We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Share Name | Share Symbol | Market | Type |
---|---|---|---|
Journal Media Grp., Inc. | NYSE:JMG | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 12.01 | 0 | 01:00:00 |
|
þ
|
|
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
o
|
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Wisconsin
(State or other jurisdiction of
incorporation or organization)
|
|
47-1939596
(IRS Employer
Identification Number)
|
|
|
|
333 West State Street
Milwaukee, Wisconsin
(Address of principal executive offices)
|
|
53203
(Zip Code)
|
Large accelerated filer
o
|
|
Accelerated filer
o
|
|
Non-accelerated filer
þ
(do not check if a smaller reporting company)
|
|
Smaller reporting company
o
|
|
|
|
Page No.
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
|
|
|
|
|
15. Exhibits and Financial Statement Schedules
|
|
|
|
|
|
SIGNATURES
|
|
•
|
statements relating to our plans, intentions, expectations, objectives or goals, including certain matters relating to the proposed merger with Gannett Co., Inc. (“Gannett”) and certain matters relating to the benefits of the newspaper mergers (as defined below);
|
•
|
statements relating to our future performance, business prospects, revenue, income and financial condition and competitive position following the newspaper mergers, and any underlying assumptions relating to those statements; and
|
•
|
statements preceded by, followed by or that include the words “anticipate,” “approximate,” “believe,” “could,” “estimate,” “expect,” “forecast,” “intend,” “may,” “plan,” “project,” “seek,” “should,” “target,” “will” or similar expressions.
|
•
|
uncertainties as to the expected closing date of the proposed merger with Gannett;
|
•
|
potential disruption from the proposed merger with Gannett making it more difficult to maintain business and operational relationships;
|
•
|
the risk that unexpected costs will be incurred in connection with the proposed merger with Gannett;
|
•
|
the risk of litigation and other legal proceedings related to the proposed merger with Gannett;
|
•
|
changes in economic, business or political conditions, licensing requirements or tax matters in connection with the proposed merger with Gannett;
|
•
|
risks related to the timing (including possible delays) of the expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, in connection with the proposed merger with Gannett;
|
•
|
the possibility that the proposed merger with Gannett does not close, including, but not limited to, due to the failure to satisfy the closing conditions;
|
•
|
the risk that the merger agreement with Gannett may be terminated in certain circumstances that require us to pay Gannett a termination fee of $9 million;
|
•
|
competition in the markets we serve;
|
•
|
the possibility that expected synergies and value creation from the newspaper mergers will not be realized, or will not be realized in the expected time period;
|
•
|
the possibility that the newspaper businesses of Journal Communications, Inc. (“Journal”) and The E.W. Scripps Company (“Scripps”) will not be integrated successfully;
|
•
|
inability to retain and attract qualified personnel;
|
•
|
disruption from the newspaper mergers making it more difficult to maintain business and operational relationships;
|
•
|
the risk that unexpected costs will be incurred;
|
•
|
our expectations regarding the period during which we qualify as an "emerging growth company" under the Jumpstart our Business Startups Act; and
|
•
|
changes in economic, business or political conditions, or licensing requirements or tax matters.
|
ITEM 1.
|
BUSINESS
|
(1)
|
Based on Alliance for Audited Media (“AAM”) statements for the three-month period ended December 31, 2015.
|
(2)
|
Based on AAM statements for the six-month periods ended September 30, except figures for the Naples Daily News and the Treasure Coast News/Press/Tribune, which are from the Statements for the 12-month periods ended September 30.
|
(3)
|
Represents the combined daily and Sunday circulation of The Stuart News, the Indian River Press Journal and The St. Lucie News Tribune.
|
ITEM 1A.
|
RISK FACTORS
|
•
|
the historical Journal newspaper business financial statements are not included in this Annual Report on Form 10-K and pursuant to Securities and Exchange Commission guidance are not required to be so included;
|
•
|
the historical carve-out financial statements of Scripps Newspapers do not reflect certain changes that occurred in our funding and operations as a result of the separation of Scripps Spinco and Journal Spinco from Scripps and Journal, respectively, on April 1, 2015;
|
•
|
our financial information prior to April 1, 2015 reflects estimated allocations for services historically provided by Scripps to Scripps Spinco, and these allocations are different from the costs we incur for these services following April 1, 2015; and
|
•
|
the historical financial information prior to April 1, 2015 does not reflect certain increased or duplicative costs we incurred in becoming a stand-alone, publicly traded company as of April 1, 2015, such as costs attributable to transition service agreements we have with Scripps, or changes in historical cost structure due to our differing personnel needs, financing activities and operations.
|
•
|
adverse effects on employees and business relationships with customers and suppliers;
|
•
|
difficulties in conforming standards, processes, procedures and controls of the businesses;
|
•
|
difficulties in transferring processes and know-how;
|
•
|
difficulties in the assimilation of acquired operations, technologies or products; and
|
•
|
diversion of management’s attention from business concerns.
|
•
|
have generally undertaken to maintain the current newspaper business of Scripps and Journal as an active business for a period of two years following the completion of the newspaper mergers;
|
•
|
are generally restricted, for a period of two years following the newspaper mergers, from (i) reacquiring our stock, (ii) issuing stock to any person other than as compensation for services, (iii) making changes in equity structure, (iv) liquidating, merging or consolidating certain of our subsidiaries, (v) transferring certain material assets except in the ordinary course of business, and (vi) entering into negotiations with respect to, or consenting to, certain acquisitions of our stock;
|
•
|
are generally restricted from taking any other action (including an action that would be inconsistent with the representations relied upon by Scripps and Journal described above) that could jeopardize the tax-free status of the spin-offs; and
|
•
|
have generally agreed to indemnify Scripps and Journal for taxes and related losses incurred as a result of the spin-offs (other than the spin-off of Journal Spinco, which was taxable to Journal) failing to qualify as tax-free transactions provided such taxes and related losses are attributable to any act, failure to act or omission by us or our subsidiaries, including our failure to comply with applicable representations, undertakings and restrictions placed on our actions under the tax matters agreements.
|
•
|
as a result of the risk factors listed in this Annual Report on Form 10-K;
|
•
|
actual or anticipated fluctuations in our operating results;
|
•
|
for reasons unrelated to our specific performance, such as reports by industry analysts, investor perceptions, or negative announcements by our customers or competitors regarding their own performance; and
|
•
|
general economic and industry conditions.
|
•
|
prohibit shareholder action except at an annual or special meeting, thus not allowing our shareholders to act by written consent;
|
•
|
regulate how shareholders may present proposals or nominate directors for election at annual meetings of shareholders by requiring advance notice of such proposals or nominations;
|
•
|
regulate how special meetings of shareholders may be called; and
|
•
|
authorize our board of directors to issue preferred stock in one or more series, without shareholder approval. Under this authority, our board of directors could adopt a rights plan which could ensure continuity of management by rendering it more difficult for a potential acquirer to obtain control of us.
|
•
|
being required to pay costs and expenses relating to the merger, such as legal and accounting fees and, if applicable, termination fees, whether or not the merger is completed; and
|
•
|
loss of time and resources committed by our management to matters relating to the merger that could have been devoted to pursuing other beneficial opportunities.
|
ITEM 1B.
|
UNRESOLVED STAFF COMMENTS
|
ITEM 2.
|
PROPERTIES
|
ITEM 3.
|
LEGAL PROCEEDINGS
|
ITEM 4.
|
MINE SAFETY DISCLOSURES
|
ITEM 5.
|
MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
|
|
|
High
|
|
Low
|
||||
Second quarter
|
|
$
|
10.79
|
|
|
$
|
7.60
|
|
Third quarter
|
|
$
|
8.82
|
|
|
$
|
5.99
|
|
Fourth quarter
|
|
$
|
12.45
|
|
|
$
|
7.34
|
|
|
|
4/1/15
|
6/30/15
|
9/30/15
|
12/31/15
|
|
|
|
|
|
|
Journal Media Group, Inc.
|
|
100.00
|
94.68
|
86.46
|
139.26
|
S&P 500
|
|
100.00
|
100.28
|
93.82
|
100.43
|
Peer Group
|
|
100.00
|
78.35
|
71.66
|
82.29
|
ITEM 6.
