Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 28, 2014 | Jun. 29, 2014 | Feb. 27, 2015 |
Entity Registrant Name | MCCLATCHY CO | ||
Entity Central Index Key | 1056087 | ||
Document Type | 10-K | ||
Document Period End Date | 28-Dec-14 | ||
Amendment Flag | FALSE | ||
Current Fiscal Year End Date | -16 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $358.60 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Common Class A | |||
Entity Common Stock, Shares Outstanding | 62,555,905 | ||
Common Class B | |||
Entity Common Stock, Shares Outstanding | 24,585,962 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 |
REVENUES - NET: | |||
Advertising | $731,783 | $822,128 | $895,640 |
Audience | 366,592 | 346,311 | 334,580 |
Other | 48,177 | 46,409 | 49,624 |
Revenues, total | 1,146,552 | 1,214,848 | 1,279,844 |
OPERATING EXPENSES: | |||
Compensation | 411,881 | 422,981 | 434,059 |
Newsprint, supplements and printing expenses | 114,801 | 120,551 | 138,206 |
Depreciation and amortization | 113,638 | 121,570 | 124,348 |
Other operating expenses | 415,682 | 411,621 | 403,260 |
Asset impairments (see Note 1) | 8,227 | 17,181 | |
Operating expenses, total | 1,064,229 | 1,093,904 | 1,099,873 |
OPERATING INCOME | 82,323 | 120,944 | 179,971 |
NON-OPERATING (EXPENSE) INCOME: | |||
Interest expense | -127,503 | -135,381 | -151,334 |
Interest income | 254 | 53 | 88 |
Equity income in unconsolidated companies, net | 19,084 | 42,651 | 31,935 |
Gains related to equity investments | 705,247 | ||
Gain (loss) on extinguishment of debt | -72,777 | -13,643 | -88,430 |
Gain on sale of Miami property | 12,938 | ||
Other - net | 579 | 541 | 79 |
Non-operating (expense) income, total | 524,884 | -92,841 | -207,662 |
Income (loss) from continuing operations before income taxes | 607,207 | 28,103 | -27,691 |
Income tax provision (benefit) | 231,230 | 11,659 | -23,725 |
INCOME (LOSS) FROM CONTINUING OPERATIONS | 375,977 | 16,444 | -3,966 |
INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAXES | -1,988 | 2,359 | 3,822 |
NET INCOME (LOSS) | $373,989 | $18,803 | ($144) |
Basic: | |||
Income (loss) from continuing operations (in dollars per share) | $4.33 | $0.19 | ($0.05) |
Income (loss) from discontinued operations (in dollars per share) | ($0.02) | $0.03 | $0.05 |
Net income (loss) per share (in dollars per share) | $4.31 | $0.22 | |
Diluted: | |||
Income (loss) from continuing operations - diluted (in dollars per share) | $4.26 | $0.19 | ($0.05) |
Income (loss) from discontinued operations - diluted (in dollars per share) | ($0.03) | $0.03 | $0.05 |
Net income (loss) per share - diluted (in dollars per share) | $4.23 | $0.22 | |
Weighted average number of common shares used to calculate basic and diluted earnings per share: | |||
Basic (in shares) | 86,797 | 86,201 | 85,744 |
Diluted (in shares) | 88,357 | 87,136 | 85,744 |
CONSOLIDATED_STATEMENTS_OF_COM
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) | |||
Net Income (Loss) | $373,989 | $18,803 | ($144) |
Pension and post retirement plans: | |||
Unrealized net gain (loss) and other components of benefit plans, net of taxes of $73,922, $(117,853), and $88,622 | -110,883 | 176,779 | -132,871 |
Investment in unconsolidated companies: | |||
Other comprehensive income (loss), net of taxes of $546, $243, and $528 | -819 | -364 | -791 |
Other comprehensive income (loss) | -111,702 | 176,415 | -133,662 |
Comprehensive income (loss) | $262,287 | $195,218 | ($133,806) |
CONSOLIDATED_STATEMENTS_OF_COM1
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) | |||
Unamortized net loss and other components of benefit plans, taxes | $73,922 | ($117,853) | $88,622 |
Other comprehensive loss, taxes | $546 | $243 | $528 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 28, 2014 | Dec. 29, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $220,861 | $80,811 |
Trade receivables (net of allowances of $5,900 in 2014 and $6,040 in 2013) | 144,565 | 167,490 |
Other receivables | 36,780 | 10,757 |
Newsprint, ink and other inventories | 19,491 | 26,539 |
Deferred income taxes | 1,054 | 20,033 |
Assets held for sale | 173 | 3,504 |
Other current assets | 14,945 | 27,386 |
Total current assets | 437,869 | 336,520 |
Property, plant and equipment, net | 404,238 | 458,705 |
Intangible assets: | ||
Identifiable intangibles - net | 410,915 | 465,966 |
Goodwill | 996,115 | 1,013,002 |
Total intangible assets | 1,407,030 | 1,478,968 |
Investments and other assets: | ||
Investments in unconsolidated companies | 230,473 | 300,569 |
Other assets | 74,305 | 42,873 |
Total investments and other assets | 304,778 | 343,442 |
TOTAL ASSETS | 2,553,915 | 2,617,635 |
Current liabilities: | ||
Current portion of long-term debt | 28,548 | |
Accounts payable | 49,095 | 49,565 |
Accrued pension liabilities | 8,529 | 33,418 |
Accrued compensation | 32,912 | 38,636 |
Income taxes payable | 186,805 | 1,362 |
Unearned revenue | 62,035 | 67,377 |
Accrued interest | 10,592 | 15,044 |
Other accrued liabilities | 14,957 | 14,386 |
Total current liabilities | 364,925 | 248,336 |
Non-current liabilities : | ||
Long-term debt | 1,006,957 | 1,493,323 |
Deferred income taxes | 26,162 | 153,339 |
Pension and postretirement obligations | 574,024 | 394,209 |
Financing obligations | 34,551 | 40,264 |
Other long-term obligations | 43,911 | 47,778 |
Total non-current liabilities | 1,685,605 | 2,128,913 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Additional paid-in capital | 2,222,675 | 2,221,834 |
Accumulated deficit | -1,303,384 | -1,677,373 |
Treasury stock at cost, 45,374 shares in 2014 and 11,207 shares in 2013 | -175 | -37 |
Accumulated other comprehensive loss | -416,603 | -304,901 |
Total stockholders' equity | 503,385 | 240,386 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | 2,553,915 | 2,617,635 |
Common Class A | ||
Stockholders' equity: | ||
Common stock | 626 | 615 |
Common Class B | ||
Stockholders' equity: | ||
Common stock | $246 | $248 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 28, 2014 | Dec. 29, 2013 |
In Thousands, except Share data, unless otherwise specified | ||
Trade receivables, allowance | $5,900 | $6,040 |
Common stock, par value (in dollars per share) | $0.01 | $0.01 |
Treasury stock, shares | 45,374 | 11,207 |
Common Class A | ||
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 62,600,676 | 61,544,524 |
Common Class B | ||
Common stock, shares authorized | 60,000,000 | 60,000,000 |
Common stock, shares issued | 24,585,962 | 24,800,962 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net Income (Loss) | $373,989 | $18,803 | ($144) |
Less income from discontinued operations, net of tax | -1,988 | 2,359 | 3,822 |
Income from continuing operations | 375,977 | 16,444 | -3,966 |
Reconciliation to net cash from operations: | |||
Depreciation and amortization | 113,638 | 121,570 | 124,348 |
(Gain) loss on disposal of equipment (including impairments) | -918 | -1,914 | -988 |
Contribution to qualified defined benefit pension plan | -25,000 | -7,600 | -40,000 |
Retirement benefit expense | 4,632 | 12,162 | 1,384 |
Stock-based compensation expense | 3,479 | 3,481 | 3,517 |
Deferred income taxes | -32,233 | -9,774 | -9,548 |
Equity income in unconsolidated companies | -19,084 | -42,651 | -31,935 |
Gains related to equity investments | -705,247 | ||
Distributions of income from equity investments | 160,707 | 39,504 | 19,550 |
Loss on extinguishment of debt | 72,777 | 13,643 | 88,430 |
Gain on disposal of Miami property | -12,938 | ||
Asset impairments | 8,227 | 17,181 | |
Other | -4,137 | -3,865 | -133 |
Changes in certain assets and liabilities: | |||
Trade receivables | 19,390 | 9,877 | 1,667 |
Inventories | 3,822 | 3,534 | -1,467 |
Other assets | -111 | -391 | -4,432 |
Accounts payable | -1,870 | 1,085 | -2,029 |
Accrued compensation | -6,291 | -57 | 4,442 |
Income taxes | 186,208 | 3,745 | -58,229 |
Accrued interest | -4,452 | -3,631 | -31,011 |
Other liabilities | -6,333 | -5,824 | -11,916 |
Net cash provided by (used in) operating activities | 143,181 | 153,581 | 47,684 |
Net cash provided by (used in) discontinued operations | -37 | 2,459 | 5,241 |
Net cash provided by operating activities | 143,144 | 156,040 | 52,925 |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Purchases of property, plant and equipment | -23,441 | -33,273 | -34,391 |
Proceeds from sale of property, plant and equipment and other | 10,301 | 4,703 | 1,925 |
Proceeds from redemption of certificates of deposit | 2,210 | ||
Purchase of certificates of deposit | -33,483 | -2,222 | |
Proceeds from return of insurance-related deposit | 6,400 | ||
Purchase of insurance-related deposits | -6,770 | ||
Distributions from equity investments | 1,621 | 2,932 | 19,050 |
Contributions to equity investments | -4,158 | -1,319 | -2,606 |
Proceeds on equity investments | 607,942 | ||
Equity investments and other-net | -1,500 | ||
Net cash provided by (used in) investing activities | 552,012 | -19,847 | -18,244 |
Net cash provided by (used in) discontinued operations | 32,953 | -200 | -397 |
Net cash provided by (used in) investing activities | 584,965 | -20,047 | -18,641 |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Proceeds from issuance of notes | 910,000 | ||
Repurchase of public notes and related expenses | -584,366 | -165,549 | -900,481 |
Payment of Financing Costs | -20,990 | ||
Proceeds from financing obligation related to Miami transaction | 6,000 | ||
Other | -3,693 | -2,721 | -1,745 |
Net cash provided by (used in) financing activities | -588,059 | -168,270 | -7,216 |
Increase (decrease) in cash and cash equivalents | 140,050 | -32,277 | 27,068 |
Cash and cash equivalents at beginning of period | 80,811 | 113,088 | 86,020 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | $220,861 | $80,811 | $113,088 |
CONSOLIDATED_STATEMENTS_OF_STO
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (USD $) | Common Class A | Common Class B | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Treasury Stock [Member] | Total |
In Thousands, unless otherwise specified | Common Stock [Member] | Common Stock [Member] | |||||
Stockholders' Equity Attributable to Parent, Beginning Balance at Dec. 25, 2011 | $609 | $248 | $2,219,161 | ($1,696,032) | ($347,654) | ($1,145) | $175,187 |
Changes in accumulated other comprehensive loss | |||||||
Net Income (Loss) Attributable to Parent | -144 | -144 | |||||
Other Comprehensive Income (Loss), Net of Tax | -133,662 | -133,662 | |||||
Stock Issued During Period, Value, New Issues | 9 | 38 | 47 | ||||
Adjustments to Additional Paid in Capital, Share-based Compensation, Requisite Service Period Recognition | 3,523 | 3,523 | |||||
Treasury Stock, Value, Acquired, Par Value Method | -1,171 | -1,171 | |||||
Treasury Stock, Retired, Par Value Method, Amount | -7 | -2,280 | 2,287 | ||||
Adjustment to Additional Paid in Capital, Income Tax Effect from Share-based Compensation, Net | -1,279 | -1,279 | |||||
Stockholders' Equity Attributable to Parent, Ending Balance at Dec. 30, 2012 | 611 | 248 | 2,219,163 | -1,696,176 | -481,316 | -29 | 42,501 |
Changes in accumulated other comprehensive loss | |||||||
Net Income (Loss) Attributable to Parent | 18,803 | 18,803 | |||||
Other Comprehensive Income (Loss), Net of Tax | 176,415 | 176,415 | |||||
Stock Issued During Period, Value, New Issues | 10 | 927 | 937 | ||||
Adjustments to Additional Paid in Capital, Share-based Compensation, Requisite Service Period Recognition | 3,523 | 3,523 | |||||
Treasury Stock, Value, Acquired, Par Value Method | -1,793 | -1,793 | |||||
Treasury Stock, Retired, Par Value Method, Amount | -6 | -1,779 | 1,785 | ||||
Stockholders' Equity Attributable to Parent, Ending Balance at Dec. 29, 2013 | 615 | 248 | 2,221,834 | -1,677,373 | -304,901 | -37 | 240,386 |
