Current Report


 

 

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): March 9, 2012 (March 8, 2012)

 

 

GateHouse Media, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-33091   36-4197635

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

350 WillowBrook Office Park, Fairport, New York   14450
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (585) 598-0030

N/A

(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 (see General Instruction A.2. below):

 

¨ 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))

 

 

 


Section 2 – Financial Information

Item 2.02 Results of Operations and Financial Condition

On March 8, 2012, GateHouse Media, Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter and full year ended January 1, 2012. 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 March 8, 2012


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 hereunto duly authorized.

 

GATEHOUSE MEDIA, INC.

/s/ Michael E. Reed

Michael E. Reed
Chief Executive Officer

Date: March 9, 2012


EXHIBIT INDEX

 

Exhibit

Number

  

Exhibit

99.1    Press Release dated March 8, 2012

Exhibit 99.1

 

LOGO

FOR IMMEDIATE RELEASE

Contact Information:

Melinda A. Janik

Chief Financial Officer

Tel: +1-585-598-0031

Mark Maring

Investor Relations

Tel: +1-585-598-6874

GateHouse Media Announces Fourth Quarter and 2011 Annual Results

Fourth Quarter and 2011 Annual Highlights

 

   

Digital revenue increased 26.1% for the quarter and 24.9% for the full year, and 17.2% and 23.5%, respectively, taking into account a change in the Company’s reporting period.

 

   

As Adjusted EBITDA was $32.9 million and $90.4 million for the fourth quarter and full year, respectively; an increase of 4.3% for the quarter and a decrease of 7.9% for the full year.

 

   

Revenues for the fourth quarter were $144.4 million, up 0.8% from the prior year quarter and down 4.8% after taking into account a change in the Company’s reporting period. Full year revenues were $525.8 million, a decrease of 5.9% from the prior year and 6.7% after taking into account a change in the Company’s reporting period.

 

   

Operating costs and SG&A expense decreased $2.0 million or 1.7% for the fourth quarter and $25.5 million or 5.5% for the full year.

 

   

Levered Free Cash Flow per share for the fourth quarter was flat with prior year at $0.26 and for the full year decreased 16.4% to $0.50 as compared to $0.60 for the prior year.

FAIRPORT, N.Y. March 8, 2012 - GateHouse Media, Inc. (the “Company” or “GateHouse Media”) (OTC Pink Sheets: GHSE) today reported financial results for the fourth quarter and full year ended January 1, 2012.

Change in Reporting Period

Comparisons to the prior year were influenced by two factors impacting the number of days in the reporting period. In fiscal 2011, there was a 53 rd week, falling in Q4, for approximately 60% of the business which was already on a 52 week (5-4-4 quarterly) reporting cycle. Also in 2011, the remaining 40% of the business changed its reporting period from a calendar year to a 52 week reporting period to be consistent with the rest of the Company, which resulted in one additional net day in 2011, but an additional 6 days in Q4. The Company estimated the impact of these two factors for better comparability year over year in reporting same store results (“same reporting period basis”). Please see the exhibits to this press release for a reconciliation from GAAP revenue to same reporting period basis revenue.

 

1


Michael E. Reed, GateHouse Media’s Chief Executive Officer, said, “We are starting to see some positive changes in our trends resulting from the strategic initiatives we embarked on in 2011. I am pleased with the implementation of a more structured approach to many of the functional areas of our business and the impact it is having on our results. We also adopted a new company-wide organizational structure in January 2012 and we are excited about how this should positively impact results in 2012 and beyond.

“I was pleased that we were able to generate $32.9 million of As Adjusted EBITDA in the fourth quarter, with a margin of 22.9%. This represented growth over the prior year of 4.3% and was also our largest quarter in terms of As Adjusted EBITDA since the third quarter of 2008. We saw a broad-based improvement in revenue trends in the fourth quarter that resulted in revenue declines of 4.8% in the quarter, our best comparison of the year. Further, we have seen continued improvement in this trend during January and February of 2012.

“We were encouraged by the improving trends we saw across many of our revenue categories as the year came to a close. I am pleased with our continued progress on cost reductions and resource realignment toward growth opportunities, and I am also pleased that our audiences continue to grow through all of our digital product offerings.