|
SELECTED FINANCIAL DATA
|
|
|
For the years ended December 31,
|
||||||||||||||||||
|
|
2015
|
|
2014
|
|
2013
|
|
2012
|
|
2011
|
||||||||||
Statement of Operations Data
|
|
(dollars and shares in thousands, except for per share amounts)
|
||||||||||||||||||
Revenue
|
|
$
|
441,006
|
|
|
$
|
370,332
|
|
|
$
|
384,199
|
|
|
$
|
399,123
|
|
|
$
|
414,744
|
|
Operating costs and expenses
|
|
(431,687
|
)
|
|
(394,420
|
)
|
|
(402,805
|
)
|
|
(410,488
|
)
|
|
(439,903
|
)
|
|||||
Total other income and (expense)
|
|
(569
|
)
|
|
(1,469
|
)
|
|
(293
|
)
|
|
(341
|
)
|
|
940
|
|
|||||
Income (loss) before income taxes
|
|
8,750
|
|
|
(25,557
|
)
|
|
(18,899
|
)
|
|
(11,706
|
)
|
|
(24,219
|
)
|
|||||
Provision (benefit) for income taxes
|
|
5,721
|
|
|
413
|
|
|
(2,070
|
)
|
|
332
|
|
|
653
|
|
|||||
Net income (loss)
|
|
3,029
|
|
|
(25,970
|
)
|
|
(16,829
|
)
|
|
(12,038
|
)
|
|
(24,872
|
)
|
|||||
Net income (loss) attributable to noncontrolling interests
|
|
(98
|
)
|
|
(204
|
)
|
|
(126
|
)
|
|
(53
|
)
|
|
90
|
|
|||||
Net income (loss) attributable to Journal Media Group
|
|
$
|
3,127
|
|
|
$
|
(25,766
|
)
|
|
$
|
(16,703
|
)
|
|
$
|
(11,985
|
)
|
|
$
|
(24,962
|
)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Diluted weighted average shares outstanding
|
|
21,949
|
|
|
14,450
|
|
|
14,450
|
|
|
14,450
|
|
|
14,450
|
|
|||||
Diluted net income (loss) per share
|
|
$
|
0.12
|
|
|
$
|
(1.78
|
)
|
|
$
|
(1.16
|
)
|
|
$
|
(0.83
|
)
|
|
$
|
(1.73
|
)
|
Cash dividends declared
|
|
$
|
0.16
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Other Financial Data
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Depreciation and amortization
|
|
$
|
21,134
|
|
|
$
|
16,890
|
|
|
$
|
17,240
|
|
|
$
|
18,896
|
|
|
$
|
21,886
|
|
Capital expenditures
|
|
$
|
4,273
|
|
|
$
|
2,708
|
|
|
$
|
3,615
|
|
|
$
|
2,962
|
|
|
$
|
1,832
|
|
Cash Flow Data
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Net cash provided by (used in):
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Operating activities
|
|
$
|
24,707
|
|
|
$
|
(1,901
|
)
|
|
$
|
(1,845
|
)
|
|
$
|
5,501
|
|
|
$
|
4,635
|
|
Investing activities
|
|
$
|
7,805
|
|
|
$
|
(1,564
|
)
|
|
$
|
(3,308
|
)
|
|
$
|
(3,141
|
)
|
|
$
|
(1,201
|
)
|
Financing activities
|
|
$
|
(3,476
|
)
|
|
$
|
3,465
|
|
|
$
|
5,153
|
|
|
$
|
(2,360
|
)
|
|
$
|
(3,434
|
)
|
Balance Sheet Data
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Total assets
|
|
$
|
359,456
|
|
|
$
|
234,646
|
|
|
$
|
256,281
|
|
|
$
|
271,578
|
|
|
$
|
290,931
|
|
Total debt
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Total equity
|
|
$
|
249,699
|
|
|
$
|
169,247
|
|
|
$
|
187,844
|
|
|
$
|
195,781
|
|
|
$
|
213,180
|
|
2015
- A $265 non-cash charge was recorded for land and a building based on an accepted offer to sell the property.
|
2014
- A $500 non-cash charge was recorded to reduce the carrying value of real property at three of our locations.
|
2011
- A $9,000 non-cash charge was recorded to reduce the carrying value of long-lived assets at four of our newspapers.
|
ITEM 7.
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
|
|
2015
|
|
2014
|
|
|
|||||
|
|
(dollars in millions)
|
|
% Change
|
|||||||
Operating revenue:
|
|
|
|
|
|
|
|||||
Advertising and marketing services
|
|
$
|
258.8
|
|
|
$
|
228.0
|
|
|
13.5
|
%
|
Subscriptions
|
|
150.4
|
|
|
121.6
|
|
|
23.7
|
%
|
||
Other
|
|
31.8
|
|
|
20.7
|
|
|
53.4
|
%
|
||
Total revenue
|
|
441.0
|
|
|
370.3
|
|
|
19.1
|
%
|
||
Operating costs and expenses:
|
|
|
|
|
|
|
|||||
Costs of sales (exclusive of items shown below)
|
|
231.9
|
|
|
204.9
|
|
|
13.2
|
%
|
||
Selling, general and administrative (exclusive of items shown below)
|
|
176.8
|
|
|
165.8
|
|
|
6.6
|
%
|
||
Defined pension and benefit plan expense
|
|
1.9
|
|
|
6.8
|
|
|
(72.0
|
)%
|
||
Depreciation and amortization
|
|
21.1
|
|
|
16.9
|
|
|
25.1
|
%
|
||
Total operating costs and expenses
|
|
431.7
|
|
|
394.4
|
|
|
9.4
|
%
|
||
Operating income (loss)
|
|
9.3
|
|
|
(24.1
|
)
|
|
F
|
|||
Other expense, net
|
|
(0.6
|
)
|
|
(1.5
|
)
|
|
61.3
|
%
|
||
Income (loss) before income taxes
|
|
8.7
|
|
|
(25.6
|
)
|
|
F
|
|||
Provision (benefit) for income taxes
|
|
5.7
|
|
|
0.4
|
|
|
U
|
|||
Net income (loss)
|
|
3.0
|
|
|
(26.0
|
)
|
|
F
|
|||
Net loss attributable to noncontrolling interests
|
|
(0.1
|
)
|
|
(0.2
|
)
|
|
52.0
|
%
|
||
Net income (loss) attributable to Journal Media Group
|
|
$
|
3.1
|
|
|
$
|
(25.8
|
)
|
|
F
|
|
|
2015
|
|
2014
|
||||
|
|
(dollars in millions)
|
||||||
Net income (loss)
(1)
|
|
$
|
3.0
|
|
|
$
|
(26.0
|
)
|
Provision for income taxes
|
|
5.7
|
|
|
0.4
|
|
||
Other expense, net
|
|
0.6
|
|
|
1.5
|
|
||
Depreciation and amortization
|
|
21.1
|
|
|
16.9
|
|
||
EBITDA
|
|
$
|
30.4
|
|
|
$
|
(7.2
|
)
|
|
|
2014
|
|
2013
|
|
|
|||||
|
|
(dollars in millions)
|
|
% Change
|
|||||||
Operating revenue:
|
|
|
|
|
|
|
|||||
Advertising and marketing services
|
|
$
|
228.0
|
|
|
$
|
245.3
|
|
|
(7.1
|
)%
|
Subscriptions
|
|
121.6
|
|
|
117.5
|
|
|
3.5
|
%
|
||
Other
|
|
20.7
|
|
|
21.4
|
|
|
(3.1
|
)%
|
||
Total revenue
|
|
370.3
|
|
|
384.2
|
|
|
(3.6
|
)%
|
||
Operating costs and expenses:
|
|
|
|
|
|
|
|||||
Costs of sales (exclusive of items shown below)
|
|
204.9
|
|
|
213.5
|
|
|
(4.0
|
)%
|
||
Selling, general and administrative (exclusive of items shown below)
|
|
165.8
|
|
|
167.8
|
|
|
(1.2
|
)%
|
||
Defined pension and benefit plan expense
|
|
6.8
|
|
|
4.3
|
|
|
58.5
|
%
|
||
Depreciation and amortization
|
|
16.9
|
|
|
17.2
|
|
|
(2.0
|
)%
|
||
Total operating costs and expenses
|
|
394.4
|
|
|
402.8
|
|
|
(2.1
|
)%
|
||
Operating income (loss)
|
|
(24.1
|
)
|
|
(18.6
|
)
|
|
(29.5
|
)%
|
||
Other expense, net
|
|
(1.5
|
)
|
|
(0.3
|
)
|
|
U
|
|||
Income (loss) before income taxes
|
|
(25.6
|
)
|
|
(18.9
|
)
|
|
(35.2
|
)%
|
||
Provision (benefit) for income taxes
|
|
0.4
|
|
|
(2.1
|
)
|
|
U
|
|||
Net income (loss)
|
|
(26.0
|
)
|
|
(16.8
|
)
|
|
(54.3
|
)%
|
||
Net loss attributable to noncontrolling interests
|
|
(0.2
|
)
|
|
(0.1
|
)
|
|
(61.9
|
)%
|
||
Net loss attributable to Parent
|
|
$
|
(25.8
|
)
|
|
$
|
(16.7
|
)
|
|
(54.3
|
)%
|
|
|
2014
|
|
2013
|
||||
|
|
(dollars in millions)
|
||||||
Net loss
(1)
|
|
$
|
(26.0
|
)
|
|
$
|
(16.8
|
)
|
Provision (benefit) for income taxes
|
|
0.4
|
|
|
(2.1
|
)
|
||
Other expense, net
|
|
1.5
|
|
|
0.3
|
|
||
Depreciation and amortization
|
|
16.9
|
|
|
17.2
|
|
||
EBITDA
|
|
$
|
(7.2
|
)
|
|
$
|
(1.4
|
)
|
As of December 31, 2013
|
$
|
1.8
|
|
Charge for separation benefits
|
2.3
|
|
|
Payments for separation benefits
|
(2.6
|
)
|
|
As of December 31, 2014
|
1.5
|
|
|
Charge for separation benefits
|
2.5
|
|
|
Acquisition of JRN Newspapers
|
1.7
|
|
|
Payments for separation benefits
|
(4.3
|
)
|
|
As of December 31, 2015
|
$
|
1.5
|
|
|
|
Payments due by Period
|
||||||||||||||||||
|
|
|
|
Less than 1
|
|
1-3
|
|
3-5
|
|
More than
|
||||||||||
|
|
Total
|
|
year
|
|
years
|
|
years
|
|
5 years
|
||||||||||
|
|
(dollars in millions)
|
||||||||||||||||||
Employee compensation and benefits:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Deferred compensation and other post-employment benefits
|
|
$
|
8.5
|
|
|
$
|
1.1
|
|
|
$
|
2.0
|
|
|
$
|
1.8
|
|
|
$
|
3.6
|
|
Operating leases:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Noncancellable
|
|
2.8
|
|
|
1.7
|
|
|
1.1
|
|
|
—
|
|
|
—
|
|
|||||
Pension obligations:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
SERP funding
|
|
3.6
|
|
|
0.4
|
|
|
0.7
|
|
|
0.7
|
|
|
1.8
|
|
|||||
Other commitments:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Other purchase and service commitments
|
|
12.9
|
|
|
6.4
|
|
|
5.0
|
|
|
1.5
|
|
|
—
|
|
|||||
Total contractual cash obligations
|
|
$
|
27.8
|
|
|
$
|
9.6
|
|
|
$
|
8.8
|
|
|
$
|
4.0
|
|
|
$
|
5.4
|
|
|
|
2015
|
|
2014
|
|
Discount rate for expense
|
|
3.25% - 4.20%
|
|
5.08
|
%
|
Discount rate for obligations
|
|
3.25% - 4.20%
|
|
4.23
|
%
|
Long-term rate of return on plan assets
|
|
N/A
|
|
5.25
|
%
|
ITEM 7A.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
ITEM 8.
