EX-99 2 ex99-1form8k_080708.htm PRESS RELEASE, DATED AUGUST 7, 2008


Page 1 of 8 - Sun-Times Media Group Second Quarter 2008 Results
 

 

 

EXHIBIT 99.1

 

Contact: Tammy Chase, Director of Corporate Communications

(312) 321-3230 or tchase@suntimes.com


 

Sun-Times Media Group Announces 2008 Second Quarter Results

 

CHICAGO, August 7, 2008 -- Sun-Times Media Group, Inc. (OTCBB:SUTM) today reported an operating loss of $24.0 million for the second quarter ended June 30, 2008, versus an operating loss of $80.6 million for the second quarter of 2007.

 

The Company reported a net loss in the second quarter of 2008 of $37.8 million, or $0.46 per diluted share, versus net income of $528.0 million, or $6.56 per diluted share in the same period in 2007. The 2007 period includes the reversal of accruals for contingent tax liabilities following a settlement reached with the Canada Revenue Agency regarding tax issues largely related to the disposition of certain Canadian operations in 2000.

 

The second quarter 2008 numbers reflect a 14 percent decline in advertising revenue, a 4 percent decline in circulation revenue and $3.4 million of indemnification, investigation and litigation costs, net of recoveries.

 

For the six months ended June 30, 2008, operating revenue and operating loss were $164.0 million and $49.8 million, respectively, compared with operating revenue of $186.5 million and an operating loss of $75.0 million for the six months ended June 30, 2007. The $49.8 million operating loss in the 2008 period includes $8.9 million of indemnification, investigation and litigation costs, net of recoveries, $18.1 million of corporate expenses, $12.6 million of depreciation and amortization, and $4.6 million of one-time costs associated with reorganization and asset write-downs. The $75.0 million operating loss in the 2007 period includes a $2.5 million net recovery with respect to indemnification, investigation and litigation costs, $65.6 million of corporate expenses, and $16.2 million of depreciation and amortization.

 

The Company reported that its cost reduction program, announced on December 14, 2007 and continued through the first six months of 2008, favorably affected expenses in the quarter. The Company believes it will meet or exceed its goal of reducing operating costs by $50 million this year. The Company continues to vigorously look for ways to cut additional costs and create further efficiencies.

 

“The U.S. economic downturn was tough on the newspaper industry in the second quarter, during which many newspaper companies saw double-digit declines in print advertising revenue,” said Cyrus F. Freidheim, Jr., Chief Executive Officer.  “It is difficult to predict when the economic recovery will come and what will be the impact of the recovery on ad sales. As a company we are taking aggressive actions to reduce costs, conserve cash and

 



Page 2 of 8 - Sun-Times Media Group Second Quarter 2008 Results
 

 

 

 

gain share in the declining advertising market. We fully intend to come out of the downturn with a cost structure, a cash balance and market positions that will best enable us to restore our Company to financial health and competitive strength.”

 

Mr. Freidheim also issued a letter today to shareholders in which he provides additional perspective on the issues facing the Company, and lays out plans to meet the challenges they present.

 

On June 18, 2008, the Company announced that a wide-ranging settlement agreement with its largest shareholder, Hollinger Inc., had been consummated. The settlement resolved various disputes and litigation between the Company, Hollinger Inc. and Hollinger’s largest secured noteholder, Davidson Kempner Capital Management LLC, and resulted in, among other things, the conversion of all of Hollinger Inc.’s outstanding Class B shares to Class A shares, thereby eliminating the 10-to-1 voting rights held by Hollinger Inc., and the issuance of 1.499 million additional Class A shares to Hollinger Inc. In connection with the consummation of the agreement, six of the Company's 11 directors resigned: William E. Aziz, Brent D. Baird, Albrecht Bellstedt, Peter Dey, Edward C. Hannah and G. Wesley Voorheis. The Board of Directors subsequently re-elected Mr. Dey, and also elected Robert Poile to the Board.