Changes in accumulated other comprehensive loss | |||||||
Net Income (Loss) Attributable to Parent | 373,989 | 373,989 | |||||
Other Comprehensive Income (Loss), Net of Tax | -111,702 | -111,702 | |||||
Stock Issued During Period, Value, New Issues | 24 | 4,784 | 4,808 | ||||
Stock Issued During Period, Value, Conversion of Convertible Securities | 2 | -2 | |||||
Adjustments to Additional Paid in Capital, Share-based Compensation, Requisite Service Period Recognition | 3,507 | 3,507 | |||||
Treasury Stock, Value, Acquired, Par Value Method | -7,603 | -7,603 | |||||
Treasury Stock, Retired, Par Value Method, Amount | -15 | -7,450 | 7,465 | ||||
Stockholders' Equity Attributable to Parent, Ending Balance at Dec. 28, 2014 | $626 | $246 | $2,222,675 | ($1,303,384) | ($416,603) | ($175) | $503,385 |
CONSOLIDATED_STATEMENTS_OF_STO1
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) | 12 Months Ended | ||
Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 | |
Treasury Stock, Shares, Acquired | 1,594,115 | 580,219 | 454,860 |
Treasury Stock, Shares, Retired | 1,559,948 | 575,046 | 708,996 |
Common Class A | |||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 2,391,100 | 1,030,750 | 942,250 |
Stock Issued During Period, Shares, Conversion of Convertible Securities | 215,000 |
SIGNIFICANT_ACCOUNTING_POLICIE
SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended | ||||||||||||
Dec. 28, 2014 | |||||||||||||
SIGNIFICANT ACCOUNTING POLICIES | |||||||||||||
SIGNIFICANT ACCOUNTING POLICIES | 1. SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||
The McClatchy Company (the “Company,” “we,” “us” or “our”) is a 21st century news and information publisher of well-respected publications such as the Miami Herald, The Kansas City Star, The Sacramento Bee, The Charlotte Observer, The (Raleigh) News and Observer, and the (Fort Worth) Star-Telegram. We operate media companies in 28 U.S. markets in 14 states, providing each of our communities with high-quality news and advertising services in a wide array of digital and print formats. We are headquartered in Sacramento, California, and our Class A Common Stock is listed on the New York Stock Exchange under the symbol MNI. | |||||||||||||
We also own 15.0% of CareerBuilder, LLC, which operates the nation’s largest online job website, CareerBuilder.com; 33.3% of HomeFinder, LLC, which operates the online real estate website HomeFinder.com; as well as certain other digital company investments. See Note 3 for additional discussion. | |||||||||||||
Our fiscal year ends on the last Sunday in December. The year ended December 28, 2014, (“fiscal year 2014”) and the year ended December 29, 2013, (“fiscal year 2013”) both consist of 52-week periods. The year ended on December 30, 2012, (“fiscal year 2012”) consisted of a 53-week period. | |||||||||||||
Preparation of the financial statements in conformity with accounting principles generally accepted in the United States and pursuant to the rules and regulation of the Securities and Exchange Commission requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates. The consolidated financial statements include the Company and our subsidiaries. Intercompany items and transactions are eliminated. For purposes of presentation only, we updated the term “circulation” to “audience” as it relates to our discussion of revenues. The term “circulation” was used in prior filings with the Securities and Exchange Commission and no other changes were made in conjunction with this language change. | |||||||||||||
Reclassifications | |||||||||||||
Certain prior year amounts have been reclassified to conform to the current year presentation in our consolidated financial statements related to the presentation of Anchorage as a discontinued operation for all periods presented. | |||||||||||||
Revenue recognition | |||||||||||||
We recognize revenues (i) from advertising placed in a newspaper, a website and/or a mobile service over the advertising contract period or as services are delivered, as appropriate; (ii) from the sale of certain third party digital advertising products and services on a net basis, with wholesale fees reported as a reduction of the associated revenues; and (iii) for audience subscriptions as newspapers are delivered over the applicable subscription term. Audience revenues are recorded net of direct delivery costs for contracts that are not on a “fee-for-service” arrangement. Audience revenues on our “fee-for-service” contracts are recorded on a gross basis and associated delivery costs are recorded as other operating expenses. | |||||||||||||
We enter into certain revenue transactions, primarily related to advertising contracts and circulation subscriptions that are considered multiple element arrangements (arrangements with more than one deliverable). As such we must: (i) determine whether and when each element has been delivered; (ii) determine fair value of each element using the selling price hierarchy of vendor‑specific objective evidence of fair value, third party evidence or best estimated selling price, as applicable and (iii) allocate the total price among the various elements based on the relative selling price method. | |||||||||||||
In fiscal year 2014 we began reporting the wholesale fees associated with sales of certain third party digital advertising products and services on a net basis, as a reduction of the associated digital classified advertising revenues, rather than in other operating expenses, in our consolidated statements of operations. Amounts are not material to previously issued annual consolidated financial statements. There is no impact to operating income, operating cash flows, net income or net income per common share amounts associated with this change. | |||||||||||||
Other revenues are recognized when the related product or service has been delivered. Revenues are recorded net of estimated incentives, including special pricing agreements, promotions and other volume‑based incentives and net of sales tax collected from the customer. Revisions to these estimates are charged to revenues in the period in which the facts that give rise to the revision become known. | |||||||||||||
Concentrations of credit risks | |||||||||||||
Financial instruments, which potentially subject us to concentrations of credit risks, are principally cash and cash equivalents and trade accounts receivables. Cash and cash equivalents are placed with major financial institutions. As of December 28, 2014, substantially all of our cash and cash equivalents are in excess of the FDIC insured limits. We routinely assess the financial strength of significant customers and this assessment, combined with the large number and geographic diversity of our customers, limits our concentration of risk with respect to trade accounts receivable. We have not experienced any losses related to amounts in excess of FDIC limits. | |||||||||||||
Allowance for doubtful accounts | |||||||||||||
We maintain an allowance account for estimated losses resulting from the risk that our customers will not make required payments. At certain of our newspapers we establish our allowances based on collection experience, aging of our receivables and significant individual account credit risk. At the remaining newspapers we use the aging of accounts receivable, reserving for all accounts due 90 days or longer, to establish allowances for losses on accounts receivable, however, if we become aware that the financial condition of specific customers has deteriorated, additional allowances are provided. | |||||||||||||
We provide an allowance for doubtful accounts as follows: | |||||||||||||
Years Ended | |||||||||||||
December 28, | December 29, | December 30, | |||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||||
Balance at beginning of year | $ | 6,040 | $ | 5,920 | $ | 7,341 | |||||||
Charged to costs and expenses | 9,305 | 8,481 | 6,089 | ||||||||||
Amounts written off | -9,229 | -8,361 | -7,510 | ||||||||||
Disposition of discontinued operations | -216 | — | — | ||||||||||
Balance at end of year | $ | 5,900 | $ | 6,040 | $ | 5,920 | |||||||
Newsprint, ink and other inventories | |||||||||||||
Newsprint, ink and other inventories are stated at the lower of cost (based principally on the first‑in, first‑out method) or current market value. During fiscal year 2014, we recorded a $2.0 million write‑down of non-newsprint inventory. | |||||||||||||
Property, plant and equipment | |||||||||||||
Property, plant and equipment (“PP&E”) are recorded at cost. Additions and substantial improvements, as well as interest expense incurred during construction, are capitalized. Capitalized interest was not material in fiscal year 2014, 2013 or 2012. Expenditures for maintenance and repairs are charged to expense as incurred. When PP&E is sold or retired, the asset and related accumulated depreciation are removed from the accounts and the associated gain or loss is recognized. | |||||||||||||
Property, plant and equipment consisted of the following: | |||||||||||||
December 28, | December 29, | Estimated | |||||||||||
(in thousands) | 2014 | 2013 | Useful Lives | ||||||||||
Land | $ | 89,083 | $ | 97,631 | |||||||||
Building and improvements | 337,727 | 356,320 | 5 | - | 60 | years | |||||||
Equipment | 691,289 | 741,648 | 2 | - | 25 | years | -1 | ||||||
Construction in process | 2,696 | 10,529 | |||||||||||
1,120,795 | 1,206,128 | ||||||||||||
Less accumulated depreciation | -716,557 | -747,423 | |||||||||||
Property, plant and equipment, net | $ | 404,238 | $ | 458,705 | |||||||||
-1 | Presses are 9 - 25 years and other equipment is 2 - 15 years | ||||||||||||
We record depreciation using the straight‑line method over estimated useful lives. The useful lives are estimated at the time the assets are acquired and are based on historical experience with similar assets and anticipated technological changes. Our depreciation expense was $60.7 million, $64.4 million and $66.3 million in fiscal years 2014, 2013 and 2012, respectively. | |||||||||||||
We review the carrying amount of long‑lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Events that result in an impairment review include the decision to close a location or a significant decrease in the operating performance of the long‑lived asset. Long‑lived assets are considered impaired if the estimated undiscounted future cash flows of the asset or asset group are less than the carrying amount. For impaired assets, we recognize a loss equal to the difference between the carrying amount of the asset or asset group and its estimated fair value, which is recorded in operating expenses in the consolidated statements of operations. The estimated fair value of the asset or asset group is based on the undiscounted discounted future cash flows of the asset or asset group. The asset group is defined as the lowest level for which identifiable cash flows are available. | |||||||||||||
During fiscal year 2014, we incurred $13.5 million in accelerated depreciation (i) related to the production equipment associated with outsourcing our printing process at one newspaper and (ii) resulting from moving the printing operations for another newspaper to a newly purchased production facility. During fiscal year 2013, we incurred $11.4 million in accelerated depreciation (i) resulting from equipment formerly used in our Miami operations prior to the relocation of these operations, (ii) related to the production equipment associated with outsourcing our printing process at one of our newspapers and (iii) moving the printing operations for another newspaper. | |||||||||||||