|
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
|
|
|
December 31, 2015
|
|
December 31, 2014
|
||||
|
|
|
|
|
||||
ASSETS
|
|
|
|
|
||||
Current assets:
|
|
|
|
|
||||
Cash and cash equivalents
|
|
$
|
29,036
|
|
|
$
|
—
|
|
Accounts receivable (less allowance of $847 and $746, respectively)
|
|
51,136
|
|
|
36,958
|
|
||
Inventories
|
|
6,764
|
|
|
6,184
|
|
||
Prepaid expenses and other current assets
|
|
6,021
|
|
|
1,937
|
|
||
Total current assets
|
|
92,957
|
|
|
45,079
|
|
||
Property, plant and equipment (less accumulated depreciation of $268,513 and $256,603, respectively)
|
|
242,341
|
|
|
185,548
|
|
||
Goodwill
|
|
9,157
|
|
|
—
|
|
||
Other intangible assets, net
|
|
11,021
|
|
|
2,001
|
|
||
Other assets
|
|
3,980
|
|
|
2,018
|
|
||
Total assets
|
|
$
|
359,456
|
|
|
$
|
234,646
|
|
LIABILITIES AND EQUITY
|
|
|
|
|
||||
Current liabilities:
|
|
|
|
|
||||
Accounts payable
|
|
$
|
14,893
|
|
|
$
|
10,573
|
|
Accrued compensation and benefits
|
|
21,364
|
|
|
12,404
|
|
||
Deferred revenue
|
|
33,443
|
|
|
21,136
|
|
||
Other current liabilities
|
|
6,675
|
|
|
4,097
|
|
||
Total current liabilities
|
|
76,375
|
|
|
48,210
|
|
||
Accrued employee compensation and benefits
|
|
2,047
|
|
|
4,201
|
|
||
Accrued pension and retirement benefits
|
|
11,605
|
|
|
5,318
|
|
||
Deferred income taxes
|
|
16,953
|
|
|
—
|
|
||
Multi-employer plan withdrawal liability
|
|
—
|
|
|
4,100
|
|
||
Other long-term liabilities
|
|
2,777
|
|
|
3,570
|
|
||
Commitments and contingencies (Note 16)
|
|
—
|
|
|
—
|
|
||
Equity:
|
|
|
|
|
||||
Stockholders' equity:
|
|
|
|
|
||||
Common stock - $0.01 par value, authorized 100,000,000 shares; issued and outstanding: 24,407,533 shares at December 31, 2015
|
|
244
|
|
|
—
|
|
||
Preferred stock - $0.01 par value, authorized 10,000,000 shares; issued and outstanding: 0 shares at December 31, 2015
|
|
—
|
|
|
—
|
|
||
Additional paid-in capital
|
|
247,014
|
|
|
—
|
|
||
Parent company equity
|
|
—
|
|
|
169,575
|
|
||
Accumulated other comprehensive loss
|
|
(2,587
|
)
|
|
(2,782
|
)
|
||
Retained earnings
|
|
2,672
|
|
|
—
|
|
||
Total stockholders' equity
|
|
247,343
|
|
|
166,793
|
|
||
Noncontrolling interests
|
|
2,356
|
|
|
2,454
|
|
||
Total equity
|
|
249,699
|
|
|
169,247
|
|
||
Total liabilities and equity
|
|
$
|
359,456
|
|
|
$
|
234,646
|
|
|
|
For the years ended December 31,
|
||||||||||
|
|
2015
|
|
2014
|
|
2013
|
||||||
Operating revenue:
|
|
|
|
|
|
|
||||||
Advertising and marketing services
|
|
$
|
258,827
|
|
|
$
|
228,036
|
|
|
$
|
245,334
|
|
Subscriptions
|
|
150,388
|
|
|
121,565
|
|
|
117,463
|
|
|||
Other
|
|
31,791
|
|
|
20,731
|
|
|
21,402
|
|
|||
Total revenue
|
|
441,006
|
|
|
370,332
|
|
|
384,199
|
|
|||
Operating costs and expenses:
|
|
|
|
|
|
|
||||||
Costs of sales (exclusive of items shown below)
|
|
231,874
|
|
|
204,915
|
|
|
213,488
|
|
|||
Selling, general and administrative (exclusive of items shown below)
|
|
176,783
|
|
|
165,842
|
|
|
167,803
|
|
|||
Defined pension and benefit plan expense
|
|
1,896
|
|
|
6,773
|
|
|
4,274
|
|
|||
Depreciation and amortization
|
|
21,134
|
|
|
16,890
|
|
|
17,240
|
|
|||
Total operating costs and expenses
|
|
431,687
|
|
|
394,420
|
|
|
402,805
|
|
|||
Operating income (loss)
|
|
9,319
|
|
|
(24,088
|
)
|
|
(18,606
|
)
|
|||
Other expense, net
|
|
(569
|
)
|
|
(1,469
|
)
|
|
(293
|
)
|
|||
Income (loss) before income taxes
|
|
8,750
|
|
|
(25,557
|
)
|
|
(18,899
|
)
|
|||
Provision (benefit) for income taxes
|
|
5,721
|
|
|
413
|
|
|
(2,070
|
)
|
|||
Net income (loss)
|
|
3,029
|
|
|
(25,970
|
)
|
|
(16,829
|
)
|
|||
Net loss attributable to noncontrolling interests
|
|
(98
|
)
|
|
(204
|
)
|
|
(126
|
)
|
|||
Net income (loss) attributable to Journal Media Group
|
|
$
|
3,127
|
|
|
$
|
(25,766
|
)
|
|
$
|
(16,703
|
)
|
|
|
|
|
|
|
|
||||||
Net income (loss) per share:
|
|
|
|
|
|
|
||||||
Basic
|
|
$
|
0.12
|
|
|
$
|
(1.78
|
)
|
|
$
|
(1.16
|
)
|
Diluted
|
|
$
|
0.12
|
|
|
$
|
(1.78
|
)
|
|
$
|
(1.16
|
)
|
|
|
|
|
|
|
|
||||||
Dividends declared per share
|
|
$
|
0.16
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
For the years ended December 31,
|
||||||||||
|
|
2015
|
|
2014
|
|
2013
|
||||||
|
|
|
|
|
|
|
||||||
Net income (loss)
|
|
$
|
3,029
|
|
|
$
|
(25,970
|
)
|
|
$
|
(16,829
|
)
|
Changes in defined benefit pension and benefit plans, net of tax of $521, $0 and $2,211
|
|
886
|
|
|
(13,474
|
)
|
|
3,589
|
|
|||
Immaterial prior period change in defined benefit pension plan for an unconsolidated company, net of tax of $451
|
|
(691
|
)
|
|
—
|
|
|
—
|
|
|||
Other
|
|
—
|
|
|
(240
|
)
|
|
150
|
|
|||
Total comprehensive income (loss) prior to noncontrolling interest
|
|
3,224
|
|
|
(39,684
|
)
|
|
(13,090
|
)
|
|||
Less comprehensive loss attributable to noncontrolling interest
|
|
(98
|
)
|
|
(204
|
)
|
|
(126
|
)
|
|||
Total comprehensive income (loss) attributable to Journal Media Group
|
|
$
|
3,322
|
|
|
$
|
(39,480
|
)
|
|
$
|
(12,964
|
)
|
|
|
Common Stock
|
|
Additional Paid-in Capital
|
|
Parent Company Equity
|
|
Accumulated
Other Comprehensive Income (Loss) |
|
Retained Earnings
|
|
Non-controlling
Interests |
|
Total
Equity |
|||||||||||||||||
|
|
Shares
|
|
Amount
|
|
|
|
|
|
|
|||||||||||||||||||||
As of December 31, 2014
|
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
169,575
|
|
|
$
|
(2,782
|
)
|
|
$
|
—
|
|
|
$
|
2,454
|
|
|
$
|
169,247
|
|
Net earnings (loss)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,542
|
)
|
|
—
|
|
|
6,669
|
|
|
(98
|
)
|
|
3,029
|
|
|||||||
Immaterial prior period change in defined benefit pension plan for an unconsolidated company, net of tax
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(691
|
)
|
|
—
|
|
|
—
|
|
|
(691
|
)
|
|||||||
