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Gannett Co., Inc. (GCI) SEC Filing 10-K Annual report for the fiscal year ending Tuesday, December 31, 2019

Gannett Co., Inc.

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CIK: 1579684 Ticker: GCI


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Gannett Announces Fourth Quarter and Full Year 2019 Results

Significant progress on integration; continued confidence in high-end of synergy targets
On track to implement over $60 million in annualized synergies by the end of the first quarter
Combined paid digital-only subscriptions reach over 800,000

MCLEAN, VA — February 27, 2020 — Gannett Co., Inc. ("Gannett", "we", "us", "our", or "the Company") (NYSE: GCI) today reported its financial results for the fourth quarter and full year ended December 31, 2019. Prior to November 19, 2019, our corporate name was New Media Investment Group Inc. ("New Media" or "Legacy New Media"), and Gannett Co., Inc. ("Legacy Gannett") was a separate publicly traded company. On November 19, 2019, New Media acquired Legacy Gannett (the "Acquisition"). In connection with the Acquisition, Legacy Gannett became a wholly owned subsidiary of New Media, and New Media changed its name to Gannett Co., Inc.

The discussion below presents “consolidated results” for the Company as a whole and “segment results” for our primary reporting segments: Publishing and Marketing Solutions. Within each of these categories, we provide (i) our actual GAAP results, which reflect a full quarter or year (as applicable) of Legacy New Media operations and six weeks of Legacy Gannett operations, (ii) same store revenue trends for Legacy Gannett and Legacy New Media, each on a stand-alone basis for the entire period, (iii) pro forma results, which reflect the consolidated operations, adjusted as if New Media had owned Legacy Gannett for the entire period presented, and (iv) Adjusted EBITDA, which is our non-GAAP measure of operating results, calculated based on actual results (with six weeks of Legacy Gannett results) and on a pro forma basis (assuming Legacy Gannett was owned for the entire period).

Financial Highlights
 
Fourth Quarter 2019
 
Full Year 2019
in thousands
Actual
 
Pro Forma
 
Actual
 
Pro Forma
GAAP operating revenue
$
699,274

 
$
1,054,253

 
$
1,867,909

 
$
4,182,220

GAAP net loss attributable to Gannett
(95,088
)
 
(115,694
)
 
(119,842
)
 
(114,983
)
Adjusted EBITDA(1) (non-GAAP)
98,821

 
141,208

 
223,871

 
485,452

Free cash flow(2) (non-GAAP)
(79,692
)
 
N/A

 
11,557

 
N/A

(1) Refer to “Use of Non-GAAP Information” below for the Company’s definition of Adjusted EBITDA and the reconciliation to the most comparable GAAP measure included herein.
(2) Refer to “Use of Non-GAAP Information” below for the Company’s definition of Free cash flow and the reconciliation to the most comparable GAAP measure included herein. Free cash flow for the fourth quarter was negatively impacted by $87.8 million of pension benefits paid as a result of the Acquisition, $35.9 million of integration and reorganization costs, $19.3 million of acquisition costs, and $2.5 million of other one-time adjustments. Free cash flow for the full year was negatively impacted by $87.8 million of pension benefits paid as a result of the Acquisition, $45.4 million of integration and reorganization costs, $38.4 million of acquisition costs, and $11.3 million of other one-time adjustments.

Fourth Quarter 2019 Consolidated Results

•
Fourth quarter GAAP revenues of $699.3 million rose 68.1% as compared to the prior year quarter reflecting the Acquisition.
◦
Legacy Gannett fourth quarter same store revenues decreased 10.1% year-over-year.
◦
Legacy New Media fourth quarter same store revenues decreased 9.6% year-over-year.
•
Pro forma digital advertising and marketing services revenues reached $231.8 million in the fourth quarter, or 22.0% of total pro forma revenues.
•
GAAP net loss attributable to Gannett of $95.1 million in the fourth quarter reflects a one-time non-cash write-down of $100.7 million related to the revaluation of intangibles and $145.6 million one-time cash charges related to restructuring and transaction related costs.
•
Adjusted EBITDA totaled $98.8 million and represented a 14.1% margin. On a pro forma basis, Adjusted EBITDA totaled $141.2 million and represented a 13.4% margin.

