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GateHouse Media Announces Second Quarter 2008 Results and Capital Management Initiatives to Reduce Leverage

2008-08-08 06:00:00

GateHouse Media Announces Second Quarter 2008 Results and Capital Management Initiatives to Reduce Leverage

                       Second Quarter 2008 Highlights

- Total reported revenues reached $184.1 million, an increase of 16.5% over

                              the prior year.

  - As Adjusted Revenues were $184.4 million, a decrease of 4.7% on a same

            store basis, significantly better than the industry.

- Online revenue growth accelerated in the second quarter, increasing 34.8%

                            over the prior year.

  - As Adjusted EBITDA declined 8.2% over the prior year to $38.0 million.

   - As Adjusted EBITDA declined 16.0% versus prior year on a same store

                                   basis.

                - Levered Free Cash Flow of $0.20 per share.

    - Recorded a non-cash impairment charge to goodwill, intangibles and

                    long-lived assets of $443.1 million.

                            Recent Developments

 - Suspended quarterly dividend payments - intend to use free cash flow to

                  reduce leverage and increase liquidity.

  - Subsidiary entered into agreement to issue $11.5 million of non-voting

cumulative preferred stock - proceeds will be used to ensure the Company is

                    in compliance with credit agreement.



    FAIRPORT, N.Y., Aug. 8 /EMWNews/ -- GateHouse Media, Inc.

(the "Company" or "GateHouse Media") (NYSE: GHS) today reported financial

results for the quarter ended June 30, 2008.



    The Company reported total revenues of $184.1 million in the quarter,

an increase of 16.5% over the second quarter of 2007. On a same-store

basis, As Adjusted Revenues for the Company were $184.4 million in the

quarter, decreasing 4.7% over the prior year. GateHouse Media revenues

continued to outperform its newspaper peers, which averaged double-digit

revenue declines.



    Operating loss for the second quarter was $429.7 million, which

included a goodwill, intangibles and long-lived assets impairment charge of

$443.1 million. Excluding the goodwill, intangible and long-lived assets

impairment charge, which is a non-cash charge, operating income was $13.4

million compared to $18.5 million in the second quarter of 2007. As

Adjusted EBITDA for the quarter was $38.0 million, a decrease of 16.0% on a

same store basis.



    GateHouse Media's management utilizes As Adjusted Revenues and As

Adjusted EBITDA to evaluate the Company's performance, cash flows and

liquidity because these metrics exclude non-cash items such as depreciation

and amortization, non-cash compensation expense and one-time costs

associated with integrating acquisitions and realizing synergy cost

savings. GateHouse Media also uses As Adjusted EBITDA, excluding corporate

costs, to assess the performance of its core local businesses.



    Michael E. Reed, GateHouse Media's Chief Executive Officer, said, "The

Company delivered industry leading same store results in a very challenging

economic environment. The majority of our revenue declines continue to come

from classified advertising. Local advertising revenue is holding up quite

well and our online and circulation revenues continue to grow.



    "We are experiencing increasing inflationary pressure, particularly

with regard to newsprint pricing, delivery costs and health care expenses.

Unfortunately, these expense increases offset our targeted cost reductions

in the second quarter, resulting in a 1.3% decline in expenses year over

year on a same store basis, less than we anticipated. We continue to

aggressively look for ways to reduce expenses without impacting the quality

of news and customer service we provide to our readers and advertisers. We

also continue to invest in and expand our online business which is

translating into growth. Both protecting and enhancing our local

franchises, print and online, is very important to our future."



    Capital Management Initiatives



    The Company announced that it will temporarily suspend payment of a

quarterly dividend to common shareholders commencing with the second

quarter of 2008. A subsidiary of the Company entered into an agreement to

issue $11.5 million of non-voting cumulative preferred stock to a private

equity fund managed by an affiliate of Fortress Investment Group, GateHouse

Media's largest shareholder. The proceeds will be used to ensure the

Company is in compliance with its credit agreement.