Changes in defined benefit pension and benefit plans, net of tax
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
886
|
|
|
—
|
|
|
—
|
|
|
886
|
|
|||||||
Dividends paid to shareholders
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,997
|
)
|
|
—
|
|
|
(3,997
|
)
|
|||||||
Conversion of Parent equity
|
|
—
|
|
|
—
|
|
|
31,609
|
|
|
(31,609
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Transfers to Parent, net
|
|
—
|
|
|
—
|
|
|
|
|
(7,262
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(7,262
|
)
|
||||||||
Distribution of JMG stock to:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
JRN shareholders
|
|
9,928
|
|
|
99
|
|
|
87,263
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
87,362
|
|
|||||||
Scripps shareholders
|
|
14,450
|
|
|
145
|
|
|
127,017
|
|
|
(127,162
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Shares issued under equity incentive plan
|
|
30
|
|
|
—
|
|
|
272
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
272
|
|
|||||||
Stock-based compensation
|
|
—
|
|
|
—
|
|
|
853
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
853
|
|
|||||||
As of December 31, 2015
|
|
24,408
|
|
|
$
|
244
|
|
|
$
|
247,014
|
|
|
$
|
—
|
|
|
$
|
(2,587
|
)
|
|
$
|
2,672
|
|
|
$
|
2,356
|
|
|
$
|
249,699
|
|
|
|
Parent Company Equity
|
|
Accumulated
Other Comprehensive Income (Loss) |
|
Noncontrolling
Interests |
|
Total
Equity |
||||||||
|
|
|
|
|
|
|
|
|
||||||||
As of December 31, 2012
|
|
$
|
209,931
|
|
|
$
|
(16,934
|
)
|
|
$
|
2,784
|
|
|
$
|
195,781
|
|
Net loss
|
|
(16,703
|
)
|
|
—
|
|
|
(126
|
)
|
|
(16,829
|
)
|
||||
Changes in defined benefit pension plans
|
|
—
|
|
|
3,589
|
|
|
—
|
|
|
3,589
|
|
||||
Transfers from Parent, net
|
|
5,153
|
|
|
—
|
|
|
—
|
|
|
5,153
|
|
||||
Other
|
|
—
|
|
|
150
|
|
|
—
|
|
|
150
|
|
||||
As of December 31, 2013
|
|
198,381
|
|
|
(13,195
|
)
|
|
2,658
|
|
|
187,844
|
|
||||
Net loss
|
|
(25,766
|
)
|
|
—
|
|
|
(204
|
)
|
|
(25,970
|
)
|
||||
Changes in defined benefit pension plans
|
|
—
|
|
|
(13,474
|
)
|
|
—
|
|
|
(13,474
|
)
|
||||
Transfer of Knoxville and Memphis defined benefit pension plans (Note 14)
|
|
(6,505
|
)
|
|
24,127
|
|
|
—
|
|
|
17,622
|
|
||||
Transfers from Parent, net
|
|
3,465
|
|
|
—
|
|
|
—
|
|
|
3,465
|
|
||||
Other
|
|
—
|
|
|
(240
|
)
|
|
—
|
|
|
(240
|
)
|
||||
As of December 31, 2014
|
|
$
|
169,575
|
|
|
$
|
(2,782
|
)
|
|
$
|
2,454
|
|
|
$
|
169,247
|
|
|
|
For the years ended December 31,
|
||||||||||
|
|
2015
|
|
2014
|
|
2013
|
||||||
|
|
|
|
|
|
|
||||||
Cash flows from operating activities:
|
|
|
|
|
|
|
||||||
Net income (loss)
|
|
$
|
3,029
|
|
|
$
|
(25,970
|
)
|
|
$
|
(16,829
|
)
|
Adjustments for non-cash items:
|
|
|
|
|
|
|
||||||
Depreciation and amortization
|
|
21,134
|
|
|
16,890
|
|
|
17,240
|
|
|||
Provision for doubtful accounts
|
|
1,117
|
|
|
632
|
|
|
877
|
|
|||
Deferred income taxes
|
|
3,029
|
|
|
—
|
|
|
(2,479
|
)
|
|||
Amortization of deferred financing costs
|
|
84
|
|
|
—
|
|
|
—
|
|
|||
Non-cash stock-based compensation
|
|
1,125
|
|
|
1,426
|
|
|
1,368
|
|
|||
Net (gain) loss from disposal of assets
|
|
(768
|
)
|
|
612
|
|
|
(130
|
)
|
|||
Impairment of long-lived assets
|
|
265
|
|
|
—
|
|
|
—
|
|
|||
Multi-employer plan withdrawal accrual
|
|
—
|
|
|
4,100
|
|
|
—
|
|
|||
Net changes in operating assets and liabilities:
|
|
|
|
|
|
|
||||||
Receivables
|
|
(2,936
|
)
|
|
4,988
|
|
|
99
|
|
|||
Inventories
|
|
1,492
|
|
|
358
|
|
|
(106
|
)
|
|||
Accounts payable
|
|
696
|
|
|
2,223
|
|
|
1,011
|
|
|||
Payable to Scripps
|
|
1,986
|
|
|
—
|
|
|
—
|
|
|||
Other assets and liabilities
|
|
(5,546
|
)
|
|
(7,160
|
)
|
|
(2,896
|
)
|
|||
Net cash provided by (used in) operating activities
|
|
24,707
|
|
|
(1,901
|
)
|
|
(1,845
|
)
|
|||
|
|
|
|
|
|
|
||||||
Cash flows from investing activities:
|
|
|
|
|
|
|
||||||
Capital expenditures for property, plant and equipment
|
|
(4,273
|
)
|
|
(2,708
|
)
|
|
(3,615
|
)
|
|||
Proceeds from sale of property, plant and equipment
|
|
2,069
|
|
|
1,144
|
|
|
307
|
|
|||
Acquisition of business
|
|
10,489
|
|
|
—
|
|
|
—
|
|
|||
Contribution to partnership
|
|
(480
|
)
|
|
—
|
|
|
—
|
|
|||
Net cash provided by (used in) investing activities
|
|
7,805
|
|
|
(1,564
|
)
|
|
(3,308
|
)
|
|||
|
|
|
|
|
|
|
||||||
Cash flows from financing activities:
|
|
|
|
|
|
|
||||||
Payments of financing costs
|
|
(563
|
)
|
|
—
|
|
|
—
|
|
|||
Cash dividends
|
|
(3,997
|
)
|
|
—
|
|
|
—
|
|
|||
Transfer from Parent, net
|
|
1,084
|
|
|
3,465
|
|
|
5,153
|
|
|||
Net cash provided by (used in) financing activities
|
|
(3,476
|
)
|
|
3,465
|
|
|
5,153
|
|
|||
|
|
|
|
|
|
|
||||||
Net increase in cash and cash equivalents
|
|
29,036
|
|
|
—
|
|
|
—
|
|
|||
|
|
|
|
|
|
|
||||||
Cash and cash equivalents at beginning of year
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
|
|
|
|
|
|
|
||||||
Cash and cash equivalents at end of year
|
|
$
|
29,036
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
||||||
Supplemental cash flow information
|
|
|
|
|
|
|
||||||
Cash paid for income taxes
|
|
$
|
3,803
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Balance as of January 1, 2013
|
$
|
676
|
|
Charged to selling, general and administrative expenses
|
877
|
|
|
Amounts charged off, net
|
(646
|
)
|
|
Balance as of December 31, 2013
|
907
|
|
|
Charged to selling, general and administrative expenses
|
632
|
|
|
Amounts charged off, net
|
(793
|
)
|
|
Balance as of December 31, 2014
|
746
|
|
|
Charged to selling, general and administrative expenses
|
1,117
|
|
|
Amounts charged off, net
|
(1,016
|
)
|
|
Balance as of December 31, 2015
|
$
|
847
|
|
|
|
December 31, 2015
|
||
Undistributed net income (loss):
|
|
|
||
Net income
|
|
$
|
3,127
|
|
Less dividends paid:
|
|
|
||
Common stock
