status on NASDAQ;
•Competition; and
•Other risks detailed from time to time in our publicly filed documents.
Any statements that are not statements of historical fact (including statements containing the words "aim", “may”, “will”, “would”, “could”, “believes”, “expects”, “anticipates”, “intends”, “plans”, “projects”, “considers” and similar expressions) generally should be considered forward-looking statements. Statements regarding our plans, strategies, prospects and expectations regarding our business and industry, including statements regarding the impacts that the COVID-19 pandemic and our responses thereto may have on our future operations, are forward-looking statements. They reflect our expectations, are not guarantees of performance and speak only as of the date the statement is made. Readers are cautioned not to place undue reliance on such forward-looking statements, which are made as of the date of this release. We do not undertake to publicly update or revise our forward-looking statements, except as required by law.
Contact:
(563) 383-2100
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CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
| Three months ended | Six months ended | |||||||||||||
| (Thousands of Dollars, Except Per Common Share Data) | March 26, 2023 | March 27, 2022 | March 26, 2023 | March 27, 2022 | ||||||||||
| Operating revenue: | ||||||||||||||
| Print advertising revenue | 31,450 | 44,248 | 73,286 | 100,218 | ||||||||||
| Digital advertising revenue | 46,250 | 43,385 | 93,999 | 86,169 | ||||||||||
| Advertising and marketing services revenue | 77,700 | 87,633 | 167,285 | 186,387 | ||||||||||
| Print subscription revenue | 64,586 | 77,255 | 131,956 | 156,883 | ||||||||||
| Digital subscription revenue | 13,996 | 10,093 | 26,325 | 17,984 | ||||||||||
| Subscription revenue | 78,582 | 87,348 | 158,281 | 174,867 | ||||||||||
| Print other revenue | 9,649 | 10,374 | 20,769 | 21,759 | ||||||||||
| Digital other revenue | 4,756 | 4,659 | 9,483 | 9,283 | ||||||||||
| Other revenue | 14,405 | 15,033 | 30,252 | 31,042 | ||||||||||
| Total operating revenue | 170,687 | 190,014 | 355,818 | 392,296 | ||||||||||
| Operating expenses: | ||||||||||||||
| Compensation | 68,831 | 83,513 | 144,277 | 168,207 | ||||||||||
| Newsprint and ink | 6,466 | 7,068 | 13,898 | 14,712 | ||||||||||
| Other operating expenses | 82,569 | 84,679 | 169,343 | 170,661 | ||||||||||
| Depreciation and amortization | 7,733 | 8,951 | 15,619 | 18,627 | ||||||||||
| Assets gain on sales, impairments and other, net | (792) | (152) | (3,355) | (12,426) | ||||||||||
| Restructuring costs and other | 3,694 | 10,590 | 4,340 | 13,790 | ||||||||||
| Total operating expenses | 168,501 | 194,649 | 344,122 | 373,571 | ||||||||||
| Equity in earnings of associated companies | 672 | 1,407 | 2,340 | 3,161 | ||||||||||
| Operating income (loss) | 2,858 | (3,228) | 14,036 | 21,886 | ||||||||||
| Non-operating income (expense): | ||||||||||||||
| Interest expense | (10,501) | (10,523) | (20,909) | (21,186) | ||||||||||
| Curtailment gain | — | — | — | 1,027 | ||||||||||
| Pension withdrawal cost | — | (2,335) | — | (2,335) | ||||||||||
| Pension and OPEB related benefit (cost) and other, net | 206 | 6,248 | 1,700 | 9,320 | ||||||||||
| Total non-operating expense, net | (10,295) | (6,610) | (19,209) | (13,174) | ||||||||||
| (Loss) income before income taxes | (7,437) | (9,838) | (5,173) | 8,712 | ||||||||||
| Income tax (benefit) expense | (2,071) | (3,144) | (1,631) | 2,207 | ||||||||||
| Net (loss) income | (5,366) | (6,694) | (3,542) | 6,505 | ||||||||||
| Net income attributable to non-controlling interests | (519) | (582) | (1,244) | (1,123) | ||||||||||
| (Loss) income attributable to Lee Enterprises, Incorporated | (5,885) | (7,276) | (4,786) | 5,382 | ||||||||||
| Earnings per common share: | ||||||||||||||
| Basic: | (1.01) | (1.26) | (0.82) | 0.94 | ||||||||||
| Diluted: | (1.01) | (1.26) | (0.82) | 0.92 | ||||||||||
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DIGITAL / PRINT REVENUE COMPOSITION
(UNAUDITED)
| Three months ended | Six months ended | |||||||||||||
| (Thousands of Dollars) | March 26, 2023 | March 27, 2022 | March 26, 2023 | March 27, 2022 | ||||||||||
| Digital Advertising and Marketing Services Revenue | 46,250 | 43,385 | 93,999 | 86,169 | ||||||||||
| Digital Only Subscription Revenue | 13,996 | 10,093 | 26,325 | 17,984 | ||||||||||
| Digital Services Revenue | 4,756 | 4,659 | 9,483 | 9,283 | ||||||||||
| Total Digital Revenue | 65,002 | 58,137 | 129,807 | 113,436 | ||||||||||
| Print Advertising Revenue | 31,450 | 44,248 | 73,286 | 100,218 | ||||||||||
| Print Subscription Revenue | 64,586 | 77,255 | 131,956 | 156,883 | ||||||||||
| Other Print Revenue | 9,649 | 10,374 | 20,769 | 21,759 | ||||||||||
| Total Print Revenue | 105,685 | 131,877 | 226,011 | 278,860 | ||||||||||
| Total Operating Revenue | 170,687 | 190,014 | 355,818 | 392,296 | ||||||||||
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RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
(UNAUDITED)