Full Year 2019 Consolidated Results

•
2019 GAAP revenues of $1.9 billion rose 22.4% as compared to the prior year reflecting the Acquisition.
◦
Legacy Gannett 2019 same store revenues decreased 9.4% year-over-year.
◦
Legacy New Media 2019 same store revenues decreased 8.0% year-over-year.

The following information was filed by Gannett Co., Inc. (GCI) on Thursday, February 27, 2020 as an 8K 2.02 statement, which is an earnings press release pertaining to results of operations and financial condition. It may be helpful to assess the quality of management by comparing the information in the press release to the information in the accompanying 10-K Annual Report statement of earnings and operation as management may choose to highlight particular information in the press release.

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Inside Gannett Co., Inc.'s 10-K Annual Report:

Financial Statements, Disclosures and Schedules

Inside this 10-K Annual Report

Cover Page
Consolidated Balance Sheets
Consolidated Balance Sheets (Parenthetical)
Consolidated Statements Of Cash Flows
Consolidated Statements Of Equity
Consolidated Statements Of Equity (Parenthetical)
Consolidated Statements Of Operations And Comprehensive Income (Loss)
Acquisitions (Tables)
Acquisitions - Acquired Assets And Liabilities Assumed (Details)
Acquisitions - Narrative (Detail)
Acquisitions And Dispositions
Acquisitions And Dispositions - Dispositions (Details)
Acquisitions And Dispositions - Pro Forma Information (Details)
Commitments, Contingencies And Other Matters
Commitments, Contingencies And Other Matters (Detail)
Debt - Convertible Debt (Details)
Description Of Business, Basis Of Presentation, And Summary Of Significant Accounting Policies
Description Of Business, Basis Of Presentation, And Summary Of Significant Accounting Policies - Accounts Payable And Accrued Expenses (Details)
Description Of Business, Basis Of Presentation, And Summary Of Significant Accounting Policies - Narrative (Detail)
Description Of Business, Basis Of Presentation, And Summary Of Significant Accounting Policies - Property, Plant And Equipment (Details)
Description Of Business, Basis Of Presentation, And Summary Of Significant Accounting Policies - Reconciliation Of Cash, Cash Equivalents And Restricted Cash (Details)
Description Of Business, Basis Of Presentation, And Summary Of Significant Accounting Policies - Supplemental Cash Flow Information (Details)
Description Of Business, Basis Of Presentation, And Summary Of Significant Accounting Policies (Policies)
Description Of Business, Basis Of Presentation, And Summary Of Significant Accounting Policies (Tables)
Fair Value Measurement
Fair Value Measurement (Tables)
Fair Value Measurement - Fair Value Of Pension Plan Assets By Level Within Fair Value Hierarchy (Detail)
Fair Value Measurement - Narrative (Detail)
Fair Value Measurement - Summary Of Changes In Fair Value Of Pension Plan Assets And Liabilities Categorized As Level 3 (Detail)
Goodwill And Other Intangible Assets
Goodwill And Other Intangible Assets (Tables)
Goodwill And Other Intangible Assets - Change In Goodwill (Detail)
Goodwill And Other Intangible Assets - Future Annual Amortization Expense (Details)
Goodwill And Other Intangible Assets - Narrative (Detail)
Goodwill And Other Intangible Assets - Schedule Of Intangible Assets (Detail)
Income Taxes
Income Taxes - Components Of Income (Loss) From Continuing Operations Attributable To Gannett Co., Inc. Before Income Taxes (Detail)
Income Taxes - Deferred Tax Liabilities And Assets (Detail)
Income Taxes - Narrative (Detail)
Income Taxes - Provision (Benefit) For Income Taxes On Income From Continuing Operations (Detail)
Income Taxes - Summary Of Activity Related To Unrecognized Tax Benefits, Excluding Federal Tax Benefit Of State Tax Deductions (Detail)
Income Taxes - Summary Of Valuation Allowance (Details)
Income Taxes (Tables)
Income Taxes - Reconciliation Of Effective Tax Rate (Details)
Indebtedness
Indebtedness Debt - Apollo Term Loan (Details)
Indebtedness New Media Credit Agreement (Details)