    Commenting on the capital management initiatives, Reed said, "Given the

challenging environment we are using free cash flow to reduce leverage and

maintain additional liquidity. These initiatives will also allow us to pay

down our revolving credit facility to zero over the next three months. When

the revolving credit facility is at zero, we have no leverage covenant

tests under our credit facility. Our facility does not mature until 2014,

which provides us with significant time to strengthen our balance sheet."



    Any future determination to pay dividends will be at the discretion of

the Company's Board of Directors and will depend on, among other things,

the Company's results of operations, cash requirements, financial

condition, contractual restrictions and other factors the Board of

Directors may deem relevant.



    Second Quarter 2008



    Total reported revenues reached $184.1 million, an increase of 16.5%

over the prior year. As Adjusted Revenues for the quarter were $184.4

million, a decline of 4.7% on a same store basis. Local advertising

revenues continued to perform well given the current economic environment

declining only 3.2% on a same store basis. Classified revenues continue to

be the primary driver of revenue declines with a 16.6% decline on a same

store basis. The classified advertising weakness was seen across all three

major categories: help wanted, real estate and auto. Online revenue growth

accelerated from the first quarter, increasing 34.8% on a same store basis.

Circulation revenues in the quarter increased by 1.1%, driven by price

increases partially offset by small volume declines. Commercial printing

and other revenues declined 4.2% on a same store basis due to lower

commercial printing projects, which is typical in a slow economy.



    As Adjusted EBITDA declined 16.0% to $38.0 million on a same store

basis. A combination of the decline in sales and flat expenses year over

year contributed to the decline. Targeted cost reductions were offset by

inflationary pressures on newsprint, ink, delivery costs and health care.



    Non-cash compensation expense for Restricted Stock Grants (RSGs) in the

second quarter was $1.0 million. One-time costs incurred or accrued in the

quarter were $4.4 million. These were charges related primarily to

integration of the Company's acquisitions in order to realize permanent

expense reductions, and to reduce future capital expenditure needs, as well

as staff reductions taken in order to reduce the cost basis in light of the

current revenue environment.



    Levered Free Cash Flow for the quarter was $11.5 million compared with

$17.4 million for the same quarter in 2007.



    The Company announced that a second quarter 2008 non-cash impairment

charge related to goodwill, intangibles and long-lived assets of $443.1

million was recorded. This decreased the Company's second quarter earnings

per share by $7.50. This charge resulted from impairment testing, in

accordance with Statement of Financial Accounting Standards No. 142,

Goodwill and Other Intangible Assets, completed at the end of the second

quarter triggered by the decline of the Company's share price. This

impairment resulted primarily from GAAP rules which require a

reconciliation between book value and our current market capitalization.

The Company's current stock market price along with general economic

conditions were key factors in determining the amount of the impairment

charge.



    Commenting on the impairment charge, Reed said, "It is important to

note, that while the Company's cash flows are down the first six months on

a same store basis, our assets still produce great cash flow. This

impairment is more a reflection of the Company's stock price and a

reconciliation of market capitalization to book value. We believe our

assets will continue to produce strong cash flows and when the economic

cycle improves we are positioned in our small markets to grow."



    Earnings Call



    The Company has scheduled a conference call to discuss the financial

results on August 8, 2008 at 10:00 a.m. Eastern Time. The conference call

can be accessed by dialing (877) 545-1409 (from within the U.S.) or (719)

325-4910 (from outside of the U.S.) ten minutes prior to the scheduled

start and referencing the "GateHouse Media Second Quarter Earnings Call."



    A webcast of the conference call will be available to the public on a

listen-only basis at http://www.gatehousemedia.com. Please allow extra time prior

to the call to visit the site and download the necessary software required

to listen to the internet broadcast. A replay of the webcast will be

available for three months following the call.