Assets held for sale | |||||||||||||
During fiscal year 2014, we identified and began to actively market for sale one of our production facilities for a newspaper at which we outsourced our printing to a third party. These assets consisted primarily of undeveloped land and an office building. In connection with the classification to assets held for sale, the carrying value of the land and office building was reduced to their estimated fair value less selling costs, as determined based on the current market conditions and the selling prices. As a result, an impairment charge of $1.0 million was recorded in fiscal year 2014 and is included in asset impairments on the consolidated statements of operations. During fiscal year 2014, we completed the sale of substantially all of our assets previously held for sale. | |||||||||||||
Investments in unconsolidated companies | |||||||||||||
We use the equity method of accounting for our investments in, and earnings or losses of, companies that we do not control but over which we do exert significant influence. We consider whether the fair values of any of our equity method investments have declined below their carrying value whenever adverse events or changes in circumstances indicate that recorded values may not be recoverable. If we consider any decline to be other than temporary (based on various factors, including historical financial results and the overall health of the investee), then a write‑down would be recorded to estimated fair value. See Note 2 for discussion of investments in unconsolidated companies. | |||||||||||||
Segment reporting | |||||||||||||
Our primary business is the publication of newspapers and related digital and direct marketing products. We have two operating segments that we aggregate into a single reportable segment because each has similar economic characteristics, products, customers and distribution methods. Each operating segment consists primarily of a group of newspapers reporting to segment managers. One operating segment consists primarily of our newspaper operations in California, the Northwest and Texas, while the other operating segment consists primarily of newspaper operations in the Southeast, Florida and the Midwest. | |||||||||||||
Goodwill and intangible impairment | |||||||||||||
We test for impairment of goodwill annually, at year‑end, or whenever events occur or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The required two‑step approach uses accounting judgments and estimates of future operating results. Changes in estimates or the application of alternative assumptions could produce significantly different results. Impairment testing is done at a reporting unit level. We perform this testing on operating segments, which are also considered our reporting units. An impairment loss generally is recognized when the carrying amount of the reporting unit’s net assets exceeds the estimated fair value of the reporting unit. The fair value of our reporting units is determined using a combination of a discounted cash flow model and market based approaches. The estimates and judgments that most significantly affect the fair value calculation are assumptions related to revenue growth, newsprint prices, compensation levels, discount rate and private and public market trading multiples for newspaper assets for the market based approach. We consider current market capitalization, based upon the recent stock market prices, plus an estimated control premium in determining the reasonableness of the aggregate fair value of the reporting units. We determined that no impairment charge was required in fiscal years 2014, 2013 or 2012. Also see Note 4. | |||||||||||||
Newspaper mastheads (newspaper titles and website domain names) are not subject to amortization and are tested for impairment annually, at year‑end, or more frequently if events or changes in circumstances indicate that the asset might be impaired. The impairment test consists of a comparison of the fair value of each newspaper masthead with its carrying amount. We use a relief from royalty approach which utilizes a discounted cash flow model, as discussed above, to determine the fair value of each newspaper masthead. We determined that an impairment charge of approximately $5.2 million and $5.3 million in fiscal years 2014 and 2013, respectively, was required. We determined that no impairment charge was required in fiscal year 2012. Also see Note 4 for greater detail of our intangible assets. | |||||||||||||
Long‑lived assets such as intangible assets (primarily advertiser and subscriber lists) are amortized and tested for recoverability whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. The carrying amount of each asset group is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use of such asset group. We had no impairment of long‑lived assets subject to amortization during fiscal years 2014, 2013 or 2012. | |||||||||||||
Stock‑based compensation | |||||||||||||
All stock‑based payments, including grants of stock appreciation rights, restricted stock units and common stock under equity incentive plans, are recognized in the financial statements based on their fair values. At December 28, 2014, we had two stock‑based compensation plans. | |||||||||||||
Income taxes | |||||||||||||
We account for income taxes using the liability method. Under this method, deferred tax assets and liabilities are determined based on differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that are expected to be in effect when the differences are expected to reverse. | |||||||||||||
Current accounting standards in the United States prescribe a recognition threshold and measurement of a tax position taken or expected to be taken in an enterprise’s tax returns. We recognize accrued interest related to unrecognized tax benefits in interest expense. Accrued penalties are recognized as a component of income tax expense. | |||||||||||||
Fair value of financial instruments | |||||||||||||
We account for certain assets and liabilities at fair value. The hierarchy below lists three levels of fair value based on the extent to which inputs used in measuring fair value are observable in the market. We categorize each of our fair value measurements in one of these three levels based on the lowest level input that is significant to the fair value measurement in its entirety. These levels are: | |||||||||||||
Level 1 | — | Unadjusted quoted prices available in active markets for identical investments as of the reporting date. | |||||||||||
Level 2 | — | Observable inputs to the valuation methodology are other than Level 1 inputs and are either directly or indirectly observable as of the reporting date and fair value can be determined through the use of models or other valuation methodologies. | |||||||||||
Level 3 | — | Inputs to the valuation methodology are unobservable inputs in situations where there is little or no market activity for the asset or liability, and the reporting entity makes estimates and assumptions related to the pricing of the asset or liability including assumptions regarding risk. | |||||||||||
Our policy is to recognize significant transfers between levels at the actual date of the event or circumstance that caused the transfer. The following methods and assumptions were used to estimate the fair value of each class of financial instruments: | |||||||||||||
Cash and cash equivalents, accounts receivable, and accounts payable. The carrying amount of these items approximates fair value. | |||||||||||||
Long‑term debt. The fair value of long‑term debt is determined using quoted market prices and other inputs that were derived from available market information including the current market activity of our publicly‑traded notes and bank debt, trends in investor demand and market values of comparable publicly‑traded debt. These are considered to be Level 2 inputs under the fair value measurements and disclosure guidance, and may not be representative of actual. At December 28, 2014, both the estimated fair value and carrying value of long‑term debt were $1.0 billion. | |||||||||||||
Certain assets are measured at fair value on a nonrecurring basis; that is, they are subject to fair value adjustments only in certain circumstances (for example, when there is evidence of impairment). Our non‑financial assets measured at fair value on a nonrecurring basis in the accompanying consolidated balance sheet as of December 28, 2014, were assets held for sale, goodwill, intangible assets not subject to amortization and equity method investments. All of these were measured using Level 3 inputs. We utilize valuation techniques that seek to maximize the use of observable inputs and minimize the use of unobservable inputs. | |||||||||||||
Accumulated other comprehensive loss | |||||||||||||
We record changes in our net assets from non‑owner sources in our consolidated statements of stockholders’ equity. Such changes relate primarily to valuing our pension liabilities, net of tax effects. | |||||||||||||
Our accumulated other comprehensive loss (“AOCL”) and reclassifications from AOCL, net of tax, consisted of the following: | |||||||||||||
Other | |||||||||||||
Minimum | Comprehensive | ||||||||||||
Pension and | Loss | ||||||||||||
Post- | Related to | ||||||||||||
Retirement | Equity | ||||||||||||
(in thousands) | Liability | Investments | Total | ||||||||||
Balance at December 30, 2012 | $ | -473,448 | $ | -7,868 | $ | -481,316 | |||||||
Other comprehensive income (loss) before reclassifications | — | -364 | -364 | ||||||||||
Amounts reclassified from AOCL | 176,779 | — | 176,779 | ||||||||||
Other comprehensive income (loss) | 176,779 | -364 | 176,415 | ||||||||||
Balance at December 29, 2013 | $ | -296,669 | $ | -8,232 | $ | -304,901 | |||||||
Other comprehensive income (loss) before reclassifications | — | -819 | -819 | ||||||||||
Amounts reclassified from AOCL | -110,883 | — | -110,883 | ||||||||||
Other comprehensive income (loss) | -110,883 | -819 | -111,702 | ||||||||||
Balance at December 28, 2014 | $ | -407,552 | $ | -9,051 | $ | -416,603 | |||||||
Amount Reclassified from AOCL (in thousands) | |||||||||||||
Year Ended | Year Ended | ||||||||||||
December 28, | December 29, | Affected Line in the | |||||||||||
AOCL Component | 2014 | 2013 | Consolidated Statements of Operations | ||||||||||
Minimum pension and post-retirement liability | $ | -184,805 | $ | 294,632 | Compensation | ||||||||
73,922 | -117,853 | Provision (benefit) for income taxes | |||||||||||
$ | -110,883 | $ | 176,779 | Net of tax | |||||||||
Earnings per share (EPS) | |||||||||||||
Basic EPS excludes dilution from common stock equivalents and reflects income divided by the weighted average number of common shares outstanding for the period. Diluted EPS is based upon the weighted average number of outstanding shares of common stock and dilutive common stock equivalents in the period. Common stock equivalents arise from dilutive stock options, restricted stock units and restricted stock and are computed using the treasury stock method. The weighted average anti‑dilutive stock options that could potentially dilute basic EPS in the future, but were not included in the weighted average share calculation consisted of the following: | |||||||||||||
Years Ended | |||||||||||||
December 28, | December 29, | December 30, | |||||||||||
(shares in thousands) | 2014 | 2013 | 2012 | ||||||||||
Anti-dilutive stock options | 1,519 | 4,941 | 6,814 | ||||||||||
Recently Issued Accounting Pronouncements | |||||||||||||