“In 2012 we will continue to focus on all facets of our transformational strategy, including targeting further cost reduction and resource realignment, improved digital audience and revenue growth, consumer revenue growth through volume improvements and strategic pricing actions, stabilization of print through product and process improvements, and new business development. Our new organizational structure was designed to give us leaner, more vertical management across most functional areas, which we believe positions the Company to successfully execute on our strategy.

Fourth Quarter 2011

Total revenues were $144.4 million for the quarter, an increase of 0.8% as compared to the prior year and a decrease of 4.8% on a same reporting period basis. Digital revenue grew 17.2% in the fourth quarter on a same reporting period basis driven by growth in online advertising, daily deals and digital subscription programs. Total advertising revenue declined 7.5% on the same reporting period basis as growth in digital advertising was more than offset by declines in local and classified print advertising revenues, which were down 9.9% and 6.7%, respectively, versus the prior year. While these trends were an improvement from the third quarter, local print advertising remained soft due to weak economic conditions and were further impacted by a decline in political spending as compared to the prior year. The improvement in our classified trends was driven by increased levels of legal foreclosure advertising in certain markets along with improved trends in the auto and real estate categories. Circulation revenue increased slightly on a same reporting period basis due to pricing actions taken in 2011.

Operating costs and SG&A expenses were $111.8 million in the quarter, a decline of $2.0 million or 1.7% from the prior year and a decrease of approximately $9.3 million or 7.7% on the same reporting period basis. The expense declines were driven primarily by lower compensation and newsprint expense. Compensation expense was down 10.7% on a same reporting period basis as the Company has been able to successfully reduce compensation expense as part of its overall permanent cost savings initiatives. For the quarter, newsprint expense was down 17.4% on a same reporting period basis, driven by the Company’s decision to outsource printing and lower consumption levels. Partially offsetting these declines was an increase in outside services as a result of outsourcing printing and distribution in certain markets.

Operating income for the quarter was $18.7 million, an increase of $1.1 million as compared to the prior year. As Adjusted EBITDA for the quarter was $32.9 million, an increase of 4.3% versus 2010.

Levered Free Cash Flow for the quarter of $15.1 million was flat with the prior year.

One-time costs incurred and other non-cash expenses in the quarter were $1.8 million, and related primarily to reorganization efforts and initiatives introduced to realize permanent expense reductions.

Annual 2011

Total revenues were $525.8 million for the full year 2011, a decrease of 5.9% over the prior year and 6.7% on a same reporting period basis. Total advertising revenue declined 8.6% on a same reporting period basis. The decline in total advertising revenue was driven by local retail and classified revenue, which were down 9.2% and 12.3%, respectively, partially offset by 17.8% growth in online advertising revenues. Commercial print and other revenues declined 2.5% on a same reporting period basis.

 

2


Full year 2011 operating costs and SG&A expense declined $25.5 million or 5.5% compared to the prior year, and 6.4% on a same reporting period basis. The expense declines were driven primarily by lower compensation expense and newsprint costs. On a same reporting period basis, compensation expense was down 8.9% from the prior year and newsprint expense was down 7.7%.

Operating income for the full year 2011 was $33.9 million, compared to $43.2 million in 2010. As Adjusted EBITDA for the year was $90.4 million, a decrease of $8.6 million or 8.7% on a same reporting period basis, primarily due to revenue declines that outpaced expense reduction initiatives.

Levered Free Cash Flow for the full year 2011 was $28.9 million compared to $34.5 million in 2010.

Non-cash compensation expense for Restricted Stock Grants in 2011 was $0.5 million. One-time costs incurred and other non-cash expenses in 2010 were $9.4 million, and related primarily to reorganization efforts and initiatives introduced to realize permanent expense reductions.

About GateHouse Media, Inc.

GateHouse Media, Inc., headquartered in Fairport, New York, is one of the largest publishers of locally based print and online media in the United States as measured by its 79 daily publications. GateHouse Media currently serves local audiences of approximately 10 million per week across 21 states through hundreds of community publications and local websites. GateHouse Media is traded in the over-the-counter market under the symbol “GHSE.”