    For those who cannot listen to the live call, a replay will be

available until 11:59 p.m. Eastern Time on August 22, 2008 by dialing (888)

203-1112 (from within the U.S.) or (719) 457-0820 (from outside of the

U.S.) please reference access code "264-5648." A copy of this earnings

release and quarterly financial supplement will be posted on the Investors

section of the GateHouse Media website.



    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 97 daily publications. GateHouse Media

currently serves local audiences of more than 10 million per week across 21

states through hundreds of community publications and local websites.

GateHouse Media is traded on the New York Stock Exchange under the symbol

"GHS."



    For more information regarding GateHouse Media and to be added to our

email distribution list, please visit http://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 net income (loss) 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 and non-recurring integration and reorganization costs. The

Company defines As Adjusted Revenues as total revenues plus revenues of

discontinued operations while adjusting for the purchase accounting impact

on revenues of the SureWest acquisition. The Company defines Levered Free

Cash Flow as As Adjusted EBITDA less capital expenditures, cash taxes and

interest expense.



    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;



    -- 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.




GATEHOUSE MEDIA, INC. AND SUBSIDIARIES Unaudited Condensed Consolidated Statements of Operations (In thousands, except share and per share data) Three months Three months Six months Six months ended ended ended ended June 30, June 30, June 30, June 30, 2008 2007 2008 2007 Revenues: Advertising $135,816 $117,577 $257,772 $188,241 Circulation 37,525 31,967 73,766 49,140 Commercial printing and other 10,731 8,420 21,060 14,866 Total revenues 184,072 157,964 352,598 252,247 Operating costs and expenses: Operating costs 98,406 81,792 195,726 133,948 Selling, general, and administrative 51,558 40,580 100,109 70,912 Depreciation and amortization 18,857 15,427 37,607 24,229 Integration and reorganization costs 1,603 1,615 4,210 2,453 Impairment of long- lived assets 102,517 82 102,517 201 Loss on sale of assets 212 9 206 22 Goodwill and mastheads impairment 340,575 - 340,575 - Operating income (loss) (429,656) 18,459 (428,352) 20,482 Interest expense 23,217 22,379 47,633 32,596 Amortization of deferred financing costs 581 980 1,164 1,203 Unrealized (gain) loss on derivative instrument 1,037 (758) 1,756 (375) Other (income) expense 23 (3) 36 (208) Loss from continuing operations before income taxes (454,514) (4,139) (478,941) (12,734) Income tax benefit (15,787) (1,535) (13,316) (4,021) Loss from continuing operations (438,727) (2,604) (465,625) (8,713) Income (loss) from discontinued operations, net of income taxes (4,524)(a) 640 (6,415)(a) 670 Net loss $(443,251) $(1,964) $(472,040) $(8,043) Loss per share: Basic and diluted: Loss from continuing operations $(7.69) $(0.07) $(8.17) $(0.23) Income (loss) from discontinued operations, net of income taxes (0.08) 0.02 (0.11) 0.02 Net loss $(7.77) $(0.05) $(8.28) $(0.21) Dividends declared per share $- $0.40 $0.20 $0.77 Basic weighted average shares outstanding 57,024,747 38,099,500 56,996,635 38,098,340 Diluted weighted average shares outstanding 57,024,747 38,099,500 56,996,635 38,098,340 (a) Included in income from discontinued operations, net of taxes are total revenues of $352 for the three months ended June 30, 2008 primarily related to Telluride, CO and $2,684 for the six months ended June 30, 2008 primarily from Yankton, SD, Winter Haven, FL and Telluride, CO. GATEHOUSE MEDIA, INC. AND SUBSIDIARIES Condensed Consolidated Balance Sheets (In thousands, except share data) June 30, December 31, 2008 2007 (unaudited) Assets Current assets: Cash and cash equivalents $12,793 $12,096 Accounts receivable, net of allowance for doubtful