The table below reconciles the non-GAAP financial performance measure of Adjusted EBITDA to net income, its most directly comparable GAAP measure:
| Three months ended | Six months ended | |||||||||||||
| (Thousands of Dollars) | March 26, 2023 | March 27, 2022 | March 26, 2023 | March 27, 2022 | ||||||||||
| Net (loss) income | (5,366) | (6,694) | (3,542) | 6,505 | ||||||||||
| Adjusted to exclude | ||||||||||||||
| Income tax (benefit) expense | (2,071) | (3,144) | (1,631) | 2,207 | ||||||||||
| Non-operating expenses, net | 10,295 | 6,610 | 19,209 | 13,174 | ||||||||||
Equity in earnings of TNI and MNI(5) | (672) | (1,407) | (2,340) | (3,161) | ||||||||||
| Depreciation and amortization | 7,733 | 8,951 | 15,619 | 18,627 | ||||||||||
| Restructuring costs and other | 3,694 | 10,590 | 4,340 | 13,790 | ||||||||||
| Assets gain on sales, impairments and other, net | (792) | (152) | (3,355) | (12,426) | ||||||||||
| Stock compensation | 573 | 512 | 922 | 699 | ||||||||||
| Add: | ||||||||||||||
| Ownership share of TNI and MNI EBITDA (50%) | 930 | 1,657 | 2,722 | 3,596 | ||||||||||
| Adjusted EBITDA | 14,324 | 16,923 | 31,944 | 43,011 | ||||||||||
The table below reconciles the non-GAAP financial performance measure of Cash Costs to Operating expenses, the most directly comparable GAAP measure:
| Three months ended | Six months ended | |||||||||||||
| (Thousands of Dollars) | March 26, 2023 | March 27, 2022 | March 26, 2023 | March 27, 2022 | ||||||||||
| Operating expenses | 168,501 | 194,649 | 344,122 | 373,571 | ||||||||||
| Adjustments | ||||||||||||||
| Depreciation and amortization | 7,733 | 8,951 | 15,619 | 18,627 | ||||||||||
| Assets gain on sales, impairments and other, net | (792) | (152) | (3,355) | (12,426) | ||||||||||
| Restructuring costs and other | 3,694 | 10,590 | 4,340 | 13,790 | ||||||||||
| Cash Costs | 157,866 | 175,260 | 327,518 | 353,580 | ||||||||||
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NOTES
(1)Total Digital Revenue is defined as digital advertising and marketing services revenue (including Amplified Digital®), digital-only subscription revenue and digital services revenue.
(2)The following are non-GAAP (Generally Accepted Accounting Principles) financial measures for which reconciliations to relevant GAAP measures are included in tables accompanying this release:
•Adjusted EBITDA is a non-GAAP financial performance measure that enhances financial statement users overall understanding of the operating performance of the Company. The measure isolates unusual, infrequent or non-cash transactions from the operating performance of the business. This allows users to easily compare operating performance among various fiscal periods and how management measures the performance of the business. This measure also provides users with a benchmark that can be used when forecasting future operating performance of the Company that excludes unusual, nonrecurring or one-time transactions. Adjusted EBITDA is a component of the calculation used by stockholders and analysts to determine the value of our business when using the market approach, which applies a market multiple to financial metrics. It is also a measure used to calculate the leverage ratio of the Company, which is a key financial ratio monitored and used by the Company and its investors. Adjusted EBITDA is defined as net income (loss), plus non-operating expenses, income tax expense, depreciation and amortization, assets loss (gain) on sales, impairments and other, restructuring costs and other, stock compensation and our 50% share of EBITDA from TNI and MNI, minus equity in earnings of TNI and MNI.
•Cash Costs represent a non-GAAP financial performance measure of operating expenses which are measured on an accrual basis and settled in cash. This measure is useful to investors in understanding the components of the Company’s cash-settled operating costs. Periodically, the Company provides forward-looking guidance of Cash Costs, which can be used by financial statement users to assess the Company's ability to manage and control its operating cost structure. Cash Costs are defined as compensation, newsprint and ink and other operating expenses. Depreciation and amortization, assets loss (gain) on sales, impairments and other, other non-cash operating expenses and other expenses are excluded. Cash Costs also exclude restructuring costs and other, which are typically paid in cash.
(3)This earnings release is a preliminary report of results for the periods included. The reader should refer to the Company's most recent reports on Form 10-Q and on Form 10-K for definitive information.
(4)The Company's debt is the $576 million term loan under a credit agreement with BH Finance LLC dated January 29, 2020 (the "Credit Agreement"). Excess Cash Flow is defined under the Credit Agreement as any cash greater than $20,000,000 on the balance sheet in accordance with GAAP at the end of each fiscal quarter, beginning with the quarter ending June 28, 2020.
(5)TNI refers to TNI Partners publishing operations in Tucson, AZ. MNI refers to Madison Newspapers, Inc. publishing operations in Madison, WI.
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