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

Non-GAAP Financial Measures

A non-GAAP financial measure is generally defined as one that purports to measure historical or future financial performance, financial position or cash flows, but excludes or includes amounts that would not be so adjusted in the most comparable GAAP measure. GateHouse Media defines and uses Adjusted EBITDA, As Adjusted EBITDA, As Adjusted Revenues, and Levered Free Cash Flow, non-GAAP financial measures, as set forth below. 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, As Adjusted Revenues and Levered 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, As Adjusted Revenues and Levered Free Cash Flow

The Company defines Adjusted EBITDA as income (loss) from continuing operations before interest, income tax expense (benefit), depreciation and amortization and other non-recurring or non-cash items. The Company defines As Adjusted EBITDA as Adjusted EBITDA before other non-cash items such as non-cash compensation, non-recurring integration and reorganization costs and Adjusted EBITDA from non-wholly owned subsidiaries. The Company defines As Adjusted Revenues as total revenues plus revenues of discontinued operations less revenues from non-wholly owned subsidiaries. The Company defines Levered Free Cash Flow as As Adjusted EBITDA less capital expenditures, cash taxes and interest expense, excluding non-wholly owned subsidiaries.

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

Adjusted EBITDA, As Adjusted EBITDA, As Adjusted Revenues and Levered Free Cash Flow are not measurements 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. GateHouse 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 its day-to-day operations;

 

3


   

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; and

 

   

Indicators for management to determine if adjustments to current spending decisions are needed.

Adjusted EBITDA, As Adjusted EBITDA, As Adjusted Revenues and Levered Free Cash Flow provide GateHouse Media with measures of financial performance, independent of items that are beyond the control of management in the short-term, such as depreciation and amortization, taxation and interest expense associated with its capital structure. These metrics measure GateHouse Media’s financial performance based on operational factors that management can impact in the short-term, namely the cost structure or expenses of the organization. Adjusted EBITDA, As Adjusted EBITDA, As Adjusted Revenues and Levered Free Cash Flow are some of the metrics used by senior management and the Board of Directors to review the financial performance of the business on a monthly basis. In addition, GateHouse Media’s management utilizes these metrics to evaluate the Company’s performance, along with other criteria, to determine the funds available for paying the quarterly dividend.

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, and are subject to various risks and uncertainties, including without limitation, statements relating to progress made by the Company in its integration efforts, growth in revenues and cash flow, on-line revenues, expense reduction efforts and potential acquisition and sale opportunities. Forward-looking statements are generally identifiable by use of forward-looking terminology such as “may,” “will,” “should,” “potential,” “intend,” “expect,” “endeavor,” “seek,” “anticipate,” “estimate,” “overestimate,” “underestimate,” “believe,” “could,” “would,” “project,” “predict,” “continue” or other similar words or expressions. Forward looking statements are based on certain assumptions or estimates, discuss future expectations, describe future plans and strategies, contain projections of results of operations or of financial condition or state other forward-looking information. The Company’s ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Although the Company believes that the expectations reflected in such forward looking statements are based on reasonable assumptions, actual results and performance could differ materially from those set forth in the forward-looking statements. Factors which could have a material adverse effect on the Company’s operations and future prospects or which could cause events or circumstances to differ from the forward-looking statements include, but are not limited to, the condition of the economy and the credit markets generally, the Company’s ability to maintain adequate liquidity and financing sources and an appropriate level of debt, the Company’s ability to maintain debt covenants, the Company’s ability to successfully grow digital revenues and audience and consumer revenues, the Company’s ability to successfully stabilize print revenues, the ability of the Company to successfully identify and develop new business ventures, the Company’s ability to close on a timely basis upon announced or contemplated transactions, unexpected liabilities arising from any transaction or that the Company will not receive the expected benefits from the transaction, the Company’s ability to generate sufficient cash flow to cover required interest and long-term obligations, the effect of the Company’s indebtedness and long-term obligations on its liquidity, the Company’s ability to integrate acquired assets and businesses, any increases in the price or reduction in the availability of newsprint, seasonal and other fluctuations affecting the Company’s revenues and operating results, any declines in circulation, the Company’s ability to obtain additional capital on terms acceptable to it, the Company’s ability to compete effectively in the local media industry, the Company’s success or failure in pursuing its digital business and related initiatives and strategic realignments and undertakings, increases in health costs, the Company’s vulnerability to economic downturns, regulatory changes or acts of nature in certain geographic areas, increases in competition for skilled personnel, a portion of the Company’s workforce being unionized, departure of key officers, increases in market interest rates, the cost and difficulty of complying with increasing and evolving regulation, and other risks detailed from time to time in the Company’s SEC reports, including but not limited to its most recent Annual Report on Form 10-K filed with the SEC under Commission File Number 001-33091. When considering forward- looking statements, readers should keep in mind the risk factors and other cautionary statements in such SEC