|
|
3,907
|
|
|
Unvested restricted share units
|
|
90
|
|
|
Total undistributed net income (loss)
|
|
$
|
(870
|
)
|
Undistributed net income (loss):
|
|
|
||
Common stock
|
|
$
|
(870
|
)
|
Unvested restricted share units
|
|
—
|
|
|
Total undistributed net income (loss)
|
|
$
|
(870
|
)
|
Basic earnings per share:
|
|
|
||
Distributed earnings per share
|
|
$
|
0.16
|
|
Undistributed loss per share
|
|
(0.04
|
)
|
|
Basic earnings per share
|
|
$
|
0.12
|
|
Diluted earnings (loss) per share:
|
|
|
||
Distributed earnings per share
|
|
$
|
0.16
|
|
Undistributed loss per share
|
|
(0.04
|
)
|
|
Diluted earnings per share
|
|
$
|
0.12
|
|
Weighted average shares outstanding:
|
|
|
||
Basic
|
|
21,949
|
|
|
Diluted
|
|
21,949
|
|
|
|
December 31, 2014
|
|
December 31, 2013
|
||||
|
|
|
|
|
||||
Net loss
|
|
$
|
(25,766
|
)
|
|
$
|
(16,703
|
)
|
|
|
|
|
|
||||
Weighted average shares outstanding:
|
|
|
|
|
||||
Basic
|
|
14,450
|
|
|
14,450
|
|
||
Diluted
|
|
14,450
|
|
|
14,450
|
|
||
|
|
|
|
|
||||
Loss per share:
|
|
|
|
|
||||
Basic
|
|
$
|
(1.78
|
)
|
|
$
|
(1.16
|
)
|
Diluted
|
|
$
|
(1.78
|
)
|
|
$
|
(1.16
|
)
|
|
JRN Newspapers
|
||
Cash
|
$
|
10,489
|
|
Receivables
|
12,359
|
|
|
Prepaid expenses and other current assets
|
5,101
|
|
|
Property, plant and equipment
|
74,376
|
|
|
Intangible assets
|
9,600
|
|
|
Goodwill
|
9,157
|
|
|
Other assets
|
688
|
|
|
Total assets
|
121,770
|
|
|
Current liabilities
|
23,751
|
|
|
Long-term liabilities
|
10,657
|
|
|
Total liabilities
|
34,408
|
|
|
Total purchase price
|
$
|
87,362
|
|
|
Twelve months ended December 31,
|
||||||
Pro Forma Results of Operations
|
2015
|
|
2014
|
||||
Revenue
|
$
|
474,967
|
|
|
$
|
517,896
|
|
Net earnings (loss)
|
$
|
9,704
|
|
|
$
|
(25,319
|
)
|
Earnings (loss) per share, basic and diluted
|
$
|
0.39
|
|
|
$
|
(1.04
|
)
|
|
|
For the years ended December 31,
|
||||||||||
|
|
2015
|
|
2014
|
|
2013
|
||||||
Current:
|
|
|
|
|
|
|
||||||
Federal
|
|
$
|
1,974
|
|
|
$
|
—
|
|
|
$
|
—
|
|
State and local
|
|
718
|
|
|
413
|
|
|
409
|
|
|||
Total current income tax provision
|
|
2,692
|
|
|
413
|
|
|
409
|
|
|||
Deferred:
|
|
|
|
|
|
|
||||||
Federal
|
|
2,611
|
|
|
—
|
|
|
(2,115
|
)
|
|||
Other
|
|
418
|
|
|
—
|
|
|
(364
|
)
|
|||
Total deferred income tax provision
|
|
3,029
|
|
|
—
|
|
|
(2,479
|
)
|
|||
Provision (benefit) for income taxes
|
|
$
|
5,721
|
|
|
$
|
413
|
|
|
$
|
(2,070
|
)
|
|
|
As of December 31,
|
||||||
|
|
2015
|
|
2014
|
||||
Temporary differences:
|
|
|
|
|
||||
Property, plant and equipment
|
|
$
|
(25,999
|
)
|
|
$
|
(26,051
|
)
|
Goodwill and other intangible assets
|
|
896
|
|
|
1,517
|
|
||
Accrued expenses not deductible until paid
|
|
595
|
|
|
4,512
|
|
||
Deferred compensation and retiree benefits not deductible until paid
|
|
5,039
|
|
|
5,257
|
|
||
Other temporary differences, net
|
|
1,291
|
|
|
1,626
|
|
||
Total temporary differences
|
|
(18,178
|
)
|
|
(13,139
|
)
|
||
Federal and state net operating loss carryforwards
|
|
2,963
|
|
|
68,758
|
|
||
Valuation allowances
|
|
(1,738
|
)
|
|
(55,619
|
)
|
||
Net deferred tax liability
|
|
$
|
(16,953
|
)
|
|
$
|
—
|
|
|
|
As of December 31,
|
||||||
|
|
2015
|
|
2014
|
||||
Land and improvements
|
|
$
|
52,705
|
|
|
$
|
44,463
|
|
Buildings and improvements
|
|
165,441
|
|
|
133,019
|
|
||
Equipment
|
|
291,221
|
|
|
264,194
|
|
||
Construction in progress
|
|
1,487
|
|
|
475
|
|
||
Total
|
|
510,854
|
|
|
442,151
|
|
||
Accumulated depreciation
|
|
(268,513
|
)
|
|
(256,603
|
)
|
||
Net property, plant and equipment
|
|
$
|
242,341
|
|
|
$
|
185,548
|
|
Balance at December 31, 2014
|
$
|
—
|
|
Goodwill related to the acquisition of JRN Newspapers
|
9,157
|
|
|
Balance at December 31, 2015
|
$
|
9,157
|
|
|
|
As of December 31,
|
||||||
|
|
2015
|
|
2014
|
||||
Amortizable intangible assets:
|
|
|
|
|
||||
Carrying amount:
|
|
|
|
|
||||
Customer lists and advertiser relationships
|
|
$
|
10,466
|
|
|
$
|
10,466
|
|
Trade names
|
|
10,821
|
|
|
1,176
|
|
||
Other
|
|
504
|
|
|
504
|
|
||
Total carrying amount
|
|
21,791
|
|
|
12,146
|
|
||
Accumulated amortization:
|
|
|
|
|
||||
Customer lists and advertiser relationships
|
|
(9,003
|
)
|
|
(8,798
|
)
|
||
Trade names
|
|
(1,366
|
)
|
|
(961
|
)
|
||
Other
|
|
(401
|
)
|
|
(386
|
)
|
||
Total accumulated amortization
|
|
(10,770
|
)
|
|
(10,145
|
)
|
||
Net amortizable intangible assets
|
|
$
|
11,021
|
|
|
$
|
2,001
|
|
Customer lists and advertiser relationships
|
|
10
|
Trade names
|
|
23
|
Other
|
|
13
|
Total
|
|
17
|
2016
|
|
$
|
690
|
|
2017
|
|
595
|
|
|
2018
|
|
595
|
|
|
2019
|
|
534
|
|
|
2020
|
|
516
|
|
|
Thereafter
|
|
8,091
|
|
|
Total
|
|
$
|
11,021
|
|
•
|
A consolidated total debt ratio of not greater than
3
-to-1, as of the end of each fiscal quarter, as determined for the four fiscal quarters then ended. This ratio compares, as of the last day of any fiscal quarter, our consolidated total debt on such date to consolidated EBITDA, defined in the credit agreement as earnings before interest, taxes, depreciation, amortization, restructuring charges, gains/losses on asset disposals, non-cash charges and certain other adjustments, for the period of four consecutive fiscal quarters ending on such date.
|
•
|
A minimum interest coverage ratio of not less than
3
-to-1, as of the end of each fiscal quarter, as determined for the four fiscal quarters then ended. This ratio compares, for any period, our consolidated EBIT, defined in the credit agreement as earnings before interest, taxes, restructuring charges, gains/losses on asset disposals, non-cash charges and certain other adjustments, for the four fiscal quarters then ended to the Company’s consolidated interest expense for such four fiscal quarters then ended.