accounts of $4,295 and $3,874 at June 30, 2008 and December 31, 2007, respectively 77,621 85,474 Inventory 11,613 9,046 Prepaid expenses 5,123 4,514 Deferred income taxes 3,890 3,890 Other current assets 5,431 4,208 Assets held for sale 207 1,540 Total current assets 116,678 120,768 Property, plant, and equipment, net of accumulated depreciation of $44,053 and $30,597 at June 30, 2008 and December 31, 2007, respectively 212,943 210,209 Goodwill 399,581 701,852 Intangible assets, net of accumulated amortization of $81,488 and $58,111 at June 30, 2008 and December 31, 2007, respectively 654,744 808,794 Deferred financing costs, net 7,735 8,416 Other assets 1,482 1,692 Long-term assets held for sale 14,889 23,264 Total assets $1,408,052 $1,874,995 Liabilities and Stockholders' Equity (Deficit) Current liabilities: Current portion of long-term liabilities $1,359 $1,047 Short-term note payable 10,423 10,000 Short-term debt 17,000 - Accounts payable 21,175 13,190 Accrued expenses 42,639 40,672 Accrued interest 8,814 9,947 Deferred revenue 31,837 29,840 Dividend payable - 23,126 Liabilities held for sale 67 623 Total current liabilities 133,314 128,445 Long-term liabilities: Long-term debt 1,223,700 1,206,000 Long-term liabilities, less current portion 5,424 3,809 Deferred income taxes 11,932 25,327 Derivative instruments 36,891 44,101 Pension and other postretirement benefit obligations 15,481 13,325 Total liabilities 1,426,742 1,421,007 Stockholders' equity (deficit): Preferred stock, $0.01 par value, 50,000,000 shares authorized at June 30, 2008; none issued and outstanding at June 30, 2008 and December 31, 2007 - - Common stock, $0.01 par value, 150,000,000 shares authorized at June 30, 2008; 58,213,868 and 57,947,073 shares issued, and 58,129,440 and 57,891,295 outstanding at June 30, 2008 and December 31, 2007, respectively 568 568 Additional paid-in capital 824,148 822,025 Accumulated other comprehensive loss (41,053) (49,962) Accumulated deficit (802,052) (318,407) Treasury stock, at cost, 84,428 and 55,778 shares at June 30, 2008 and December 31, 2007, respectively (301) (236) Total stockholders' equity (deficit) (18,690) 453,988 Total liabilities and stockholders' equity (deficit) $1,408,052 $1,874,995 GATEHOUSE MEDIA, INC. AND SUBSIDIARIES Unaudited Condensed Consolidated Statements of Cash Flows (In thousands) Six months Six months ended ended June 30, 2008 June 30, 2007 Cash flows from operating activities: Net loss $(472,040) $(8,043) Income (loss) from discontinued operations, net of income taxes (6,415) 670 Net loss from continuing operations (465,625) (8,713) Adjustments to reconcile net loss to net cash provided by operating activities: Depreciation and amortization 37,607 24,229 Amortization of deferred financing costs 1,164 1,203 Unrealized loss (gain) on derivative instrument 1,756 (375) Non-cash compensation expense 2,123 2,017 Deferred income taxes (13,406) (5,373) Loss on sale of assets 206 22 Pension and other postretirement benefit obligations 300 668 Non-cash interest expense 618 - Impairment of long-lived assets 102,517 201 Goodwill and mastheads impairment 340,575 - Changes in assets and liabilities, net of acquisitions: Accounts receivable, net 7,475 (1,555) Inventory (2,606) 1,019 Prepaid expenses (234) 797 Other assets (1,102) (2,270) Accounts payable 7,254 1,543 Accrued expenses 1,257 6,795 Accrued interest (1,133) 11,180 Deferred revenue 1,387 (537) Other long-term liabilities (686) (32) Net cash provided by operating activities 19,447 30,819 Cash flows from investing activities: Purchases of property, plant, and equipment (5,882) (3,663) Proceeds from sale of publications and other assets 12,501 261 Acquisition of Enterprise NewsMedia, LLC, net of cash acquired - (154) Acquisition of The Copley Press, Inc. newspapers, net of cash acquired (11) (380,829) Acquisition of Gannett Co., Inc. Newspapers, net of cash acquired 379 (419,932) Other acquisitions, net of cash acquired (24,540) (206,803) Net cash used in investing