 

Review of Operating Results

Total operating revenues in the second quarter of 2008 were $83.0 million, versus $94.7 million in the year-ago period.  Advertising revenues declined 14 percent to $62.7 million from $73.2 million in 2007.  Classified advertising fell 19 percent, while retail and national advertising were lower by 14 percent and 11 percent, respectively. Internet advertising revenue rose 5 percent and represented 5 percent of total advertising revenue.

 

Second quarter 2008 advertising revenue for the Chicago Sun-Times was down 15 percent versus last year, while the suburban newspapers were down 14 percent for the quarter over the same period in 2007.

 

Circulation revenues were $18.8 million in the second quarter of 2008 compared with $19.7 million in 2007. Circulation revenue for the Chicago Sun-Times declined 4 percent while circulation revenue for the suburban newspapers was down 5 percent.

 

Total operating costs and expenses in the second quarter of 2008 were $107.0 million, compared with $175.4 million for the second quarter of 2007. This change reflects cost reductions taken by the Company as part of its previously announced $50 million cost-reduction program; a reduction in corporate expenses of $40.5 million; and a decrease in indemnification, investigation and litigation costs, net of recoveries, which fellto $3.4 million from $25.1 million in 2007.

 



Page 3 of 8 - Sun-Times Media Group Second Quarter 2008 Results
 

 

 

 

Total cost of sales in the second quarter of 2008, which includes newsprint and ink, as well as distribution, editorial and production costs, decreased to $53.6 million from $60.4 million in the same quarter of 2007. The Company’s cost-reduction program has resulted in cost reductions in each of these cost categories. Total newsprint consumption in the second quarter decreased approximately 20 percent versus the year-ago period, while the average cost per metric ton of newsprint was 11 percent higher than the same period last year.Newsprint consumption was positively affected by the Company’s actions to change the size and format for some newspapers and to reconfigure the ratios of advertising to editorial content to increase profitability.

 

Wages and benefits reflected in cost of sales decreased to $23.8 million from $26.6 million, positively affected by lower headcount related to the cost reduction program.

 

Sales and marketing expenses were $17.6 million for the 2008 second quarter compared with $17.7 million a year ago. The decrease includes largely offsetting effects related to lower marketing and promotion expense of $1.2 million, resulting from the re-launch of the Chicago Sun-Times in 2007 and direct response advertising costs expensed in 2008, but capitalized (and amortized) in 2007 of $1.4 million. The Company announced in the fourth quarter of 2007 that it would no longer capitalize these costs, which results in higher reported sales and marketing expense and lower reported amortization costs versus the prior year.

 

Other operating costs, which include accounting and finance, IT, human resources, administrative property and facilities costs and other general and administrative costs supporting the newspaper operations, were $16.2 million in the second quarter of 2008 compared with $14.5 million for the same period in 2007, an increase of $1.7 million. This increase is largely due to the disposal or write-off of property, plant and equipment of $1.8 million and higher severance related reorganization costs of $0.8 million, partially offset by lower professional fees of $0.4 million and lower telecommunication costs of $0.3 million.

 

Corporate expenses in the second quarter of 2008 were $9.6 million compared with $50.1 million in the second quarter of 2007, a decrease of $40.5 million. The decrease is largely due to 2007 adjustments including bad debt expense of $33.7 million related to a loan with an affiliate of Hollinger Inc., as well as an adjustment to gains on prior years’ sales of newspaper operations of $8.6 million. Other improvements include lower insurance costs, primarily directors and officers coverage, of $0.6 million and lower professional fees of $0.6 million. These positive impacts were partially offset by expenses of $0.4 million related to the Company’s strategic alternative process and $2.5 million related to the settlement with Hollinger Inc.

 

The Company reported $3.4 million of indemnification, investigation and litigation costs, net of recoveries, which includes indemnification costs of $4.3 million related to the appeals process of certain former Company officers and a $2.0 million recovery of legal fees related to the settlement with Hollinger Inc.