|
As of December 31, 2013
|
$
|
1,798
|
|
Charge for separation benefits
|
2,336
|
|
|
Payments for separation benefits
|
(2,604
|
)
|
|
As of December 31, 2014
|
1,530
|
|
|
Charge for separation benefits
|
2,517
|
|
|
Acquisition of JRN Newspapers
|
1,727
|
|
|
Payments for separation benefits
|
(4,289
|
)
|
|
As of December 31, 2015
|
$
|
1,485
|
|
|
|
Year Ended December 31, 2015
|
||||||||||
|
|
JMG SERP
|
|
JMG OPEB
|
|
Total
|
||||||
Service cost
|
|
$
|
—
|
|
|
$
|
9
|
|
|
$
|
9
|
|
Interest cost
|
|
350
|
|
|
269
|
|
|
619
|
|
|||
Expected return on plan assets, net of expenses
|
|
—
|
|
|
|
|
—
|
|
||||
Amortization of actuarial (gain)/loss
|
|
(54
|
)
|
|
|
|
(54
|
)
|
||||
Total for JMG SERP and JMG OPEB plans
|
|
296
|
|
|
278
|
|
|
574
|
|
|||
Allocated portion of Scripps sponsored defined benefit plans
|
|
|
|
|
|
1,322
|
|
|||||
Defined pension and benefit plan expense
|
|
$
|
296
|
|
|
$
|
278
|
|
|
$
|
1,896
|
|
|
|
Year Ended December 31, 2015
|
||||||||||
|
|
JMG SERP
|
|
JMG OPEB
|
|
Total
|
||||||
Current year actuarial (gain)/loss
|
|
$
|
(372
|
)
|
|
$
|
(719
|
)
|
|
$
|
(1,091
|
)
|
Prior service credit arising during 2015
|
|
—
|
|
|
(370
|
)
|
|
(370
|
)
|
|||
Amortization of actuarial gain
|
|
54
|
|
|
—
|
|
|
54
|
|
|||
Total
|
|
$
|
(318
|
)
|
|
$
|
(1,089
|
)
|
|
$
|
(1,407
|
)
|
|
|
JMG SERP
|
|
JMG OPEB
|
Discount rate
|
|
4.20%
|
|
3.25% - 3.60%
|
Long-term rate of return on plan assets
|
|
N/A
|
|
N/A
|
Increase in compensation levels
|
|
N/A
|
|
N/A
|
|
|
For the year ended December 31, 2015
|
|||||||||||
|
|
JMG SERP
|
|
JMG OPEB
|
|
Total
|
|||||||
Accumulated benefit obligation
|
|
$
|
4,737
|
|
|
$
|
8,208
|
|
|
$
|
12,945
|
|
|
Change in projected benefit obligation:
|
|
|
|
|
|
|
|||||||
Projected benefit obligation at beginning of year
|
|
$
|
3,883
|
|
|
$
|
2,274
|
|
|
$
|
6,157
|
|
|
Acquisition of JRN Newspapers
|
|
1,829
|
|
|
8,769
|
|
|
10,598
|
|
||||
Transfer to Scripps
|
|
$
|
—
|
|
|
$
|
(1,071
|
)
|
|
$
|
(1,071
|
)
|
|
Service cost
|
|
—
|
|
|
9
|
|
|
9
|
|
||||
Interest cost
|
|
350
|
|
|
269
|
|
|
619
|
|
||||
Benefits paid
|
|
(953
|
)
|
|
(953
|
)
|
|
(1,906
|
)
|
||||
Actuarial gain and prior service cost
|
|
(372
|
)
|
|
(1,089
|
)
|
|
(1,461
|
)
|
||||
Projected benefit obligation at end of year
|
|
4,737
|
|
|
8,208
|
|
|
12,945
|
|
||||
Plan assets:
|
|
|
|
|
|
|
|||||||
Fair value at beginning of year
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Actual return on plan assets
|
|
—
|
|
—
|
|
—
|
|
|
—
|
|
|||
Company contributions
|
|
953
|
|
|
953
|
|
|
1,906
|
|
||||
Benefits paid
|
|
(953
|
)
|
|
(953
|
)
|
|
(1,906
|
)
|
||||
Fair value at end of year
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Funded status
|
|
$
|
(4,737
|
)
|
|
$
|
(8,208
|
)
|
|
$
|
(12,945
|
)
|
|
Amounts recognized in Consolidated Balance Sheet:
|
|
|
|
|
|
|
|||||||
Current liabilities
|
|
$
|
366
|
|
|
$
|
974
|
|
|
$
|
1,340
|
|
|
Noncurrent liabilities
|
|
4,371
|
|
|
7,234
|
|
|
11,605
|
|
||||
Total
|
|
$
|
4,737
|
|
|
$
|
8,208
|
|
|
$
|
12,945
|
|
|
Amounts recognized in accumulated other comprehensive loss consist of:
|
|
|
|
|
|
|
|||||||
Unrecognized net actuarial loss/(gain)
|
|
$
|
1,947
|
|
|
$
|
(2,257
|
)
|
|
$
|
(310
|
)
|
Year
|
JMG SERP
|
JMG OPEB
|
||||
2016
|
$
|
366
|
|
$
|
974
|
|
2017
|
359
|
|
911
|
|
||
2018
|
346
|
|
909
|
|
||
2019
|
357
|
|
879
|
|
||
2020
|
371
|
|
825
|
|
||
2021-2025
|
1,791
|
|
2,960
|
|
|
|
For the years ended December 31,
|
||||||
|
|
2014
|
|
2013
|
||||
Service cost
|
|
$
|
85
|
|
|
$
|
79
|
|
Interest cost
|
|
1,956
|
|
|
1,915
|
|
||
Expected return on plan assets, net of expenses
|
|
(1,837
|
)
|
|
(1,730
|
)
|
||
Amortization of actuarial (gain)/loss
|
|
230
|
|
|
380
|
|
||
Total for defined benefit plans sponsored by the Company
|
|
434
|
|
|
644
|
|
||
Allocated portion of Scripps sponsored defined benefit plans
|
|
2,001
|
|
|
2,991
|
|
||
Allocated portion of Scripps SERP
|
|
238
|
|
|
639
|
|
||
Net periodic benefit cost
|
|
2,673
|
|
|
4,274
|
|
||
Withdrawal for GCIU multi-employer plan
|
|
4,100
|
|
|
—
|
|
||
Defined pension and benefit plan expense
|
|
$
|
6,773
|
|
|
$
|
4,274
|
|
|
|
For the years ended December 31,
|
||||||
|
|
2014
|
|
2013
|
||||
Current year actuarial (gain)/loss
|
|
$
|
13,443
|
|
|
$
|
(3,773
|
)
|
Amortization of actuarial loss
|
|
(230
|
)
|
|
(380
|
)
|
||
Transfer to The E. W. Scripps Company
|
|
(23,757
|
)
|
|
—
|
|
||
Total
|
|
$
|
(10,544
|
)
|
|
$
|
(4,153
|
)
|
|
|
2014
|
|
2013
|
||
Discount rate
|
|
5.08
|
%
|
|
4.27
|
%
|
Long-term rate of return on plan assets
|
|
5.25
|
%
|
|
4.65
|
%
|
Increase in compensation levels
|
|
N/A
|
|
|
N/A
|
|
|
|
Year Ended
December 31, 2014
|
||
Accumulated benefit obligation
|
|
$
|
—
|
|
Change in projected benefit obligation:
|
|
|
||
Projected benefit obligation at beginning of year
|
|
$
|
40,861
|
|
Service cost
|
|
85
|
|
|
Interest cost
|
|
1,956
|
|
|
Benefits paid
|
|
(2,291
|
)
|
|
Actuarial (gains)/losses
|
|
7,978
|
|
|
Transfer to The E. W. Scripps Company
|
|
(48,589
|
)
|
|
Projected benefit obligation at end of year
|
|
—
|
|
|
Plan assets:
|
|
|
||
Fair value at beginning of year
|
|
36,810
|
|
|
Actual return on plan assets
|
|
(3,627
|
)
|
|
Company contributions
|
|
75
|
|
|
Benefits paid
|
|
(2,291
|
)
|
|
Transfer to The E. W. Scripps Company
|
|
(30,967
|
)
|
|
Fair value at end of year
|
|
—
|
|
|
Funded status
|
|
$
|
—
|
|
Amounts recognized in Combined Balance Sheets:
|
|
|
||
Current liabilities
|
|
$
|
—
|
|
Noncurrent liabilities
|
|
—
|
|
|
Total
|
|
$
|
—
|
|
Amounts recognized in accumulated other comprehensive loss consist of:
|
|
|
||
Unrecognized net actuarial loss
|
|
$
|
—
|
|
|
|
|
|
Pension Protection Act Zone Status
|
|
|
|
Contributions of the Company
|
|
|
|
|
||||||||||||||
Pension Fund
|
|
EIN/Pension Plan Number
|
|
2015
|
|
2014
|
|
FIP/RP Status
Pending/Implemented |
|
2015
|
|
2014
|
|
2013
|
|
Surcharge Imposed
|
|
Expiration Dates of Collective Bargaining Agreements
|
||||||||
CWA/ITU
|
|
13-6212879
|
|
Red
|
|
Red
|
|
Implemented
|
|
$
|
47
|
|
|
$
|
126
|
|
|
$
|
116
|
|
|
NA
|
|
2015/2016
|
•
|
Transition Services Agreement
|
•
|
Employee Matters Agreement
|
•
|
Tax Matters Agreements
|
|
|
Number
of Shares
|
|
Weighted-
Average
Exercise Price
|
|
Range of
Exercise
Prices
|
|||||
Outstanding at December 31, 2012
|
|
2,030,442
|
|
|
$
|
9.95
|
|
|
$9.00 - $11.00
|
|
|
Exercised in 2013
|
|
(1,582,721
|
)
|
|
10.01
|
|
|
9.00 - 11.00
|
|
||
Forfeited in 2013
|
|
(8,289
|
)
|
|
9.41
|
|
|
9.00 - 11.00
|
|
||