activities (17,553) (1,011,120) Cash flows from financing activities: Payment of debt issuance costs (6) (7,433) Borrowings under term loans 19,505 1,495,000 Repayments of term loans (3,600) (558,000) Net borrowings under revolving credit facility 17,700 3,000 Payment of offering costs - (647) Purchase of treasury stock (65) - Payment of dividends (34,731) (23,883) Net cash provided by (used in) financing activities (1,197) 908,037 Net increase (decrease) in cash and cash equivalents 697 (72,264) Cash and cash equivalents at beginning of period 12,096 90,302 Cash and cash equivalents at end of period $12,793 $18,038 GATEHOUSE MEDIA, INC. AND SUBSIDIARIES As Adjusted EBITDA (In thousands) Three Three Six Six months months months months ended ended ended ended June 30, June 30, June 30, June 30, 2008 2007 2008 2007 Loss from continuing operations $(438,727) $(2,604) $(465,625) $(8,713) Income tax expense (benefit) (15,787) (1,535) (13,316) (4,021) Unrealized (gain) loss on derivative instrument (1) 1,037 (758) 1,756 (375) Amortization of deferred financing costs 581 980 1,164 1,203 Interest expense 23,217 22,379 47,633 32,596 Impairment of long-lived assets 102,517 82 102,517 201 Depreciation and amortization 18,857 15,427 37,607 24,229 Goodwill and masthead impairment 340,575 - 340,575 - Adjusted EBITDA from continuing operations 32,270 33,971 52,311 45,120 Non-cash compensation and other expense 3,782 1,292 10,747 3,161 Non-cash portion of postretirement benefits expense 335 354 893 668 Integration and reorganization costs 1,603 1,615 4,210 2,453 Loss on sale of assets 212 9 206 22 Impact of SureWest Directories purchase accounting - 3,073 - 4,088 Income (loss) from discontinued operations (218) 1,044 (311) 1,074 As Adjusted EBITDA 37,984 41,358 68,056 56,586 Net capital expenditures (2) (3,190) (1,564) (5,789) (3,402) Cash taxes (40) - (40) - Interest expense (23,217) (22,379) (47,633) (32,596) Levered Free Cash Flow $11,537 $17,415 $14,594 $20,588 (1) Non-cash loss on derivative instruments is related to interest rate swap agreements which are financing related and are excluded from Adjusted EBITDA. (2) Capital expenditures include proceeds from sales of other assets of $0.1 million for the three months ended June 30, 2008 and June 30, 2007 and $0.1 million and $0.3 million for the six months ended June 30, 2008 and June 30, 2007, respectively. GATEHOUSE MEDIA, INC. AND SUBSIDIARIES As Adjusted Revenues (In thousands) Three Three Six Six months months months months ended ended ended ended June 30, June 30, June 30, June 30, 2008 2007 2008 2007 Total revenues from continuing $184,072 $157,964 $352,598 $252,247 operations Revenues from discontinued operations 352 3,968 2,684 4,669 Total income statement revenues 184,424 161,932 355,282 256,916 Impact of SureWest Directories purchase accounting - 4,609 - 9,310 As Adjusted Revenues $184,424 $166,541 $355,282 $266,226 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 and potential acquisition 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 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 limited operating history on a combined basis, the Company's ability to generate sufficient cash flow to cover required interest, long-term obligations and dividends, the effect of the Company's indebtedness and long-term obligations on its liquidity, the Company's ability to effectively manage its growth, unforeseen costs associated with the acquisition of new properties, the Company's ability to find suitably priced acquisitions, 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 vulnerability to economic downturns, regulatory changes or acts of nature in certain geographic areas, increases in competition for skilled personnel, 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 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 and/or the associated earnings conference call. 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.

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