 



Page 4 of 8 - Sun-Times Media Group Second Quarter 2008 Results
 

 

 

 

The following is a summary of infrequent items (in thousands of dollars):

 

 

Q2 2008

Q2 2007

YTD
2008

YTD
2007

Other operating costs (thousands of dollars)

 

 

 

 

Reorganization costs

741 

— 

2,373 

(7)

Other severance expense

100 

135 

44 

234 

Printing press removal charge

— 

— 

— 

351 

Reduction of reserve for contract disputes

— 

— 

— 

(550)

Loss on disposal or write-down of assets

1,807 

— 

2,210 

— 

Restitution and settlement costs – circulation matters

(316)

— 

(316)

— 

 

 

 

 

 

Indemnification, investigation and litigation costs, net of recoveries (thousands of dollars)

 

 

 

 

Costs

5,444 

25,118 

10,920 

45,217 

Recoveries

(2,000)

— 

(2,000)

(47,718)

 

 

 

 

 

Corporate expenses (thousands of dollars)

 

 

 

 

Loss on sale of newspaper operations

— 

8,638 

— 

13,603 

Bad debt expense related to loan with affiliate

— 

33,685 

— 

33,685 

Severance expense (reduction)

— 

104 

— 

(116)

Legal settlements

50 

— 

50 

262 

Settlement of claims with Hollinger Inc.

2,490 

— 

2,490 

— 

 

As of June 30, 2008, the Company had cash and cash equivalents totaling $115.5 million. This amount does not include the Company’s investment in outstanding Canadian asset-backed commercial paper. The $115.5 million balance was down from $118.5 million at the end of the first quarter of 2008 due to the Company’s operating loss in the quarter, largely offset by the sale of some of the Company’s Canadian asset-backed commercial paper for $21.0 million. The Company has $11.5 million in recoverable income taxes on its balance sheet, which is an expected refund associated with the carryback of 2007 net operating losses. The Company expects to receive the refund in the third quarter of 2008.

 

The Company’s investments include $15 million (face value: $20.2 million) of Canadian asset-backed commercial paper that did not redeem upon maturity on August 24, 2007. A largely Canadian investor committee is leading efforts to restructure unredeemed Canadian commercial paper and a plan has been developed, which would include exchanging the paper for medium-term notes backed by the assets underlying the commercial paper. The Company can’t predict the timing of implementation of the plan, nor can it predict the ultimate financial impact on the Company.

 

Other tax liabilities increased in the second quarter by $12.8 million, largely related to interest accrued on our contingent tax liabilities. The other tax liability balance relates principally to contingent taxes and interest the Company may be required to pay. In January of this year, the Company received an examination report from the Internal Revenue Service setting forth proposed changes to its U.S. tax returns for the years 1996 to 2003. The Company has disputed certain proposed adjustments and filed its appeal. The Company estimates the formal appeals process could take 18 to 36 months, though the timing of any resolution is uncertain.

 



Page 5 of 8 - Sun-Times Media Group Second Quarter 2008 Results
 

 

 

 

Further detail regarding the Company’s financial results will be available in its Form 10-Q filing, which the Company expects to make by August 11, 2008.

 

About Sun-Times Media Group

Sun-Times Media Group is dedicated to being the premier source of local news and information for the greater Chicago area. Its media properties include the Chicago Sun-Times and Suntimes.com as well as newspapers and Web sites serving more than 200 communities throughout the Chicago area. Further information can be found at http://www.thesuntimesgroup.com.

 

 

Cautionary Statement on Forward-Looking Statements

Certain statements made in this release are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (the “Act”). Forward-looking statements include, without limitation, any statement that may predict, forecast, indicate or imply future results, performance or achievements, and may contain the words “believe,” “anticipate,” “expect,” “estimate,” “project,” “will be,” “will continue,” “will likely result” or similar words or phrases. Forward-looking statements involve risks and uncertainties, which may cause actual results to differ materially from the forward-looking statements. The risks and uncertainties are detailed from time to time in reports filed by Sun-Times Media Group with the Securities and Exchange Commission, including in its Forms 10-K and 10-Q. New risk factors emerge from time to time and it is not possible for management to predict all such risk factors, nor can it assess the impact of all such risk factors on the Company’s business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Given these risks and uncertainties, investors should not place undue reliance on forward- looking statements as a prediction of actual results.

 



Page 6 of 8 - Sun-Times Media Group Second Quarter 2008 Results
 

 

 

 

SUN-TIMES MEDIA GROUP, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

For the Three and Six Months Ended June 30, 2008 and 2007

 

 

 

 

Three Months

Ended

June 30,

Six Months

Ended

June 30,

 

2008

2007

2008

2007

 

(Unaudited)

 

(In thousands, except per share data)

Operating revenue:

 

 

 

 

Advertising

$             62,728 

$             73,198 

$           123,866 

$           143,189 

Circulation

18,845 

19,720 

37,162 

39,724 

Job printing

787 

1,167 

1,727 

2,194 

Other

611 

659 

1,220 

1,354 

Total operating revenue

82,971 

94,744 

163,975 

186,461 

Operating costs and expenses:

 

 

 

 

Cost of sales:

 

 

 

 

Wages and benefits

23,766 

26,640 

48,546 

53,302 

Newsprint and ink

11,820 

13,190 

21,955 

26,913 

Other

18,057 

20,619 

36,143 

40,052 

Total cost of sales

53,643 

60,449 

106,644 

120,267 

Selling, general and administrative:

 

 

 

 

Sales and marketing

17,594 

17,683 

34,143 

32,996 

Other operating costs

16,248 

14,493 

33,348 

28,880 

Corporate expenses

9,629 

50,070 

18,086 

65,608 

Indemnification, investigation and litigation costs, net of recoveries

3,444 

25,118 

8,920 

(2,501)

Total selling, general and administrative

46,915 

107,364 

94,497 

124,983 

Depreciation

5,337 

4,608 

10,437 

10,558 

Amortization

1,089 

2,962 

2,178 

5,613 

Total operating costs and expenses

106,984 

175,383 

213,756 

261,421 

Operating loss

(24,013)

(80,639)

(49,781)

(74,960)

Other income (expense):

 

 

 

 

Interest expense

(63)

(165)

(185)

(323)

Interest and dividend income

874 

3,375 

2,371 

13,689 

Other income (expense), net

(1,088)

(6,941)

3,049 

(7,445)

Total other income (expense)

(277)

(3,731)

5,235 

5,921 

Loss before income taxes

(24,290)

(84,370)

(44,546)

(69,039)

Income tax expense (benefit)

13,461 

(612,350)

29,048 

(592,196)

Net income (loss)

$           (37,751)

$           527,980 

$           (73,594)

$           523,157 

 

 

 

 

 

Net income (loss) per share:

 

 

 

 

Net income (loss) per share – basic

$               (0.46)

$                 6.57 

$               (0.91)

$                  6.51

Net income (loss) per share – diluted

$               (0.46)

$                 6.56 

$               (0.91)

$                  6.50

 

 

 

 

 

Weighted average shares outstanding:

 

 

 

 

Basic

81,312 

80,351 

81,108 

80,334 

Diluted

81,312 

80,518 

81,108 

80,504 

 

 



Page 7 of 8 - Sun-Times Media Group Second Quarter 2008 Results
 

 

 

 

SUN-TIMES MEDIA GROUP, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

June 30, 2008 and December 31, 2007

 

 

June 30,
2008

December 31,
2007

 

(Unaudited)

 

 

(In thousands,

 

except share data)

ASSETS

 

 

Current assets:

 

 

Cash and cash equivalents

$      115,452 

$         142,533 

Accounts receivable, net of allowance for doubtful accounts of $11,621 in 2008 and $12,276
in 2007

62,849 

73,031 

Inventories

7,700 

7,937 

Escrow deposits and restricted cash

34,719 

35,641 

Recoverable income taxes

11,508 

16,509 

Other current assets

13,261 

7,034 

Total current assets

245,489 

282,685 

Investments

19,671 

42,249 

Property, plant and equipment, net of accumulated depreciation of $108,930 in 2008 and $146,170 in 2007

154,337 

163,355 

Intangible assets, net of accumulated amortization of $49,823 in 2008 and $47,645 in 2007

86,056 

88,235 

Goodwill

124,301 

124,301 

Prepaid pension benefit

90,321 

89,512 

Other assets

1,064 

1,249 

Total assets

$     721,239 

$         791,586 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY (DEFICIT)

 

Current liabilities:

 

 

Current installments of long-term debt

$              19 

$                  35 

Accounts payable and accrued expenses

96,344 

112,621 

Amounts due to related parties

10,383 

8,852 

Income taxes payable and other tax liabilities

565 

1,027 

Deferred revenue

9,891 

10,060 

Total current liabilities

117,202 

132,595 

Long-term debt, less current installments

— 

Deferred income tax liabilities

60,033 

58,343 

Other tax liabilities

622,615 

597,206 

Other liabilities

70,928 

78,448 

Total liabilities

870,778 

866,595 

Stockholders’ equity (deficit):

 

 

Class A common stock, $0.01 par value. Authorized 250,000,000 shares; 104,497,022 and 81,927,124 shares issued and outstanding, respectively, at June 30, 2008 and 88,008,022 and 65,308,636 shares issued and outstanding, respectively, at December 31, 2007

1,045 

880 

Class B common stock, $0.01 par value. Authorized 50,000,000 shares; 0 shares issued and outstanding at June 30, 2008 and 14,990,000 shares issued and outstanding at December 31, 2007

— 

150 

Additional paid-in capital

502,422 

501,138 

Accumulated other comprehensive income (loss):

 

 

Cumulative foreign currency translation adjustments

544 

3,878 

Unrealized gain (loss) on marketable securities

(138)

141 

Pension adjustment

(29,046)

(29,718)

Accumulated deficit

(399,626)

(325,451)

 

75,201 

151,01 8

Class A common stock in treasury, at cost — 22,569,898 shares at June 30, 2008 and 22,699,386 shares at December 31, 2007

(224,740)

(226,027)

Total stockholders’ equity (deficit)

(149,539)

(75,009)

Total liabilities and stockholders’ equity (deficit)

$     721,239 

$         791,586 

 

 



Page 8 of 9 - Sun-Times Media Group Second Quarter 2008 Results
 

 

 

 

Items affecting the Company’s consolidated net loss include:

 

 

Favorable/(Unfavorable)

Favorable/(Unfavorable)

 

Second quarter

YTD

 

 

 

Net income for period ended June 30, 2007

$                 528.0             

$                 523.2              

Operating revenue

(11.7)            

(22.5)             

Cost of sales

6.8              

13.6              

Sales and Marketing

0.1              

(1.1)             

Other operating costs (excluding reorganization and loss of disposal of assets)

0.8              

0.1              

Loss on disposal or write-down of fixed assets

(1.8)             

(2.2)             

Reorganization costs

(0.8)             

(2.4)             

Indemnification, investigation and litigation costs

19.7              

34.3              

Indemnification, investigation and litigation costs recoveries

2.0              

(45.7)             

Bad debt related to amount due from affiliate

33.7              

33.7              

Loss on sale of newspaper operations

8.6              

13.6              

Costs related to settlement with Hollinger Inc.

(2.5)             

(2.5)             

Other corporate expenses

0.7              

2.7              

Income tax benefit – CRA settlement

(586.7)             

(586.7)             

Income tax expense - other

(39.2)             

(34.5)             

Depreciation and amortization

1.1              

3.5              

Total other income (expense)

3.4              

(0.7)             

 

 

 

Net loss for period ended June 30, 2008

$                 (37.8)             

$                  (73.6)