Outstanding at December 31, 2013
|
|
439,432
|
|
|
9.79
|
|
|
9.00 - 11.00
|
|
||
Exercised in 2014
|
|
(341,472
|
)
|
|
9.79
|
|
|
9.00 - 11.00
|
|
||
Forfeited in 2014
|
|
(328
|
)
|
|
9.78
|
|
|
10.00
|
|
||
Outstanding at December 31, 2014
|
|
97,632
|
|
|
9.39
|
|
|
9.00 - 10.00
|
|
||
Exercised in Q1 2015
|
|
(45,907
|
)
|
|
9.64
|
|
|
9.00 - 10.00
|
|
||
Outstanding at March 31, 2015*
|
|
51,725
|
|
|
$
|
9.09
|
|
|
$
|
9.00
|
|
|
|
For the quarter ended March 31, 2015
|
|
For the years ended December 31,
|
||||||||
(in thousands)
|
|
|
2014
|
|
2013
|
|||||||
|
|
|
|
|
|
|
||||||
Cash received upon exercise
|
|
$
|
443
|
|
|
$
|
3,183
|
|
|
$
|
15,812
|
|
Intrinsic value (market value on date of exercise less exercise price)
|
|
653
|
|
|
3,401
|
|
|
5,788
|
|
|
|
|
|
Grant Date Fair Value
|
|||||
|
|
Number
of Shares
|
|
Weighted
Average
|
|
Range of
Prices
|
|||
|
|
|
|
|
|
|
|||
Unvested at December 31, 2012
|
|
513,111
|
|
|
$
|
6.75
|
|
|
$1-$11
|
Awarded in 2013
|
|
179,893
|
|
|
11.71
|
|
|
11-20
|
|
Vested in 2013
|
|
(293,273
|
)
|
|
5.01
|
|
|
1-12
|
|
Forfeited in 2013
|
|
(24,913
|
)
|
|
10.35
|
|
|
9-12
|
|
Unvested at December 31, 2013
|
|
374,818
|
|
|
10.59
|
|
|
7-20
|
|
Awarded in 2014
|
|
123,328
|
|
|
16.52
|
|
|
16-22
|
|
Vested in 2014
|
|
(168,243
|
)
|
|
10.40
|
|
|
7-20
|
|
Forfeited in 2014
|
|
(53,023
|
)
|
|
11.75
|
|
|
9-18
|
|
Unvested at December 31, 2014
|
|
276,880
|
|
|
13.24
|
|
|
7-22
|
|
Vested in 2015
|
|
(276,880
|
)
|
|
13.24
|
|
|
7-22
|
|
Unvested at March 31, 2015
|
|
—
|
|
|
|
|
|
|
|
Defined Benefit Plans
|
|
Other
|
|
Total
|
||||||
Balance at December 31, 2013
|
|
$
|
(13,257
|
)
|
|
$
|
62
|
|
|
$
|
(13,195
|
)
|
Unrecognized actuarial loss, net of tax of $0
|
|
(13,704
|
)
|
|
|
|
(13,704
|
)
|
||||
Amortization of unrecognized loss included in net periodic pension cost, net of tax of $0
|
|
230
|
|
|
(240
|
)
|
|
(10
|
)
|
|||
Net current-period other comprehensive income (loss)
|
|
(13,474
|
)
|
|
(240
|
)
|
|
(13,714
|
)
|
|||
Transfer of Knoxville and Memphis pension plans, net of tax of $(370)
|
|
24,127
|
|
|
—
|
|
|
24,127
|
|
|||
Balance at December 31, 2014
|
|
(2,604
|
)
|
|
(178
|
)
|
|
(2,782
|
)
|
|||
Immaterial prior period change in defined benefit
pension plan for an unconsolidated company, net of tax of $451 |
|
|
|
(691
|
)
|
|
(691
|
)
|
||||
Transfer unrecognized loss for defined benefit pension plan for an unconsolidated company to other
|
|
961
|
|
|
(961
|
)
|
|
—
|
|
|||
Unrecognized actuarial gain, net of tax of $404
|
|
687
|
|
|
—
|
|
|
687
|
|
|||
Prior service credit arising during 2015, net of tax of $137
|
|
233
|
|
|
—
|
|
|
233
|
|
|||
Amortization of unrecognized gain included in net periodic pension cost, net of tax of $20
|
|
(34
|
)
|
|
—
|
|
|
(34
|
)
|
|||
Net current-period other comprehensive income (loss)
|
|
1,847
|
|
|
(1,652
|
)
|
|
195
|
|
|||
Balance at December 31, 2015
|
|
$
|
(757
|
)
|
|
$
|
(1,830
|
)
|
|
$
|
(2,587
|
)
|
|
|
1st
|
|
2nd
|
|
3rd
|
|
4th
|
|
|
||||||||||
2015
|
|
Quarter
|
|
Quarter
|
|
Quarter
|
|
Quarter
|
|
Total
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total revenue
|
|
$
|
91,478
|
|
|
$
|
115,814
|
|
|
$
|
110,306
|
|
|
$
|
123,408
|
|
|
$
|
441,006
|
|
Total operating costs and expenses
|
|
$
|
95,196
|
|
|
$
|
112,070
|
|
|
$
|
110,904
|
|
|
$
|
113,517
|
|
|
$
|
431,687
|
|
Operating income (loss)
|
|
$
|
(3,718
|
)
|
|
$
|
3,744
|
|
|
$
|
(598
|
)
|
|
$
|
9,891
|
|
|
$
|
9,319
|
|
Income (loss) before income taxes
|
|
$
|
(3,442
|
)
|
|
$
|
3,619
|
|
|
$
|
(1,148
|
)
|
|
$
|
9,721
|
|
|
$
|
8,750
|
|
Net income (loss) attributable to Journal Media Group
|
|
$
|
(3,542
|
)
|
|
$
|
3,323
|
|
|
$
|
(488
|
)
|
|
$
|
3,834
|
|
|
$
|
3,127
|
|
Earnings (loss) per share:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
|
(0.14
|
)
|
|
0.13
|
|
|
(0.02
|
)
|
|
0.15
|
|
|
0.12
|
|
|||||
Diluted
|
|
(0.14
|
)
|
|
0.13
|
|
|
(0.02
|
)
|
|
0.15
|
|
|
0.12
|
|
|
|
1st
|
|
2nd
|
|
3rd
|
|
4th
|
|
|
||||||||||
2014
|
|
Quarter
|
|
Quarter
|
|
Quarter
|
|
Quarter
|
|
Total
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total revenue
|
|
$
|
98,459
|
|
|
$
|
92,228
|
|
|
$
|
84,543
|
|
|
$
|
95,102
|
|
|
$
|
370,332
|
|
Total operating costs and expenses
|
|
$
|
102,057
|
|
|
$
|
102,342
|
|
|
$
|
92,984
|
|
|
$
|
97,037
|
|
|
$
|
394,420
|
|
Operating income (loss)
|
|
$
|
(3,598
|
)
|
|
$
|
(10,114
|
)
|
|
$
|
(8,441
|
)
|
|
$
|
(1,935
|
)
|
|
$
|
(24,088
|
)
|
Income (loss) before income taxes
|
|
$
|
(3,933
|
)
|
|
$
|
(10,446
|
)
|
|
$
|
(8,856
|
)
|
|
$
|
(2,322
|
)
|
|
$
|
(25,557
|
)
|
Net income (loss) attributable to Journal Media Group
|
|
$
|
(3,939
|
)
|
|
$
|
(10,456
|
)
|
|
$
|
(9,053
|
)
|
|
$
|
(2,318
|
)
|
|
$
|
(25,766
|
)
|
Earnings (loss) per share:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
|
(0.27
|
)
|
|
(0.72
|
)
|
|
(0.63
|
)
|
|
(0.16
|
)
|
|
(1.78
|
)
|
|||||
Diluted
|
|
(0.27
|
)
|
|
(0.72
|
)
|
|
(0.63
|
)
|
|
(0.16
|
)
|
|
(1.78
|
)
|
ITEM 9.
|
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
|
ITEM 9A.
|
CONTROLS AND PROCEDURES
|
ITEM 9B.
|
OTHER INFORMATION
|
ITEM 10.
|
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
|
Name
|
|
Age
|
|
Position
|
|
|
|
|
|
Steven J. Smith
|
|
65
|
|
Chairman of the Board
|
|
|
|
|
|
Stuart Aitken
|
|
44
|
|
Director
|
|
|
|
|
|
Jonathan Newcomb
|
|
69
|
|
Director
|
|
|
|
|
|
Brian Ross
|
|
58
|
|
Director
|
|
|
|
|
|
Mary Ellen Stanek
|
|
59
|
|
Director
|
|
|
|
|
|
Timothy E. Stautberg
|
|
53
|
|
President and Chief Executive Officer, Director
|
|
|
|
|
|
Jason R. Graham
|
|
43
|
|
Senior Vice President, Chief Financial Officer and Treasurer
|
|
|
|
|
|
Marty V. Ozolins
|
|
44
|
|
Vice President and Controller
|
|
|
|
|
|
Hillary Ebach
|
|
52
|
|
Vice President, General Counsel and Corporate Secretary
|
|
|
|
|
|
Trina Jashinsky
|
|
53
|
|
Vice President, Human Resources
|
|
|
|
|
|
Libby Averyt
|
|
52
|
|
Vice President, Regional Publisher
|
|
|
|
|
|
William R. Barker
|
|
52
|
|
Vice President, Regional Publisher
|
|
|
|
|
|
Elizabeth Brenner
|
|
61
|
|
Vice President, Regional Publisher
|
|
|
|
|
|
George H. Cogswell III
|
|
56
|
|
Vice President, Regional Publisher
|
Board Member
|
|
Audit
|
|
Compensation
|
|
Nominating and Corporate Governance
|
Steven J. Smith
|
|
Member
|
|
|
|
Chair
|
Stuart Aitken
|
|
|
|
Member
|
|
Member
|
Jonathan Newcomb
|
|
Member
|
|
|
|
Member
|
Mary Ellen Stanek
|
|
|
|
Chair
|
|
Member
|
Brian Ross
|
|
Chair
|
|
Member
|
|
|
Timothy E. Stautberg
|
|
|
|
|
|
|
Meetings Held in 2015
|
|
4
|
|
3
|
|
1
|
ITEM 11.