Integration And Reorganization Costs And Long-Lived Asset Impairments
Integration And Reorganization Costs And Long-Lived Asset Impairments (Tables)
Integration And Reorganization Costs And Long-Lived Asset Impairments - Narrative (Details)
Integration And Reorganization Costs And Long-Lived Asset Impairments - Severance-Related Liabilities Activity (Details)
Integration And Reorganization Costs And Long-Lived Asset Impairments Integration And Reorganization Costs And Long-Lived Asset Impairments - Facility Consolidation Charges (Details)
Integration And Reorganization Costs And Long-Lived Asset Impairments Integration And Reorganization Costs And Long-Lived Asset Impairments - Impairment Charges (Details)
Integration And Reorganization Costs And Long-Lived Asset Impairments Integration And Reorganization Costs And Long-Lived Asset Impairments - Severance-Related Expenses (Details)
Leases (Tables)
Leases Components Of Leases Expenses (Details)
Leases Future Minimum Lease Payments (Details)
Leases Leases
Leases Narrative (Details)
Leases Other Information (Details)
Postretirement Benefits Other Than Pensions
Postretirement Benefits Other Than Pensions - Assumptions Used To Calculate Actuarial Valuation (Detail)
Postretirement Benefits Other Than Pensions - Assumptions Used To Calculate Net Periodic Benefit Cost (Detail)
Postretirement Benefits Other Than Pensions - Components Of Net Periodic Benefit Cost (Details)
Postretirement Benefits Other Than Pensions - Expected Benefit Payments And Subsidy Benefits (Detail)
Postretirement Benefits Other Than Pensions - Reconciliation Of Benefit Obligations And Funded Status (Detail)
Postretirement Benefits Other Than Pensions (Tables)
Postretirement Benefits Other Than Pensions - Schedule Of 1% Change In Health Care Cost Trend Rates (Details)
Quarterly Statement Of Income (Details)
Quarterly Statement Of Income (Tables)
Quarterly Statements Of Income (Unaudited)
Related Party Transactions (Tables)
Related Party Transactions - Narrative (Details)
Related Party Transactions Related Party Transactions
Related Party Transactions Related Party Transactions - Management And Incentive Fees (Details)
Retirement Plans
Retirement Plans - Assumptions Used To Determine Defined Benefit Plans Costs (Detail)
Retirement Plans - Assumptions Used To Determine Pension Year-End Benefit Obligations (Detail)
Retirement Plans - Estimated Benefit Payments (Detail)
Retirement Plans - Funded Status Of Principal Retirement Plans (Detail)
Retirement Plans - Multi-Employer Pension Plans (Detail)
Retirement Plans - Narrative (Detail)
Retirement Plans - Pension Costs (Detail)
Retirement Plans - Reconciliation Of Benefit Obligations, Plan Assets And Funded Status (Detail)
Retirement Plans (Tables)
Retirement Plans - Asset Allocation And Target Allocations By Asset Category (Details)
Retirement Plans - Retirement Plans (Details)
Revenues
Revenues - Narrative (Details)
Revenues (Tables)
Revenues - Deferred Revenue (Details)
Revenues - Disaggregation Of Revenue (Details)
Revenues Revenues - Performance Obligations (Details)
Segment Reporting
Segment Reporting (Details)
Segment Reporting (Tables)
Segment Reporting - Reconciliation Of Ebitda To Operating Income (Details)
Supplemental Equity Information
Supplemental Equity Information (Tables)
Supplemental Equity Information - Accumulated Other Comprehensive Income (Loss) (Details)
Supplemental Equity Information - Computation Of Diluted Income Per Share (Detail)
Supplemental Equity Information - Earnings (Loss) Per Share (Basic And Diluted) (Detail)
Supplemental Equity Information - Narrative (Detail)
Supplemental Equity Information - Restricted Stock Grants (Details)
Supplemental Equity Information - Summary Of Stock-Option Awards (Detail)
Ticker: GCI
CIK: 1579684
Form Type: 10-K Annual Report
Accession Number: 0001579684-20-000006
Submitted to the SEC: Mon Mar 02 2020 5:29:01 PM EST
Accepted by the SEC: Mon Mar 02 2020
Period: Tuesday, December 31, 2019
Industry: Newspapers Publishing Or Publishing And Printing

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