 

4


filings. Readers are also cautioned not to place undue reliance on any of these forward-looking statements, which reflect management’s views as of the date of this press release. The factors discussed above and the other factors noted in the Company’s SEC filings could cause actual results to differ significantly from those contained in any forward-looking statement. Although the Company believes that the expectations reflected in the forward-looking statements are reasonable, it cannot guarantee future results, levels of activity, performance or achievements and expressly disclaims any obligation to release publicly any updates or revisions to any forward-looking statements to reflect any change in expectations with regard thereto or change in events, conditions or circumstances on which any statement is based.

 

5


GATEHOUSE MEDIA, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Operations

(In thousands, except share and per share data)

 

     Three months
ended
January 1,
2012
    Three months
ended
December 31,
2010
    Twelve months
ended
January 1,
2012
    Twelve months
ended
December 31,
2010
 
     (unaudited)     (unaudited)              

Revenues:

        

Advertising

   $ 101,045      $ 103,298      $ 365,563      $ 395,794   

Circulation

     36,352        33,525        134,201        136,377   

Commercial printing and other

     7,041        6,539        26,029        26,417   
  

 

 

   

 

 

   

 

 

   

 

 

 

Total revenues

     144,438        143,362        525,793        558,588   

Operating costs and expenses:

        

Operating costs

     74,646        75,530        289,275        304,997   

Selling, general, and administrative

     37,175        38,268        150,050        159,846   

Depreciation and amortization

     11,078        11,260        43,393        46,118   

Integration and reorganization costs

     2,568        231        5,950        2,470   

Impairment of long-lived assets

     —          430        2,051        430   

(Gain) loss on sale of assets

     (99     30        806        1,540   

Goodwill and mastheads impairment

     385        —          385        —     
  

 

 

   

 

 

   

 

 

   

 

 

 

Operating income

     18,685        17,613        33,883        43,187   

Interest expense

     15,626        14,957        58,316        60,034   

Amortization of deferred financing costs

     340        340        1,360        1,360   

(Gain) loss on derivative instruments

     (639     1,045        (913     8,277   

Other income

     (943     (123     (849     (138
  

 

 

   

 

 

   

 

 

   

 

 

 

Income (loss) from continuing operations before income taxes

     4,301        1,394        (24,031     (26,346

Income tax expense (benefit)

     (1,893     5        (1,803     (155
  

 

 

   

 

 

   

 

 

   

 

 

 

Income (loss) from continuing operations

     6,194        1,389        (22,228     (26,191

Loss from discontinued operations, net of income taxes

     —          (285     —          (449
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income (loss)

     6,194      $ 1,104        (22,228   $ (26,640

Net (income) loss attributable to noncontrolling interest

     (21     278        579        596   
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income (loss) attributable to GateHouse Media

   $ 6,173      $ 1,382      $ (21,649   $ (26,044
  

 

 

   

 

 

   

 

 

   

 

 

 

Loss per share:

        

Basic and diluted:

        

Income (loss) from continuing operations attributable to GateHouse Media

   $ 0.11      $ 0.03      $ (0.37   $ (0.44

Loss from discontinued operations attributable to GateHouse Media, net of income taxes

     —        $ (0.01     —        $ (0.01
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income (loss) attributable to GateHouse Media

   $ 0.11      $ 0.02      $ (0.37   $ (0.45
  

 

 

   

 

 

   

 

 

   

 

 

 

Basic weighted average shares outstanding

     58,077,031        58,079,029        57,949,815        57,723,353   
  

 

 

   

 

 

   

 

 

   

 

 

 

Diluted weighted average shares outstanding

     58,077,031        58,079,029        57,949,815        57,723,353   
  

 

 

   

 

 

   

 

 

   

 

 

 

 

6


GATEHOUSE MEDIA, INC. AND SUBSIDIARIES

Consolidated Balance Sheets

(In thousands, except share data)

 

     Janaury 1,
2012
    December 31,
2010
 
Assets     

Current assets:

    

Cash and cash equivalents

   $ 19,212      $ 8,753   

Restricted cash

     6,167        6,167   

Accounts receivable, net of allowance for doubtful accounts of $2,976 and $3,260 at January 1, 2012 and December 31, 2010, respectively