|
EXECUTIVE COMPENSATION
|
Name
|
Fees Earned or
|
Stock
|
Total
|
||||||
Paid in Cash ($)(1)
|
Awards ($)(2)
|
($)
|
|||||||
Steven J. Smith, Chairman
|
$
|
71,250
|
|
$
|
55,000
|
|
$
|
126,250
|
|
Stuart Aitken
|
46,250
|
|
55,000
|
|
101,250
|
|
|||
Jonathan Newcomb
|
47,250
|
|
55,000
|
|
102,250
|
|
|||
Mary Ellen Stanek
|
53,750
|
|
55,000
|
|
108,750
|
|
|||
Brian Ross
|
62,500
|
|
55,000
|
|
117,500
|
|
•
|
Timothy E. Stautberg, our President and Chief Executive Officer;
|
•
|
Jason R. Graham, our Senior Vice President, Chief Financial Officer and Treasurer; and
|
•
|
Elizabeth Brenner, our Vice President, Regional Publisher.
|
Name and Principal Position
|
Fiscal Year
|
Salary
|
Stock Awards
|
Non-Equity
Incentive Plan
Compensation
|
Nonqualified Deferred Compensation Earnings
|
All Other Compen-sation
|
Total
|
||||||||||
|
|
($)(1)
|
($)(2)
|
($)(3)
|
($)(4)
|
($)(5)
|
($)
|
||||||||||
Timothy E. Stautberg
|
2015
|
$
|
525,000
|
|
$
|
840,000
|
|
$330,186
|
$
|
2,243
|
|
$
|
18,186
|
|
$
|
1,715,615
|
|
President and Chief Executive Officer
|
|
|
|
|
|
|
|
||||||||||
Jason R. Graham
|
2015
|
281,250
|
|
375,000
|
|
117,924
|
—
|
|
5,937
|
|
780,111
|
|
|||||
Senior Vice President, Chief Financial Officer and Treasurer
|
|
|
|
|
|
|
|
||||||||||
Elizabeth Brenner
|
2015
|
307,500
|
|
328,000
|
|
123,912
|
—
|
|
9,275
|
|
768,687
|
|
|||||
Vice President, Regional Publisher
|
|
|
|
|
|
|
|
Participant
|
Weighting of Company-Wide Performance Goals
|
Weighting of Regional
Performance Goals
|
||
Adjusted EBITDA
|
Revenue
|
Adjusted EBITDA
|
Revenue
|
|
Timothy E. Stautberg
|
75%
|
25%
|
0
|
0
|
Jason R. Graham
|
75%
|
25%
|
0
|
0
|
Elizabeth Brenner
|
50%
|
25%
|
15%
|
10%
|
|
Stock Awards
|
|
Name
|
Number of Shares or Units of Stock That Have Not Vested
(#)(1)
|
Market Value of Shares or Units of Stock That Have Not Vested
($)(2)
|
Timothy E. Stautberg
|
94,301
|
$1,133,498
|
Jason R. Graham
|
42,099
|
506,030
|
Elizabeth Brenner
|
36,823
|
442,612
|
•
|
Mr. Stautberg participates in the Supplemental Executive Retirement Plan for legacy Scripps employees and Ms. Brenner participates in the Supplemental Executive Retirement Plan for legacy Journal employees. Each of these plans is an unfunded, nonqualified retirement plan designed to administer certain retirement benefits assumed by us in connection with the transactions, and future benefit accruals will not occur under these plans. The benefit under the Supplemental Executive Retirement Plan for legacy Scripps employees is payable in a single lump sum upon termination of employment, and the benefit under the Supplemental Executive Retirement Plan for legacy Journal employees is payable upon the later of the executive’s attainment of age 60 or his or her termination of employment (in the form of a monthly annuity with respect to the defined benefit portion and a lump sum with respect to the defined contribution portion). The defined contribution portion of the Supplemental Executive Retirement Plan for legacy Journal employees will be credited with interest at a rate that will be established by us from time to time. For 2015, the interest rate was based on the yield on investment of the Barclays Capital U.S. Corporate Long-Term Index, as published in
The Wall Street Journal
on April 1, 2015 (which rate was 4.24%, compounded monthly).
|
•
|
Mr. Stautberg participates in the Executive Deferred Compensation Plan and the Transition Credit Plan for legacy Scripps employees. Mr. Stautberg will not be permitted to defer post-transaction compensation under these plans or receive post-transaction company contributions. Each of these plans is an unfunded, nonqualified retirement plan designed to administer certain deferred compensation benefits assumed by us in connection with the transactions. Payments from the Executive Deferred Compensation Plan will be made in cash at certain future dates elected by Mr. Stautberg or upon an earlier termination of employment or death in the form of a lump sum or in monthly installments of 5, 10 or 15 years. Payments are automatically accelerated and paid in a lump sum in the event of a termination of employment within two years following a change in control of the Company. Payments from the Transition Credit Plan are made in cash as a single lump sum six months following termination of employment. The deferred compensation will be credited with interest at a rate that will be established by us from time to time. For 2015, the interest rate was based on the yield on investment of the Barclays Capital U.S. Corporate Long-Term Index, as published in
The Wall Street Journal
on April 1, 2015 (which rate was 4.24%, compounded monthly).
|
ITEM 12.
|
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
|
Plan Category
|
|
Number of Securities to be Issued Upon Exercise of Outstanding Options, Warrants and Rights
|
Weighted-Average Exercise Price of Outstanding Options, Warrants and Rights
|
Number of Securities Remaining Available for Future Issuance Under Equity Compensation Plans (excluding securities reflected in the first column)
|
||
Equity compensation plans approved by security holders
(1)
|
|
589,115
|
|
N/A
|
1,410,885
|
|
Equity compensation plans not approved by security holders
|
|
—
|
|
N/A
|
—
|
|
|
|
589,115
|
N/A
|
1,410,885
|
(1)
|
Consists of the 2015 Plan. Awards under the 2015 Plan may consist of non-qualified stock options, incentive stock options, stock appreciation rights, restricted share awards, restricted share units, performance shares, performance units, other stock-based awards or dividend equivalents.
|
ITEM 13.
|
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
|
•
|
a “related person” means any of our directors, executive officers, nominees for director, five percent or greater shareholder or any of their immediate family members; and
|
•
|
a “related person transaction” generally means a transaction (including any indebtedness or a guarantee of indebtedness) in which we were or are to be a participant and the amount involved exceeds $120,000, and in which a related person had or will have a direct or indirect material interest.
|
ITEM 14.
|
PRINCIPAL ACCOUNTING FEES AND SERVICES
|
ITEM 15.
|
EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
|
|
|
|
Form 10-K Page
|
|
(1)
|
Financial Statements
|
|
|
|
|
|
|
|
Consolidated and Combined Balance Sheets at December 31, 2015 and 2014
|
|
|
|
|
|
|
|
Consolidated and Combined Statements of Operations for each of the three years ended December 31, 2015, 2014 and 2013
|
|
|
|
|
|
|
|
Consolidated and Combined Statements of Comprehensive Income (Loss) for each of the three years ended December 31, 2015, 2014 and 2013
|
|
|
|
|
|
|
|
Consolidated and Combined Statement of Equity for the year ended December 31, 2015
|
|
|
|
|
|
|
|
Consolidated and Combined Statements of Equity for the years ended December 31, 2014 and 2013
|
|
|
|
|
|
|
|
Consolidated and Combined Statements of Cash Flows for each of the three years ended December 31, 2015, 2014 and 2013
|
|
|
|
|
|
|
|
Notes to Consolidated Financial Statements
|
|
|
|
|
|
|
|
Report of Independent Registered Public Accounting Firm
|
|
|
|
|
|
|
(2)
|
All financial statement schedules are omitted since the required information is not present, or is not present in amounts sufficient to require submission of the schedule, or because the information required is included in the consolidated and combined financial statements and notes thereto.
|
|
|
(3)
|
Exhibits
|
|
|
|
The exhibits listed on the accompanying "Exhibit Index" are filed, or incorporated by reference, as part of this Annual Report on Form 10-K.
|
|
|
JOURNAL MEDIA GROUP, INC.
|
|
|
|
|
|
Dated:
|
March 30, 2016
|
By:
|
/s/ Timothy E. Stautberg
|
|
|
|
Timothy E. Stautberg
|
|
|
|
President and Chief Executive Officer
|
Signature
|
|
Title
|
|
|
|
/s/ Timothy E. Stautberg
|
|
President, Chief Executive Officer and Director
(Principal Executive Officer)
|
Timothy E. Stautberg
|
|
|
|
|
|
/s/ Jason R. Graham
|
|
Senior Vice President, Chief Financial Officer and Treasurer
(Principal Financial Officer)
|
Jason R. Graham
|
|
|
|
|
|
/s/ Marty V. Ozolins
|
|
Vice President and Controller
(Principal Accounting Officer)
|
Marty V. Ozolins
|
|
|
|
|
|
/s/ Steven J. Smith
|
|
Chairman of the Board
|
Steven J. Smith
|
|
|
|
|
|
/s/ Jonathan Newcomb
|
|
Director
|
Jonathan Newcomb
|
|
|
|
|
|
/s/ Mary Ellen Stanek
|
|
Director
|
Mary Ellen Stanek
|
|
|
|
|
|
/s/ Stuart Aitken
|
|
Director
|
Stuart Aitken
|
|
|
|
|
|
/s/ Brian Ross
|
|
Director
|
Brian Ross
|
|
|
1 Year Journal Media Grp., Inc. Chart |
1 Month Journal Media Grp., Inc. Chart |
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions