Content analysis
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H.S. sophomore Bad
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New words:
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Removed:
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Financial report summary
?Risks
- There are a number of risks and uncertainties associated with the proposed merger.
- The outbreak of the novel coronavirus has adversely affected our results of operations and could materially impact our business, financial condition, results of operations and cash flows in the future.
- Our efforts to protect the health and safety of our employees may not be adequate, which could materially impact our business, financial condition and results of operations.
- Decreases, or slow growth, in print circulation may adversely affect our print circulation and advertising revenues.
- Slow growth in digital circulation may adversely affect our digital circulation and advertising revenues
- Advertising demand is expected to continue to be affected by changes in economic conditions and fragmentation of the media landscape.
- Increasing popularity of digital media and the shift in newspaper readership demographics, consumer habits and advertising expenditures from traditional print to digital media have adversely affected and may continue to adversely affect our operating revenues and may require significant capital investments due to changes in technology.
- Our business operates in highly competitive markets and our ability to maintain market share and generate operating revenues depends on how effectively we compete with our competition.
- Our primary strategy is to transition from a print-focused media company to a digital platform media company, and if we are not successful in our transition, our business, financial condition and prospects will be adversely affected.
- We rely on revenue from the printing and distribution of publications for third parties that may be subject to many of the same business and industry risks that we are.
- Our business, operating results and reputation may be negatively impacted, and we may be subject to legal and regulatory claims if there is a loss, destruction, disclosure, misappropriation or alteration of or unauthorized access to data owned or maintained by us, or if we are the subject of a significant data breach or cyberattack.
- Our possession and use of personal information, including payment methods of our customers, present risks and expenses that could harm our business. A security breach involving such data, whether through breach of our security measures or otherwise, could expose us to liabilities and costly litigation and damage our reputation.
- Privacy-related laws are constantly evolving and may increase our compliance costs and potential for liability, either of which may have an adverse effect on our business, financial condition and results of operations.
- If we are unable to execute cost-control measures successfully, our total operating costs may be greater than expected, which would adversely affect our profitability.
- Newsprint prices and availability may continue to be volatile and difficult to predict and control.
- We rely on third-party service providers for various services.
- Significant problems with our key systems or those of our third-party service providers could have a material adverse effect on our operating results.
- Our brands and reputation are key assets, and negative perceptions or publicity could adversely affect our business, financial condition and results of operations.
- We may not be able to adequately protect our intellectual property and other proprietary rights that are material to our business, or to defend successfully against intellectual property infringement claims by third parties.
- Adverse results from litigation or governmental investigations can impact our business practices and operating results.
- We may not achieve the acquisition component of our business strategy, or successfully complete strategic acquisitions, investments or divestitures.
- If we are unable to successfully operate our business in new markets we may enter, our business, financial condition, and results of operations could be adversely affected.
- Continued economic uncertainty and the impact on our business or changes to our business and operations may result in goodwill and masthead impairment charges.
- We may be obligated to make greater contributions to multiemployer defined benefit pension plans that cover our union-represented employees in the next several years than previously required, placing greater liquidity needs upon our operations.
- Labor strikes, lockouts and protracted negotiations can lead to business interruptions and increased operating costs.
- Our revenues and operating results fluctuate on a seasonal basis and may suffer if revenues during the peak season do not meet our expectations.
- Our ability to operate effectively could be impaired if we fail to attract, integrate and retain our senior management team.
- We may not be able to access the credit and capital markets at the times and in the amounts needed and on acceptable terms.
- We may incur significant costs to address contamination issues at certain sites operated or used by our publishing businesses.
- Macroeconomic trends may adversely impact our business, financial condition and results of operations.
- Events beyond our control may result in unexpected adverse operating results.
- Concentration of ownership among our existing directors and principal stockholders may prevent new investors from influencing significant corporate decisions.
- The Adoption of the Rights Agreement reduces the likelihood that a potential acquirer could gain, or seek to gain, influence or control the Company.
- Certain provisions of our certificate of incorporation, by-laws, and Delaware law may discourage takeovers.
- Substantial sales, or stock issuances by us, of our common stock or the perception that such sales or issuances might occur, could depress the market price of our common stock.
- The market price for our common stock may be volatile.
- We may be subject to the actions of activist shareholders, which could adversely impact our business.
- Our ability to pay regular dividends to our stockholders is subject to the discretion of our Board.
- If securities or industry analysts do not publish research or publish misleading or unfavorable research about our business, our stock price and trading volume could decline.
- Our amended and restated certificate of incorporation designates the Court of Chancery of the State of Delaware as the exclusive forum for certain litigation that may be initiated by our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us.
Management Discussion
- Circulation Revenue—Circulation revenues decreased 2.7%, or $2.5 million, in the three months ended March 28, 2021, compared to the same period for 2020. Home delivery revenue decreased $5.9 million and single copy sales decreased $2.3 million. These decreases were partially offset by an increase of $5.8 million in digital subscription revenue as customers turn to digital delivery.
- Advertising Revenue—Advertising revenues decreased 26.4%, or $20.3 million, in the three months ended March 28, 2021, compared to the same period for 2020, due to decreases in all revenue categories. Retail advertising decreased $18.4 million, classified advertising decreased $1.8 million and national advertising decreased $0.2 million. The COVID-19 pandemic continues to exacerbate the decline in advertising revenue when comparing to pre-pandemic periods and the prior year included $2.0 million related to cars.com and forsalebyowner.com transition sales contracts which fully cycled in the second quarter of last year..
- Other Revenue—Other revenues consist of commercial print and delivery, direct mail and marketing, and content syndication and licensing, referral fees and other revenue. Other revenues decreased 25.6%, or $10.1 million, in the three months ended March 28, 2021, compared to the same period for 2020. Commercial print and delivery revenue decreased $4.9 million, direct mail revenue decreased $2.6 million, and revenue from the TSA agreement decreased $1.7 million due to the conclusion of the operational transition to NantMedia Holdings, LLC in the second quarter of 2020.