     59,236        61,512   

Inventory

     6,017        7,731   

Prepaid expenses

     15,483        10,506   

Other current assets

     7,347        7,253   
  

 

 

   

 

 

 

Total current assets

     113,462        101,922   

Property, plant, and equipment, net of accumulated depreciation of $116,780 and $101,739 at January 1, 2012 and December 31, 2010, respectively

     130,937        152,293   

Goodwill

     13,958        14,343   

Intangible assets, net of accumulated amortization of $179,327 and $154,927 at January 1, 2012 and December 31, 2010, respectively

     246,661        271,061   

Deferred financing costs, net

     2,974        4,334   

Other assets

     1,876        1,400   

Assets held for sale

     934        974   
  

 

 

   

 

 

 

Total assets

   $ 510,802      $ 546,327   
  

 

 

   

 

 

 
Liabilities and Stockholders’ Deficit     

Current liabilities:

    

Current portion of long-term liabilities

   $ 1,039      $ 1,224   

Current portion of long-term debt

     4,600        11,249   

Accounts payable

     8,216        5,905   

Accrued expenses

     27,625        26,766   

Accrued interest

     2,876        2,805   

Deferred revenue

     27,171        27,348   
  

 

 

   

 

 

 

Total current liabilities

     71,527        75,297   

Long-term liabilities:

    

Long-term debt

     1,176,638        1,181,238   

Long-term liabilities, less current portion

     2,935        3,636   

Derivative instruments

     51,576        65,490   

Pension and other postretirement benefit obligations

     13,758        12,787   
  

 

 

   

 

 

 

Total liabilities

     1,316,434        1,338,448   
  

 

 

   

 

 

 

Stockholders’ deficit:

    

Common stock, $0.01 par value, 150,000,000 shares authorized at January 1, 2012 and December 31, 2010; 58,313,868 and 58,313,868 shares issued, and 58,077,031 and 58,078,607 outstanding at January 1, 2012 and December 31, 2010, respectively

     568        568   

Additional paid-in capital

     831,249        830,787   

Accumulated other comprehensive loss

     (54,359     (62,614

Accumulated deficit

     (1,581,114     (1,559,465

Treasury stock, at cost, 236,837 and 235,261 shares at January 1, 2012 and December 31, 2010, respectively

     (310     (310
  

 

 

   

 

 

 

Total GateHouse Media stockholders’ deficit

     (803,966     (791,034

Noncontrolling Interest

     (1,666     (1,087
  

 

 

   

 

 

 

Total stockholders’ deficit

     (805,632     (792,121
  

 

 

   

 

 

 

Total liabilities and stockholders’ deficit

   $ 510,802      $ 546,327   
  

 

 

   

 

 

 

 

7


GATEHOUSE MEDIA, INC. AND SUBSIDIARIES

Consolidated Statements of Cash Flows

(In thousands)

 

     Year ended
January 1,  2012
    Year ended
December 31, 2010
    Year ended
December 31, 2009
 

Cash flows from operating activities:

      

Net loss

   $ (22,228   $ (26,640   $ (530,612

Adjustments to reconcile net loss to net cash provided by operating activities:

      

Depreciation and amortization

     43,393        46,122        55,821   

Amortization of deferred financing costs

     1,360        1,360        1,360   

(Gain) loss on derivative instruments

     (913     8,277        12,672   

Non-cash compensation expense

     462        1,715        3,429   

(Gain) loss on sale of assets

     806        1,540        (418

Gain on early extinguishment of debt

     —          —          (7,538

Pension and other postretirement benefit obligations

     (1,859     (1,401     (782

Impairment of long-lived assets

     2,051        834        208,794   

Goodwill and mastheads impairment

     385        —          275,310   

Changes in assets and liabilities, net of acquisitions:

      

Accounts receivable, net

     2,478        6,157        7,120   

Inventory

     1,714        (682     3,704   

Prepaid expenses

     (4,977     (5,378     (596

Other assets

     (585     (78     (3,564

Accounts payable

     2,311        (170     (14,303

Accrued expenses

     (1,152     (1,631     (3,001

Accrued interest

     71        (430     (4,660

Deferred revenue

     (177     (478     (463

Other long-term liabilities

     (701     (2,664     717   
  

 

 

   

 

 

   

 

 

 

Net cash provided by operating activities

     22,439        26,453        2,990   
  

 

 

   

 

 

   

 

 

 

Cash flows from investing activities:

      

Purchases of property, plant, and equipment

     (3,330     (4,780     (2,476

Proceeds from sale of publications and other assets

     2,599        4,156        11,151   

Acquisitions, net of cash acquired

     —          —          (275
  

 

 

   

 

 

   

 

 

 

Net cash (used in) provided by investing activities

     (731     (624     8,400   
  

 

 

   

 

 

   

 

 

 

Cash flows from financing activities:

      

Repayments under short-term debt

     —          (8,000     (9,000

Repayments under short-term note payable

     —          —          (4,000

Repayments under current portion of long-term debt

     (11,249     (2,513     —     

Purchase of treasury stock

     —          (4     (3

Stock issued by non wholly owned subsidiary

     —          7        —     

Repurchase of subsidiary preferred stock

     —          (11,500     —     
  

 

 

   

 

 

   

 

 

 

Net cash used in financing activities

     (11,249     (22,010     (13,003
  

 

 

   

 

 

   

 

 

 

Net increase (decrease) in cash and cash equivalents

     10,459        3,819        (1,613

Cash and cash equivalents at beginning of period

     8,753        4,934        6,547   
  

 

 

   

 

 

   

 

 

 

Cash and cash equivalents at end of period

   $ 19,212      $ 8,753      $ 4,934   
  

 

 

   

 

 

   

 

 

 

Supplemental disclosures on cash flow information:

      

Cash interest paid

   $ 58,225      $ 59,317      $ 67,950   

Cash income taxes paid

     —          80        487   

 

8


GATEHOUSE MEDIA, INC. AND SUBSIDIARIES

As Adjusted EBITDA

(In thousands)

 

     Three months
ended
January 1, 2012
    Three months
ended
December 31, 2010
    Twelve months
ended
January 1, 2012
    Twelve months
ended
December 31, 2010
 

Loss from continuing operations

   $ 6,194      $ 1,389      $ (22,228   $ (26,191

Income tax expense (benefit)

     (1,893     5        (1,803     (155

(Gain) loss on derivative instruments (1)

     (639     1,045        (913     8,277   

Amortization of deferred financing costs

     340        340        1,360        1,360   

Interest expense

     15,626        14,957        58,316        60,034   

Impairment of long-lived assets

     —          430        2,051        430   

Depreciation and amortization

     11,078        11,260        43,393        46,118   

Goodwill and mastheads impairment

     385        —          385        —     
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBITDA from continuing operations

     31,091        29,426        80,561        89,873   

Non-cash compensation and other expense

     208        1,974        4,227        5,004   

Non-cash portion of postretirement benefits expense

     (875     (116     (1,104     (649

Integration and reorganization costs

     2,568        231        5,950        2,470   

(Gain) loss on sale of assets

     (99     30        806        1,540   

Loss from discontinued operations

     —          (5     —          (33
  

 

 

   

 

 

   

 

 

   

 

 

 

As Adjusted EBITDA

     32,893        31,540        90,440        98,205   

Net capital expenditures

     (937     (1,779     (3,303     (4,347

Cash taxes

     —          —          —          (80

Interest paid

     (16,841     (14,709     (58,225     (59,317
  

 

 

   

 

 

   

 

 

   

 

 

 

Levered Free Cash Flow

   $ 15,115      $ 15,052      $ 28,912      $ 34,461   
  

 

 

   

 

 

   

 

 

   

 

 

 

 

(1) Non-cash loss on derivative instruments is related to interest rate swap agreements which are financing related and are excluded from Adjusted EBITDA.

GATEHOUSE MEDIA, INC. AND SUBSIDIARIES

As Adjusted Revenues

(In thousands)

 

     Three months
ended
January 1, 2012
    Three months
ended
December 31, 2010
    Twelve months
ended
January 1, 2012
    Twelve months
ended
December 31, 2010
 

Total revenues from continuing operations

   $ 144,438      $ 143,362      $ 525,793      $ 558,588   

Revenues from discontinued operations

     —          —          —          91   

Revenues from non-wholly owned subsidiary

     (551     (318     (2,293     (3,079

Same reporting period basis adjustment

     —          8,136        —          5,504   
  

 

 

   

 

 

   

 

 

   

 

 

 

As Adjusted Revenues

   $ 143,887      $ 151,180      $ 523,500      $ 561,104   
  

 

 

   

 

 

   

 

 

   

 

 

 

 

9