In April 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-08, “Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity.” ASU 2014-08 raises the threshold for a disposal to qualify as a discontinued operation and requires new disclosures of both discontinued operations and certain other disposals that do not meet the definition of a discontinued operation. It is effective for annual and interim periods beginning on or after December 15, 2014. Due to the change in requirements for reporting discontinued operations described above, presentation and disclosures of future transactions after adoption may be different than under current standards. The adoption of this guidance is not expected to have an impact on our consolidated financial statements. | |||||||||||||
In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers.” ASU 2014-09 outlines a new, single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance. This new revenue recognition model provides a five-step analysis in determining when and how revenue is recognized. The new model will require revenue recognition to depict the transfer of promised goods or services to customers in an amount that reflects the consideration a company expects to receive in exchange for those goods or services. It is effective for annual and interim periods beginning on or after December 15, 2016, and early adoption is not permitted. We are currently in the process of evaluating the impact of the adoption on our consolidated financial statements. | |||||||||||||
In August 2014, the FASB issued ASU No. 2014-15, “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern.” ASU 2014-15 requires management to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnotes disclosures in certain circumstances. It is effective for annual and interim periods beginning on or after December 15, 2016, with early adoption permitted. We do not believe the adoption of this guidance will have an impact on our consolidated financial statements. | |||||||||||||
DIVESTITURE
DIVESTITURE | 12 Months Ended | ||||||||||
Dec. 28, 2014 | |||||||||||
DIVESTITURE | |||||||||||
DIVESTITURE | 2. DIVESTITURE | ||||||||||
On May 5, 2014, we completed the sale of the outstanding capital stock of Anchorage Daily News, Inc. (“Anchorage”) to an assignee of Alaska Dispatch Publishing, LLC for $34.0 million in cash. In accordance with the FASB Accounting Standards Codification (“ASC”) 205-20, “Discontinued Operations,” the financial results of Anchorage have been reported as a discontinued operation in our consolidated financial statements for the periods presented. | |||||||||||
As of December 29, 2013, the major classes of Anchorage’s assets and liabilities were as follows: | |||||||||||
December 29, | |||||||||||
(in thousands) | 2013 | ||||||||||
Current assets | $ | 5,390 | |||||||||
Property, plant and equipment, net | 8,362 | ||||||||||
Goodwill and other assets | 17,275 | ||||||||||
Total assets | $ | 31,027 | |||||||||
Current liabilities | $ | 2,456 | |||||||||
Non current liabilities | 54 | ||||||||||
Total liabilities | $ | 2,510 | |||||||||
The following table summarizes the financial information for the Anchorage’s operations for fiscal years 2014, 2013 and 2012: | |||||||||||
Year Ended | |||||||||||
December 28, | December 29, | December 30, | |||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||
Revenues | $ | 9,071 | $ | 27,389 | $ | 29,795 | |||||
Income (loss) from discontinued operations, before taxes | $ | -203 | $ | 3,956 | $ | 6,165 | |||||
Income tax provision | 251 | 1,597 | 2,343 | ||||||||
Income (loss) from discontinued operations, net of tax, before loss on sale | $ | -454 | $ | 2,359 | $ | 3,822 | |||||
Gain on sale of discontinued operations | $ | 5,391 | $ | — | $ | — | |||||
Income tax provision | 6,925 | — | — | ||||||||
Loss on sale of discontinued operations, net of tax | -1,534 | — | — | ||||||||
Income (loss) from discontinued operations, net of tax | $ | -1,988 | $ | 2,359 | $ | 3,822 | |||||
INVESTMENTS_IN_UNCONSOLIDATED_
INVESTMENTS IN UNCONSOLIDATED COMPANIES | 12 Months Ended | ||||||||||
Dec. 28, 2014 | |||||||||||
INVESTMENTS IN UNCONSOLIDATED COMPANIES | |||||||||||
INVESTMENTS IN UNCONSOLIDATED COMPANIES | 3. INVESTMENTS IN UNCONSOLIDATED COMPANIES | ||||||||||
Our ownership interest and investment in unconsolidated companies consisted of the following: | |||||||||||
(in thousands) | % Ownership | December 28, | December 29, | ||||||||
Company | Interest | 2014 | 2013 | ||||||||
CareerBuilder, LLC | 15 | $ | 226,965 | $ | 214,579 | ||||||
Classified Ventures, LLC (see discussion below) | — | — | 73,692 | ||||||||
Other | Various | 3,508 | 12,298 | ||||||||
$ | 230,473 | $ | 300,569 | ||||||||
On April 1, 2014, Classified Ventures, LLC sold its Apartments.com business for $585 million. Accordingly, during fiscal year 2014, we recorded our share of the net gain of $144.2 million, before taxes as gains related to equity investments in our consolidated statements of operations. On April 1, 2014, we received a cash distribution of $146.9 million from Classified Ventures, LLC, which is equal to our share of the net proceeds. | |||||||||||
On October 1, 2014, we, along with Tribune Media Company, Graham Holdings Company and A. H. Belo Corporation (the “Selling Partners”) sold all of the Selling Partners’ ownership interests in Classified Ventures, LLC to Gannett Co., Inc. for a price that valued Classified Ventures, LLC at $2.5 billion. We recorded gain on sale of our ownership interest in Classified Ventures, LLC of $559.3 million, before taxes, during fourth quarter of fiscal year 2014. Our portion of the cash proceeds, net of transaction costs, was $631.8 million, or approximately $406 million, net of taxes. Pursuant to the sale agreement, $25.6 million of net proceeds is being held in escrow until October 1, 2015. Prior to the transaction closing, Classified Ventures, LLC distributed $6.0 million, representing our portion of their earnings. On October 1, 2014, we received our portion of the net cash proceeds, less the escrow amount, of $606.2 million. Upon the closing of the transaction, we entered into a new, five-year affiliate agreement with Cars.com that will allow us to continue to sell Cars.com products and services exclusively in our local markets. | |||||||||||
On May 7, 2014, we transferred our partnership interest in McClatchy-Tribune Information Services (“MCT”) to TCA News Service, LLC (“TCA”) for cash and future newswire content. Concurrently, we entered into a contributor agreement with MCT pursuant to which we both continue to be a contributor of newswire content to MCT for an agreed upon rate and we will receive newswire content from MCT or its successor at no cost for approximately 10 years. We recognized a $3.1 million intangible asset in the consolidated balance sheets with respect to the value of the content we will receive from MCT at no cost under these agreements, and a $1.7 million gain on sale of the equity investment in gains related to equity investments in the consolidated statements of operations. | |||||||||||
During fiscal years 2014 and 2013, we wrote‑down $7.8 million and $3.0 million, respectively, of certain unconsolidated investments. The write-down in fiscal year 2014 was primarily our interest in the Ponderay Newsprint Company. | |||||||||||
We received dividends and other equity distributions from our investments in unconsolidated companies as follows: | |||||||||||
Years Ended | |||||||||||
December 28, | December 29, | ||||||||||
(in thousands) | 2014 | 2013 | |||||||||
CareerBuilder, LLC | $ | 6,750 | $ | 13,500 | |||||||
Classified Ventures, LLC | 152,876 | 22,996 | |||||||||
Other | 2,700 | 5,940 | |||||||||
$ | 162,326 | $ | 42,436 | ||||||||
As described above, the $152.9 million in distributions from Classified Ventures, LLC includes distributions for $146.9 million from the sale of its Apartments.com business, as well as a distribution of $6.0 million prior to the sale of our ownership interest in Classified Ventures, LLC. | |||||||||||
The $162.3 million in total distributions from our equity investments included $1.6 million, which exceeded the cumulative earnings from an investee and was considered a return of investment and therefore treated as an investing activity, and the remaining $160.7 million, which represented a return on investment, was shown as an operating activity in our consolidated statements of cash flows. | |||||||||||
We have a 27% general partnership in Ponderay Newsprint Company (“Ponderay”) and we purchased some of our newsprint supply from Ponderay during fiscal years 2014, 2013 and 2012. | |||||||||||
We have a 49.5% ownership interest The Seattle Times Company (“STC”). Our investment in STC is zero as a result of accumulative losses in previous years exceeding our carrying value. No future income or losses from STC will be recorded until our carrying value on our balance sheet is restored through future earnings by STC. | |||||||||||
We also incurred expenses related to the purchase of products and services provided by these companies, for the uploading and hosting of online advertising on behalf of our newspapers’ advertisers. We record these expenses for CareerBuilder, LLC and Classified Ventures, LLC as a reduction to the associated digital classified advertising revenues and expenses related to Ponderay are recorded in operating expenses. The following table summarizes expenses incurred for products and services provided by unconsolidated companies: | |||||||||||
Years Ended | |||||||||||
December 28, | December 29, | December 30, | |||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||
CareerBuilder, LLC | $ | 1,024 | $ | 1,109 | $ | 1,159 | |||||
Classified Ventures, LLC | 20,299 | 16,642 | 14,159 | ||||||||
Ponderay (general partnership) | 10,433 | 16,313 | 22,358 | ||||||||
As of both December 28, 2014, and December 29, 2013, we had approximately $1.5 million payable collectively to CareerBuilder, LLC and Ponderay. | |||||||||||
The tables below present the summarized financial information, as provided to us by these investees, for our investments in unconsolidated companies on a combined basis: | |||||||||||
December 28, | December 29, | ||||||||||
(in thousands) | 2014 | 2013 | |||||||||
Current assets | $ | 359,349 | $ | 479,684 | |||||||
Noncurrent assets | 577,837 | 608,267 | |||||||||
Current liabilities | 247,825 | 320,440 | |||||||||
Noncurrent liabilities | 180,764 | 277,518 | |||||||||
Equity | 508,597 | 489,993 | |||||||||
Years Ended | |||||||||||
December 28, | December 29, | December 30, | |||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||
Net revenues | $ | 1,368,593 | $ | 1,512,534 | $ | 1,427,657 | |||||
Gross profit | 1,155,091 | 1,262,104 | 1,179,819 | ||||||||
Operating income | 146,809 | 231,952 | 169,236 | ||||||||
Net income | 151,519 | 247,441 | 141,387 | ||||||||
INTANGIBLE_ASSETS_AND_GOODWILL
INTANGIBLE ASSETS AND GOODWILL | 12 Months Ended | ||||||||||||||||||||
Dec. 28, 2014 | |||||||||||||||||||||
INTANGIBLE ASSETS AND GOODWILL | |||||||||||||||||||||
INTANGIBLE ASSETS AND GOODWILL | 4. INTANGIBLE ASSETS AND GOODWILL | ||||||||||||||||||||
Changes in identifiable intangible assets and goodwill consisted of the following: | |||||||||||||||||||||
December 29, | Acquired | Disposition | Impairment | Amortization | December 28, | ||||||||||||||||
(in thousands) | 2013 | Adjustment | Adjustment | Charges | Expense | 2014 | |||||||||||||||
Intangible assets subject to amortization | $ | 835,461 | $ | 3,100 | $ | -5,307 | $ | — | $ | — | $ | 833,254 | |||||||||
Accumulated amortization | -567,737 | — | 5,307 | — | -52,948 | -615,378 | |||||||||||||||
267,724 | 3,100 | — | — | -52,948 | 217,876 | ||||||||||||||||
Mastheads | 198,242 | — | — | -5,203 | — | 193,039 | |||||||||||||||
Goodwill | 1,013,002 | — | -16,887 | — | — | 996,115 | |||||||||||||||
Total | $ | 1,478,968 | $ | 3,100 | $ | -16,887 | $ | -5,203 | $ | -52,948 | $ | 1,407,030 | |||||||||
December 30, | Acquired | Disposition | Impairment | Amortization | December 29, | ||||||||||||||||
(in thousands) | 2012 | Adjustment | Adjustment | Charges | Expense | 2013 | |||||||||||||||
Intangible assets subject to amortization | $ | 834,961 | $ | 500 | $ | — | $ | — | $ | — | $ | 835,461 | |||||||||
Accumulated amortization | -510,546 | — | — | — | -57,191 | -567,737 | |||||||||||||||
324,415 | 500 | — | — | -57,191 | 267,724 | ||||||||||||||||
Mastheads | 203,587 | — | — | -5,345 | — | 198,242 | |||||||||||||||
Goodwill | 1,012,011 | 991 | — | — | — | 1,013,002 | |||||||||||||||
Total | $ | 1,540,013 | $ | 1,491 | $ | — | $ | -5,345 | $ | -57,191 | $ | 1,478,968 | |||||||||
During fiscal year 2014, we sold Anchorage, resulting in the removal of the applicable intangible assets subject to amortization, accumulated amortization and goodwill from our consolidated balance sheet. In addition, in fiscal year 2014 we acquired an intangible asset related to an agreement we entered into with MCT under which we will receive MCT newswire content, at no cost, over approximately 10 years. | |||||||||||||||||||||
During fiscal year 2013, we completed a small acquisition, which is reflected in goodwill and intangible assets subject to amortization. | |||||||||||||||||||||
Accumulated changes in indefinite lived intangible assets and goodwill as of December 28, 2014 and December 29, 2013, consisted of the following: | |||||||||||||||||||||
December 28, 2014 | December 29, 2013 | ||||||||||||||||||||
Original Gross | Accumulated | Carrying | Original Gross | Accumulated | Carrying | ||||||||||||||||
(in thousands) | Amount | Impairment | Amount | Amount | Impairment | Amount | |||||||||||||||
Mastheads | $ | 683,000 | $ | -489,961 | $ | 193,039 | $ | 683,000 | $ | -484,758 | $ | 198,242 | |||||||||
Goodwill | 3,571,111 | -2,574,996 | 996,115 | 3,587,998 | -2,574,996 | 1,013,002 | |||||||||||||||
Total | $ | 4,254,111 | $ | -3,064,957 | $ | 1,189,154 | $ | 4,270,998 | $ | -3,059,754 | $ | 1,211,244 | |||||||||
Amortization expense was $52.9 million, $57.2 million and $58.1 million in fiscal years 2014, 2013 and 2012, respectively. The estimated amortization expense for the five succeeding fiscal years is as follows: | |||||||||||||||||||||
Amortization | |||||||||||||||||||||
Expense | |||||||||||||||||||||
Year | (in thousands) | ||||||||||||||||||||
2015 | $ | 48,357 | |||||||||||||||||||
2016 | 47,986 | ||||||||||||||||||||
2017 | 48,907 | ||||||||||||||||||||
2018 | 47,275 | ||||||||||||||||||||
2019 | 23,769 | ||||||||||||||||||||
LONGTERM_DEBT
LONG-TERM DEBT | 12 Months Ended | ||||||||||
Dec. 28, 2014 | |||||||||||
LONG-TERM DEBT | |||||||||||
LONG-TERM DEBT | 5. LONG‑TERM DEBT | ||||||||||
All of our long‑term debt is in fixed rate obligations. As of December 28, 2014, and December 29, 2013, our outstanding long‑term debt consisted of senior secured notes and unsecured notes. If applicable, they are stated net of unamortized discounts totaling $25.5 million and $33.8 million as of December 28, 2014, and December 29, 2013, respectively. The unamortized discounts resulted from recording assumed liabilities at fair value during a 2006 acquisition. | |||||||||||
The face values of the notes, as well as the carrying values are as follows: | |||||||||||
Face Value at | Carrying Value | ||||||||||
December 28, | December 28, | December 29, | |||||||||
(in thousands) | 2014 | 2014 | 2013 | ||||||||
Notes: | |||||||||||
9.00% senior secured notes due in 2022 | $ | 555,785 | $ | 555,785 | $ | 900,000 | |||||
4.625% notes due in 2014 | — | — | 28,548 | ||||||||
5.750% notes due in 2017 | 111,299 | 108,489 | 252,259 | ||||||||
7.150% debentures due in 2027 | 89,188 | 84,076 | 83,684 | ||||||||
6.875% debentures due in 2029 | 276,230 | 258,607 | 257,380 | ||||||||
Long-term debt | $ | 1,032,502 | $ | 1,006,957 | $ | 1,521,871 | |||||
Less current portion | — | 28,548 | |||||||||
Total long-term debt, net of current | $ | 1,006,957 | $ | 1,493,323 | |||||||
During fiscal year 2014, we retired $29.0 million of the 4.625% notes that matured on November 1, 2014. During the year ended December 28, 2014, we repurchased a total of $494.2 million of notes through privately negotiated transactions, as follows: | |||||||||||
(in thousands) | Face Value | ||||||||||
9.00% senior secured notes due in 2022 | $ | 344,215 | |||||||||
5.750% notes due in 2017 | 149,999 | ||||||||||
Total notes repurchased | $ | 494,214 | |||||||||
Loss on Extinguishment of Debt | |||||||||||
We recorded a loss on extinguishment of debt of $72.8 million, $13.6 million and $88.4 million in fiscal years 2014, 2013 and 2012, respectively. During fiscal year 2014, we repurchased $494.2 million aggregate principal amount of various series of our outstanding notes. We repurchased these notes at a price higher than par value and wrote off historical discounts and unamortized issuance costs related to these notes, which resulted in a loss on extinguishment of debt of $72.8 million in fiscal year 2014. During fiscal year 2013, we redeemed or repurchased $155.9 million aggregate principal amount of various series of our outstanding notes. We redeemed or repurchased these notes at a price higher than par value, wrote off historical discounts and unamortized issuance costs related to these notes, which resulted in a loss on extinguishment of debt of $13.6 million in fiscal year 2013. During fiscal year 2012 we repurchased $70.5 million aggregate principal of outstanding notes in privately negotiated repurchases and $762.4 million in conjunction with the refinancing of certain notes. We repurchased most of the $70.5 million notes at a price lower than par value and wrote off historical discounts related to the notes we repurchased, which resulted in a gain on extinguishment of debt. This gain was offset by the write‑off of fees related to the refinancing of our revolving credit facility in the second quarter of fiscal year 2012 and the refinancing of our notes in the fourth quarter of fiscal year 2012. | |||||||||||
Credit Agreement | |||||||||||
In connection with the issuance of the 9.00% Senior Secured Notes due in 2022 (“9.00% Notes”) discussed below, we entered into the Third Amended and Restated Credit Agreement (“Credit Agreement”), dated as of December 18, 2012. The Credit Agreement provided for $75.0 million in revolving credit commitments, with a $50.0 million letter of credit subfacility, and had a maturity date of December 18, 2017. | |||||||||||
On October 21, 2014, we amended our Credit Agreement (“Amended Credit Agreement”) to, among other things, reduce the lending banks’ commitments from $75 million to $65 million, amend or eliminate certain covenant requirements and extend the maturity date by two years to December 18, 2019. The revised maintenance covenants are discussed under “Covenants under the Senior Debt Agreements” below. In addition, on October 21, 2014, we entered into a Collateralized Issuance and Reimbursement Agreement (“LC Agreement”). Pursuant to the terms of the LC Agreement, we may request letters of credit be issued on our behalf in an aggregate face amount not to exceed $35.0 million. We are required to provide cash collateral equal to 101% of the aggregate undrawn stated amount of each outstanding letter of credit. | |||||||||||
Our obligations under the Amended Credit Agreement are secured by a first‑priority security interest in certain of our assets as described below. As of December 28, 2014, there were $33.2 million face amount of letters of credit outstanding under the LC Agreement and no amounts drawn under the Amended Credit Agreement. | |||||||||||
Under the Amended Credit Agreement, we may borrow at either the London Interbank Offered Rate plus a spread ranging from 275 basis points to 425 basis points, or at a base rate plus a spread ranging from 175 basis points to 325 basis points, in each case based upon our consolidated total leverage ratio. The Amended Credit Agreement provides for a commitment fee payable on the unused revolving credit ranging from 50 basis points to 62.5 basis points, based upon our consolidated total leverage ratio. | |||||||||||
Senior Secured Notes and Indenture | |||||||||||
In December 2012, our 9.00% Notes were issued in a private placement. In July 2013, the original 9.00% Notes (and associated guarantees) were exchanged for new 9.00% Notes (and associated guarantees) that had terms substantially identical to the original notes except that the 9.00% Notes issued in the exchange are not subject to transfer restrictions. | |||||||||||
Substantially all of our subsidiaries guarantee the obligations under the 9.00% Notes and the Amended Credit Agreement. We own 100% of each of the guarantor subsidiaries and we have no significant independent assets or operations separate from the subsidiaries that guarantee our 9.00% Notes and the Amended Credit Agreement. The guarantees provided by the guarantor subsidiaries are full and unconditional and joint and several, and the subsidiaries, other than the subsidiary guarantors, are minor. | |||||||||||
In addition, we have granted a security interest to the banks that are a party to the Amended Credit Agreement and the trustee under the indenture governing the 9.00% Notes that include, but are not limited to, intangible assets, inventory, receivables and certain minority investments as collateral for the debt. The security interest does not include any PP&E, leasehold interests and improvements with respect to such PP&E which would be reflected on our consolidated balance sheets or shares of stock and indebtedness of our subsidiaries. | |||||||||||
Covenants under the Senior Debt Agreements | |||||||||||
The financial covenants under the Amended Credit Agreement require us to comply with a maximum consolidated total leverage ratio measured quarterly. The Amended Credit Agreement eliminated a previously required minimum consolidated interest coverage ratio in the Credit Agreement. As of December 28, 2014, and for the remainder of the term of the Amended Credit Agreement, we are required to maintain a consolidated total leverage ratio of not more than 6.00 to 1.00. For purposes of the consolidated total leverage ratio, debt is largely defined as debt, net of cash on hand in excess of $20 million. As of December 28, 2014, we were in compliance with all financial debt covenants. | |||||||||||
The Amended Credit Agreement also prohibits the payment of a dividend if a payment would not be permitted under the indenture for the 9.00% Notes (discussed below). Dividends under the indenture for the 9.00% Notes are allowed if the consolidated leverage ratio (as defined in the indenture) is less than 5.25 to 1.00 and we have sufficient amounts under our restricted payments basket (as defined in the indenture). | |||||||||||
The indenture for the 9.00% Notes and the Amended Credit Agreement include a number of restrictive covenants that are applicable to us and our restricted subsidiaries. The covenants are subject to a number of important exceptions and qualifications set forth in those agreements. These covenants include, among other things, restrictions on our ability to incur additional debt; make investments and other restricted payments; pay dividends on capital stock or redeem or repurchase capital stock or certain of our outstanding notes or debentures prior to stated maturity; sell assets or enter into sale/leaseback transactions; create specified liens; create or permit restrictions on the ability of our restricted subsidiaries to pay dividends or make other distributions; engage in certain transactions with affiliates; and consolidate or merge with or into other companies or sell all or substantially all of the Company’s and our subsidiaries’ assets, taken as a whole. | |||||||||||
Maturities | |||||||||||
The following table presents the approximate annual maturities of outstanding long‑term debt as of December 28, 2014, based upon our required payments, for the next five years and thereafter: | |||||||||||
Payments | |||||||||||
Year | (in thousands) | ||||||||||
2015 | $ | — | |||||||||
2016 | — | ||||||||||
2017 | 111,299 | ||||||||||
2018 | — | ||||||||||
2019 | — | ||||||||||
Thereafter | 921,203 | ||||||||||
Debt principal | $ | 1,032,502 | |||||||||
INCOME_TAXES
INCOME TAXES | 12 Months Ended | ||||||||||
Dec. 28, 2014 | |||||||||||
INCOME TAXES | |||||||||||
INCOME TAXES | 6. INCOME TAXES | ||||||||||
Income tax provision (benefit) consisted of: | |||||||||||
Years Ended | |||||||||||
December 28, | December 29, | December 30, | |||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||
Current: | |||||||||||
Federal | $ | 233,247 | $ | 16,100 | $ | 2,523 | |||||
State | 30,216 | 5,108 | -16,636 | ||||||||
Deferred: | |||||||||||
Federal | -29,182 | -7,262 | -4,595 | ||||||||
State | -3,051 | -2,287 | -5,017 | ||||||||
Income tax provision (benefit) | $ | 231,230 | $ | 11,659 | $ | -23,725 | |||||
The effective tax rate expense (benefit) and the statutory federal income tax rate are reconciled as follows: | |||||||||||
Years Ended | |||||||||||
December 28, | December 29, | December 30, | |||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||
Statutory rate | 35.0 | % | 35.0 | % | -35 | % | |||||
State taxes, net of federal benefit | 3.0 | 12.3 | 5.4 | ||||||||
Changes in estimates | — | — | 0.2 | ||||||||
Changes in unrecognized tax benefits | — | -6 | -43.8 | ||||||||
Settlements | -0.1 | -1.5 | -25.4 | ||||||||
Other | 0.1 | 3.1 | 3.0 | ||||||||
Stock compensation | 0.1 | -1.4 | 9.9 | ||||||||
Effective tax rate | 38.1 | % | 41.5 | % | -85.7 | % | |||||
The components of deferred tax assets and liabilities consisted of the following: | |||||||||||
December 28, | December 29, | ||||||||||
(in thousands) | 2014 | 2013 | |||||||||
Deferred tax assets: | |||||||||||
Compensation benefits | $ | 248,585 | $ | 187,516 | |||||||
State taxes | 6,061 | 3,625 | |||||||||
State loss carryovers | 2,266 | 5,007 | |||||||||
Other | 4,508 | 4,727 | |||||||||
Total deferred tax assets | 261,420 | 200,875 | |||||||||
Valuation allowance | -2,265 | -3,741 | |||||||||
Net deferred tax assets | 259,155 | 197,134 | |||||||||
Deferred tax liabilities: | |||||||||||
Depreciation and amortization | 195,616 | 213,159 | |||||||||
Investments in unconsolidated subsidiaries | 52,711 | 71,840 | |||||||||
Debt discount | 9,618 | 12,434 | |||||||||
Deferred gain on debt | 26,318 | 33,007 | |||||||||
Total deferred tax liabilities | 284,263 | 330,440 | |||||||||
Net deferred tax liabilities | $ | 25,108 | $ | 133,306 | |||||||
The valuation allowance relates to state net operating loss and capital loss carryovers, and decreased by $1.5 million in fiscal year 2014 and $0.4 million in fiscal year 2013. | |||||||||||
As of December 28, 2014, we have net operating losses in various states totaling approximately $164.3 million. The net operating losses expire in various years between fiscal years 2020 and 2033 if not used. | |||||||||||
As of December 28, 2014, we had approximately $15.8 million of long‑term liabilities relating to uncertain tax positions consisting of approximately $13.0 million in gross unrecognized tax benefits (primarily state tax positions before the offsetting effect of federal income tax) and $2.7 million in gross accrued interest and penalties. If recognized, approximately $6.4 million of the net unrecognized tax benefits would impact the effective tax rate, with the remainder impacting other accounts, primarily deferred taxes. It is reasonably possible that a reduction of up to $3.9 million of unrecognized tax benefits and related interest may occur within the next 12 months as a result of the expiration of statutes of limitations. | |||||||||||
We record interest on unrecognized tax benefits as a component of interest expense, while penalties are recorded as part of income tax expense. Related to the unrecognized tax benefits noted below, we recorded interest expense (benefit), of $0.1 million, ($0.7) million and ($11.7) million for fiscal years 2014, 2013 and 2012, respectively. We also recorded penalty expense (benefit) of ($0.1) million and ($4.9) million during fiscal years 2014 and 2012, respectively. During fiscal year 2013, our recorded penalty expense was immaterial. Accrued interest and penalties at December 28, 2014, December 29, 2013, and December 30, 2012, were approximately $2.7 million, $2.7 million and $3.5 million, respectively. | |||||||||||
A reconciliation of the beginning and ending amount of unrecognized tax benefits consists of the following: | |||||||||||
Years Ended | |||||||||||
December 28, | December 29, | December 30, | |||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||
Balance at beginning of fiscal year | $ | 12,889 | $ | 8,649 | $ | 30,463 | |||||
Increases based on tax positions in prior year | 1 | 7,631 | — | ||||||||
Decreases based on tax positions in prior year | -363 | -935 | -9,933 | ||||||||
Increases based on tax positions in current year | 1,357 | 1,386 | 745 | ||||||||
Settlements | -49 | -259 | -643 | ||||||||
Lapse of statute of limitations | -789 | -3,583 | -11,983 | ||||||||
Balance at end of fiscal year | $ | 13,046 | $ | 12,889 | $ | 8,649 | |||||
As of December 28, 2014, the following tax years and related taxing jurisdictions were open: | |||||||||||
Open | Years Under | ||||||||||
Taxing Jurisdiction | Tax Year | Exam | |||||||||
Federal | 2011-2014 | — | |||||||||
California | 2010-2014 | — | |||||||||
Other States | 2006-2014 | 2011-2012 | |||||||||
EMPLOYEE_BENEFITS
EMPLOYEE BENEFITS | 12 Months Ended | ||||||||||||||
Dec. 28, 2014 | |||||||||||||||
EMPLOYEE BENEFITS | |||||||||||||||
EMPLOYEE BENEFITS | 7. EMPLOYEE BENEFITS | ||||||||||||||
We have a qualified defined benefit pension plan (“Pension Plan”) covering substantially all of our employees who began their employment prior to March 31, 2009. Effective March 31, 2009, the Pension Plan was frozen such that no new participants may enter the Pension Plan and no further benefits will accrue. However, years of service continue to count toward early retirement calculations and vesting of benefits previously earned. | |||||||||||||||
We also have a limited number of supplemental retirement plans to provide key employees hired prior to March 31, 2009, with additional retirement benefits. These plans are funded on a pay‑as‑you‑go basis and the accrued pension obligation is largely included in other long‑term obligations. We paid $8.5 million, $8.3 million and $8.2 million in fiscal years 2014, 2013 and 2012, respectively, for these plans. We also provide or subsidize certain life insurance benefits for employees. | |||||||||||||||
The following tables provide reconciliations of the pension and post‑ retirement benefit plans’ benefit obligations, fair value of assets and funded status as of December 28, 2014, and December 29, 2013: | |||||||||||||||
Pension Benefits | Post-retirement Benefits | ||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||
Change in Benefit Obligation | |||||||||||||||
Benefit obligation, beginning of year | $ | 1,849,321 | $ | 2,073,218 | $ | 12,586 | $ | 15,932 | |||||||
Service cost | 8,030 | 5,545 | — | — | |||||||||||
Interest cost | 91,004 | 84,596 | 514 | 497 | |||||||||||
Plan participants’ contributions | — | — | 267 | 586 | |||||||||||
Actuarial (gain)/loss | 213,176 | -214,353 | 467 | -754 | |||||||||||
Gross benefits paid | -101,441 | -94,253 | -1,611 | -3,289 | |||||||||||
Plan amendment | — | — | -1,621 | -386 | |||||||||||
Administrative expenses | -8,183 | -5,432 | — | — | |||||||||||
Benefit obligation, end of year | $ | 2,051,907 | $ | 1,849,321 | $ | 10,602 | $ | 12,586 | |||||||
Pension Benefits | Post-retirement Benefits | ||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||
Change in Plan Assets | |||||||||||||||
Fair value of plan assets, beginning of year | $ | 1,432,695 | $ | 1,358,877 | $ | — | $ | — | |||||||
Actual return on plan assets | 122,133 | 157,614 | — | — | |||||||||||
Employer contribution | 33,482 | 15,889 | 1,344 | 2,703 | |||||||||||
Plan participants’ contributions | — | — | 267 | 586 | |||||||||||
Gross benefits paid | -101,441 | -94,253 | -1,611 | -3,289 | |||||||||||
Administrative expenses | -8,183 | -5,432 | — | — | |||||||||||
Fair value of plan assets, end of year | $ | 1,478,686 | $ | 1,432,695 | $ | — | $ | — | |||||||
Pension Benefits | Post-retirement Benefits | ||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||
Funded Status | |||||||||||||||
Fair value of plan assets | $ | 1,478,686 | $ | 1,432,695 | $ | — | $ | — | |||||||
Benefit obligations | -2,051,907 | -1,849,321 | -10,602 | -12,586 | |||||||||||
Funded status and amount recognized, end of year | $ | -573,221 | $ | -416,626 | $ | -10,602 | $ | -12,586 | |||||||
Amounts recognized in the consolidated balance sheets at December 28, 2014, and December 29, 2013, consists of: | |||||||||||||||
Pension Benefits | Post-retirement Benefits | ||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||
Current liability | $ | -8,529 | $ | -33,418 | $ | -1,270 | $ | -1,585 | |||||||
Noncurrent liability | -564,692 | -383,208 | -9,332 | -11,001 | |||||||||||
$ | -573,221 | $ | -416,626 | $ | -10,602 | $ | -12,586 | ||||||||
Amounts recognized in accumulated other comprehensive income for the years ended December 28, 2014, and December 29, 2013, consist of: | |||||||||||||||
Pension Benefits | Post-retirement Benefits | ||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||
Net actuarial loss/(gain) | $ | 701,408 | $ | 518,914 | $ | -9,385 | $ | -11,041 | |||||||
Prior service cost/(credit) | — | 12 | -12,768 | -13,436 | |||||||||||
$ | 701,408 | $ | 518,926 | $ | -22,153 | $ | -24,477 | ||||||||
The elements of retirement and post‑retirement costs are as follows: | |||||||||||||||
Years Ended | |||||||||||||||
December 28, | December 29, | December 30, | |||||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||||||
Pension plans: | |||||||||||||||
Service Cost | $ | 8,030 | $ | 5,545 | $ | 5,540 | |||||||||
Interest Cost | 91,004 | 84,596 | 91,898 | ||||||||||||
Expected return on plan assets | -107,460 | -101,053 | -107,760 | ||||||||||||
Prior service cost amortization | 12 | 14 | 14 | ||||||||||||
Actuarial loss | 16,009 | 25,557 | 12,687 | ||||||||||||
Net pension expense | 7,595 | 14,659 | 2,379 | ||||||||||||
Net post-retirement benefit credit | -2,963 | -2,497 | -995 | ||||||||||||
Net retirement expenses | $ | 4,632 | $ | 12,162 | $ | 1,384 | |||||||||
Our discount rate was determined by matching a portfolio of long‑term, non‑callable, high quality bonds to the plans’ projected cash flows. | |||||||||||||||
Weighted average assumptions used for valuing benefit obligations were: | |||||||||||||||
Pension Benefit | Post-retirement | ||||||||||||||
Obligations | Obligations | ||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||
Discount rate | 4.24 | % | 5.01 | % | 3.69 | % | 4.36 | % | |||||||
Weighted average assumptions used in calculating expense: | |||||||||||||||
Pension Benefit Expense | Post-retirement Expense | ||||||||||||||
December 28, | December 29, | December 30, | December 28, | December 29, | December 30, | ||||||||||
2014 | 2013 | 2012 | 2014 | 2013 | 2012 | ||||||||||
Expected long-term return on plan assets | 8.00 | % | 8.00 | % | 8.25 | % | N/A | N/A | N/A | ||||||
Discount rate | 5.01 | % | 4.17 | % | 5.31 | % | 4.36 | % | 3.39 | % | 4.26 % / 3.31 | % | (1) | ||
-1 | 4.26% for January 2012 to September 2012; 3.31% for October 2012 to December 2012 due to plan change. | ||||||||||||||
As of December 28, 2014, a 1% increase in the assumed health care cost trend rate would increase the benefit obligation by $0.1 million and a 1% decrease in the assumed health care cost trend rate would decrease the benefit obligation by $0.1 million. As of December 29, 2013, a 1% increase in the assumed health care cost trend rate would increase the benefit obligation by $0.5 million and a 1% decrease in the assumed health care cost trend rate would decrease the benefit obligation by $0.5 million. | |||||||||||||||
Contributions and Cash Flows | |||||||||||||||
In August 2014, the federal Highway and Transportation Funding Act was enacted, which, in addition to funding the highway trust fund, also provided pension funding stabilization that reduced our minimum contribution requirements for the 2013-2017 plan years. The application of this new requirement reduced the funding requirements going back to 2013, which provided us with over funded credits that can be used to reduce our cash contributions in future periods. As a result of the enacted Highway and Transportation Funding Act, we do not expect to have a required cash minimum contribution, to the Pension Plan, in fiscal year 2015. | |||||||||||||||
In fiscal year 2014, we contributed $25 million of cash to the Pension Plan. In fiscal year 2013, we contributed $7.6 million of cash to the Pension Plan. In fiscal year 2012, we contributed $40.0 million of cash to the Pension Plan. | |||||||||||||||
The contribution and leaseback of certain properties in fiscal year 2011 was treated as a financing transaction and, accordingly, we continue to depreciate the carrying value of the properties in our financial statements. No gain or loss is recognized on the contributions until the termination of the individual leases on those properties. At the time of our contribution, our pension obligation was reduced and a long‑term and short‑term financing obligation was recorded. The financing obligation is reduced by a portion of the lease payments made to the Pension Plan each month. The balance of this obligation at December 28, 2014, was $34.6 million. | |||||||||||||||
Expected benefit payments to retirees under our retirement and post‑retirement plans over the next 10 years are summarized below: | |||||||||||||||
Retirement | Post-retirement | ||||||||||||||
(in thousands) | Plans (1) | Plans | |||||||||||||
2015 | $ | 98,178 | $ | 1,270 | |||||||||||
2016 | 100,455 | 1,188 | |||||||||||||
2017 | 104,703 | 1,108 | |||||||||||||
2018 | 107,539 | 1,031 | |||||||||||||
2019 | 112,049 | 955 | |||||||||||||
2020-2024 | 603,352 | 3,694 | |||||||||||||
Total | $ | 1,126,276 | $ | 9,246 | |||||||||||
-1 | Largely to be paid from the qualified defined benefit pension plan | ||||||||||||||
Pension Plan Assets | |||||||||||||||
Our investment policies are designed to maximize Pension Plan returns within reasonable and prudent levels of risk, with an investment horizon of greater than 10 years so that interim investment returns and fluctuations are viewed with appropriate perspective. The policy also aims to maintain sufficient liquid assets to provide for the payment of retirement benefits and plan expenses, hence, small portions of the equity and debt investments are held in marketable mutual funds. | |||||||||||||||
Our policy seeks to provide an appropriate level of diversification of assets, as reflected in its target allocations, as well as limits placed on concentrations of equities in specific sectors or industries. It uses a mix of active managers and passive index funds and a mix of separate accounts, mutual funds, common collective trusts and other investment vehicles. | |||||||||||||||
Our assumed long‑term return on assets was developed using a weighted average return based upon the Pension Plan’s portfolio of assets and expected returns for each asset class, taking into account projected inflation, interest rates and market returns. The assumed return was also reviewed in light of historical and recent returns in total and by asset class. | |||||||||||||||
As of December 28, 2014, the target allocations for the Pension Plan assets were 61% equity securities, 33% debt securities and 6% real estate securities. As of December 29, 2013, the target allocations for the Pension Plan assets were 60% equity securities, 28% debt securities, 7% real estate securities and 5% commodities. | |||||||||||||||
The table below summarizes the Pension Plan’s financial instruments that are carried at fair value on a recurring basis by the fair value hierarchy levels discussed above, as of the year ended December 28, 2014: | |||||||||||||||
2014 | |||||||||||||||
Plan Assets | |||||||||||||||
(in thousands) | Level 1 | Level 2 | Level 3 | Total | |||||||||||
Cash and cash equivalents | $ | 1,068 | $ | — | $ | — | $ | 1,068 | |||||||
Mutual funds | 485,488 | — | — | 485,488 | |||||||||||
Corporate debt instruments | — | 106 | — | 106 | |||||||||||
Common collective trusts | — | 937,809 | — | 937,809 | |||||||||||
Real estate | — | — | 47,579 | 47,579 | |||||||||||
Other | — | — | 6,636 | 6,636 | |||||||||||
Total | $ | 486,556 | $ | 937,915 | $ | 54,215 | 1,478,686 | ||||||||
Pending trades | — | ||||||||||||||
$ | 1,478,686 | ||||||||||||||
The table below summarizes changes in the fair value of the Pension Plan’s Level 3 investment assets held for the year ended December 28, 2014: | |||||||||||||||
(in thousands) | Real Estate | Private Equity (1) | Total | ||||||||||||
Beginning Balance, December 29, 2013 | $ | 52,265 | $ | 7,167 | $ | 59,432 | |||||||||
Purchases, issuances, sales, settlements | -3,312 | — | -3,312 | ||||||||||||
Realized gains (losses) | 3,973 | -16,153 | -12,180 | ||||||||||||
Transfer in or out of level 3 | -3,973 | -483 | -4,456 | ||||||||||||
Unrealized gains (losses) | -1,374 | 16,105 | 14,731 | ||||||||||||
Ending Balance, December 28, 2014 | $ | 47,579 | $ | 6,636 | $ | 54,215 | |||||||||
-1 | The activity within the unrealized gains (losses) and the realized gains (losses) relates to closing out two funds within the private equity funds. There was no impact to the total asset value of the private equity funds as a result of these transactions. | ||||||||||||||
The table below summarizes the Pension Plan’s financial instruments that are carried at fair value on a recurring basis by the fair value hierarchy levels discussed above, as of the year ended December 29, 2013: | |||||||||||||||
2013 | |||||||||||||||
Plan Assets | |||||||||||||||
(in thousands) | Level 1 | Level 2 | Level 3 | Total | |||||||||||
Cash and cash equivalents | $ | 844 | $ | — | $ | — | $ | 844 | |||||||
Mutual fund | 273,450 | — | — | 273,450 | |||||||||||
Corporate debt instruments | — | 105 | — | 105 | |||||||||||
U.S. Government securities | — | 112,530 | — | 112,530 | |||||||||||
Common collective trusts | — | 980,317 | — | 980,317 | |||||||||||
Real estate | — | — | 52,265 | 52,265 | |||||||||||
Other | — | — | 7,167 | 7,167 | |||||||||||
Total | $ | 274,294 | $ | 1,092,952 | $ | 59,432 | 1,426,678 | ||||||||
Pending trades | 6,017 | ||||||||||||||
$ | 1,432,695 | ||||||||||||||
The table below summarizes changes in the fair value of the Pension Plan’s Level 3 investment assets held for the year ended December 29, 2013: | |||||||||||||||
(in thousands) | Real Estate | Private Equity | Total | ||||||||||||
Beginning Balance, December 30, 2012 | $ | 51,579 | $ | 6,408 | $ | 57,987 | |||||||||
Purchases, issuances, sales, settlements | — | — | — | ||||||||||||
Realized gains | 4,817 | — | 4,817 | ||||||||||||
Transfer in or out of level 3 | -4,817 | -167 | -4,984 | ||||||||||||
Unrealized gains | 686 | 926 | 1,612 | ||||||||||||
Ending Balance, December 29, 2013 | $ | 52,265 | $ | 7,167 | $ | 59,432 | |||||||||
Cash and cash equivalents. The carrying value of these items approximates fair value. | |||||||||||||||
Mutual funds. These investments are publicly traded investments, which are valued using the Net Asset Value (NAV). The NAV of the mutual funds is a quoted price in an active market. The NAV is determined once a day after the closing of the exchange based upon the underlying assets in the fund, less the fund’s liabilities, expressed on a per‑share basis. | |||||||||||||||
Corporate debt instruments. The fair value of corporate debt instruments is based on yields currently available on comparable securities of issuers with similar credit ratings. When quoted prices are not available for identical or similar debt instruments, the fair value is based upon an industry valuation model, which maximizes observable inputs. | |||||||||||||||
U.S. Government securities. U.S. government securities primarily consist of investments in U.S. Treasury Bonds, Indexed Linked Bonds and Treasury Inflation Protected Securities. The fair value of U.S. government securities is based on quoted market prices when available or is based on yields currently available on comparable securities or on an industry valuation model, which maximizes observable inputs. As of December 28, 2014, no funds are held in U.S. Government securities. | |||||||||||||||
Common collective trusts. These investments are valued based on the NAV of the underlying investments and are provided by the fund issuers. NAV for these funds represent the quoted price in a non‑market environment. There are no restrictions on participants’ ability to withdraw funds from the common collective trusts. | |||||||||||||||
Real estate. On January 14, 2011, we contributed Company‑owned real property from seven locations to our Pension Plan. The Pension Plan obtained independent appraisals of the property, and based on these appraisals, the Pension Plan recorded the contribution at fair value on January 14, 2011. The properties are leased by us for our newspaper operations. The properties are managed on behalf of the Pension Plan by an independent fiduciary, and the terms of the leases between us and the Pension Plan were negotiated with the fiduciary. The property is valued by independent appraisals conducted under the direction of the independent fiduciary. | |||||||||||||||
Other. Other includes: | |||||||||||||||
Private equity fund. Private equity funds represent investments in limited partnerships, which invest in start‑up or other private companies. Fair value is estimated based on valuations of comparable public companies, recent sales of comparable private and public companies and discounted cash flow analysis of portfolio companies. | |||||||||||||||
401(k) Plan | |||||||||||||||
We have a deferred compensation plans (“401(k) plan”), which enables qualified employees to voluntarily defer compensation. The 401(k) plan includes a matching company contribution and a supplemental contribution that is tied to our performance. We suspended our matching contributions to the 401(k) plan in fiscal year 2009 and as of December 28, 2014, we have not reinstated that benefit. | |||||||||||||||
CASH_FLOW_INFORMATION
CASH FLOW INFORMATION | 12 Months Ended | ||||||||||
Dec. 28, 2014 | |||||||||||
CASH FLOW INFORMATION | |||||||||||
CASH FLOW INFORMATION | 8. CASH FLOW INFORMATION | ||||||||||
Cash paid during the fiscal years 2014, 2013 and 2012 for interest and income taxes were: | |||||||||||
Year Ended | |||||||||||
December 28, | December 29, | December 30, | |||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||
Interest paid (net of amount capitalized) (1) | $ | 121,375 | $ | 127,257 | $ | 173,742 | |||||
Income taxes paid (net of refunds) | 77,622 | 21,019 | 37,137 | ||||||||
-1 | The fiscal year 2013 interest paid includes $30.0 million of interest accelerated as a result of the refinance of some of our notes, as discussed in Note 5. | ||||||||||
Other non-cash investing activities from continuing operations, related to the recognition of an intangible asset during fiscal year 2014, was $3.1 million. | |||||||||||
As of December 29, 2013, other non‑cash financing activities included the release of $238.1 million for the financing obligation related to the Miami property transaction because we no longer have a continuing involvement with the Miami property. As of December 29, 2013, other non‑cash investing activities included the release of $227.7 million from property, plant and equipment (“PP&E”), which also relates to the conclusion of the Miami property transaction. | |||||||||||
We had $1.3 million, $0.2 million and $5.7 million of non‑cash financing activities related to purchases of PP&E on credit as of the end of fiscal years 2014, 2013 and 2012, respectively. We had $1.0 million of non‑cash financing activities related to financing costs for our 9.00% Notes issuance as of the end of fiscal year 2012. | |||||||||||
COMMITMENTS_AND_CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended | ||||||||||||||||||||||
Dec. 28, 2014 | |||||||||||||||||||||||
COMMITMENTS AND CONTINGENCIES | |||||||||||||||||||||||
COMMITMENTS AND CONTINGENCIES | 9. COMMITMENTS AND CONTINGENCIES | ||||||||||||||||||||||
We have certain other obligations for various contractual agreements that secure future rights to goods and services to be used in the normal course of operations. These include purchase commitments for printing outsource agreements, planned capital expenditures, lease commitments and self‑ insurance obligations. | |||||||||||||||||||||||
The following table summarizes our minimum annual contractual obligations as of December 28, 2014: | |||||||||||||||||||||||
Payments Due By Period | |||||||||||||||||||||||
(in thousands) | 2015 | 2016 | 2017 | 2018 | 2019 | Thereafter | Total | ||||||||||||||||
Purchase obligations (1) | $ | 30,947 | $ | 13,526 | $ | 8,876 | $ | 6,614 | $ | 6,601 | $ | 35,995 | $ | 102,559 | |||||||||
Operating leases (2) | |||||||||||||||||||||||
Lease obligations | 11,152 | 10,535 | 9,655 | 8,431 | 7,075 | 31,180 | 78,028 | ||||||||||||||||
Sublease income | -2,018 | -1,442 | -737 | -421 | -296 | -698 | -5,612 | ||||||||||||||||
Net lease obligation | 9,134 | 9,093 | 8,918 | 8,010 | 6,779 | 30,482 | 72,416 | ||||||||||||||||
Workers’ compensation obligations (3) | 4,420 | 3,171 | 2,345 | 1,743 | 1,368 | 4,912 | 17,959 | ||||||||||||||||
Total (4) | $ | 44,501 | $ | 25,790 | $ | 20,139 | $ | 16,367 | $ | 14,748 | $ | 71,389 | $ | 192,934 | |||||||||
-1 | Represents our purchase obligations primarily related to printing outsource agreements and capital expenditures for property, plant and equipment expiring at various dates through 2028. As of December 28, 2014, this table excludes a fiscal year 2015 purchase commitment of 30,000 metric tons of newsprint from SP Fiber Technologies because it is based on the market price at time of purchase. | ||||||||||||||||||||||
-2 | Represents minimum rental commitments under operating leases with non‑cancelable terms in excess of one year and sublease income from leased space. We rent certain facilities and equipment under operating leases expiring at various dates through 2028. Total rental expense, included in other operating expenses, from continuing operations amounted to $12.5 million, $11.2 million and $12.5 million in fiscal years 2014, 2013 and 2012, respectively. Most of the leases provide that we pay taxes, maintenance, insurance and certain other operating expenses applicable to the leased premises in addition to the minimum monthly payments. Some of the operating leases have built in escalation clauses. We sublease office space to other companies under noncancellable agreements that expire at various dates through 2023. Sublease income from operating leases totaled $2.2 million, $3.9 million and $3.8 million in fiscal years 2014, 2013 and 2012, respectively. | ||||||||||||||||||||||
-3 | Represents the expected insurance payments of undiscounted ultimate losses, net of estimated insurance recoveries of approximately $2.6 million, and is based on our historical payment patterns. We retain the risk for workers’ compensation resulting from uninsured deductibles per accident or occurrence that are subject to annual aggregate limits. Losses up to the deductible amounts are accrued based upon known claims incurred and an estimate of claims incurred but not reported. For the year ended December 28, 2014, we compiled our historical data pertaining to the self‑insurance experiences and actuarially developed the ultimate loss associated with our self‑insurance programs for workers’ compensation liability. We believe that the actuarial valuation provides the best estimate of the ultimate losses to be expected under these programs. The undiscounted ultimate losses of all our self‑insurance reserves related to our workers’ compensation liabilities, net of insurance recoveries at December 28, 2014 and December 29, 2013, were $18.0 million and $18.7 million, respectively. We discount the net amount above to present value using an approximate risk‑free rate over the average life of our insurance claims. For the years ended December 28, 2014 and December 29, 2013, the discount rate used was 2.0% and 1.9%, respectively. The present value of all self‑insurance reserves, net of estimated insurance recoveries, for our workers’ compensation liability recorded at December 28, 2014 and December 29, 2013, was $17.5 million and $18.7 million, respectively. | ||||||||||||||||||||||
Legal Proceedings and other contingent claims | |||||||||||||||||||||||
In December 2008, carriers of The Fresno Bee filed a purported class action lawsuit against us and The Fresno Bee in the Superior Court of the State of California in Fresno County captioned Becerra v. The McClatchy Company (“Fresno case”) alleging that the carriers were misclassified as independent contractors and seeking mileage reimbursement. In February 2009, a substantially similar lawsuit, Sawin v. The McClatchy Company, involving similar allegations was filed by carriers of The Sacramento Bee (“Sacramento case”) in the Superior Court of the State of California in Sacramento County. Both courts have certified the class in these cases. The class consists of roughly 5,000 carriers in the Sacramento case and 3,500 carriers in the Fresno case. The plaintiffs in both cases are seeking unspecified damages for mileage reimbursement. With respect to the Sacramento case, in September 2013, all wage and hour claims were dismissed and the only remaining claim is an equitable claim under the California Civil Code for mileage. In the Fresno case, in March 2014, all wage and hour claims were dismissed and the only remaining claim is an equitable claim for mileage reimbursement under the California Civil Code. | |||||||||||||||||||||||
The court in the Sacramento case has trifurcated the trial into three separate phases: the first phase addressed independent contractor status, the second phase will address liability, if any, and the third phase will address damages, if any. On September 22, 2014, the court in the Sacramento case issued a tentative decision following the first phase, finding that the carriers that contracted directly with The Sacramento Bee during the period from February 2005 to July 2009 were misclassified as independent contractors. We objected to the tentative decision but the court ultimately adopted it as final. The court has not yet established a date for the second and third phases of trial concerning whether The Sacramento Bee is liable to the carriers in the class for mileage reimbursement or owes any damages. | |||||||||||||||||||||||
The court in the Fresno case has bifurcated the trial into two separate phases: the first phase will address independent contractor status and liability for mileage reimbursement and the second phase will address damages, if any. The first phase of the Fresno case began in the fourth quarter of fiscal year 2014 and is expected to be concluded in late March 2015. | |||||||||||||||||||||||
We are defending these actions vigorously and expect that we will ultimately prevail. As a result, we have not established a reserve in connection with the cases. While we believe that a material impact on our condensed consolidated financial position, results of operations or cash flows from these claims is unlikely, given the inherent uncertainty of litigation, a possibility exists that future adverse rulings or unfavorable developments could result in future charges that could have a material impact. We have and will continue to periodically reexamine our estimates of probable liabilities and any associated expenses and make appropriate adjustments to such estimates based on experience and developments in litigation. | |||||||||||||||||||||||
Other than the cases described above, we are subject to a variety of legal proceedings (including libel, employment, wage and hour, independent contractor and other legal actions) and governmental proceedings (including environmental matters) that arise from time to time in the ordinary course of our business. We are unable to estimate the amount or range of reasonably possible losses for these matters. However, we currently believe, after reviewing such actions with counsel, that the expected outcome of pending actions will not have a material effect on our consolidated financial statements. No material amounts for any losses from litigation that may ultimately occur have been recorded in the consolidated financial statements as we believe that any such losses are not probable. | |||||||||||||||||||||||
We have certain indemnification obligations related to the sale of assets including but not limited to insurance claims and multi‑employer pension plans of disposed newspaper operations. We believe the remaining obligations related to disposed assets will not be material to our financial position, results of operations or cash flows. | |||||||||||||||||||||||
As of December 28, 2014, we had $33.2 million of standby letters of credit secured under the LC Agreement (see Note 5 for further discussion). | |||||||||||||||||||||||
COMMON_STOCK_AND_STOCK_PLANS
COMMON STOCK AND STOCK PLANS | 12 Months Ended | |||||||||||||
Dec. 28, 2014 | ||||||||||||||
COMMON STOCK AND STOCK PLANS | ||||||||||||||
COMMON STOCK AND STOCK PLANS | 10. COMMON STOCK AND STOCK PLANS | |||||||||||||
Common Stock | ||||||||||||||
We have two classes of stock; Class A and Class B Common Stock. Both classes of stock participate equally in dividends. Holders of Class B are entitled to one vote per share and to elect as a class 75% of the Board of Directors, rounded down to the nearest whole number. Holders of Class A Common Stock are entitled to one-tenth of a vote per share and to elect as a class 25% of the Board of Directors, rounded up to the nearest whole number. | ||||||||||||||
Class B Common Stock is convertible at the option of the holder into Class A Common Stock on a share‑for‑share basis. During fiscal year 2014, 215,000 Class B Common Shares were converted to Class A Common Shares at the request of a holder. | ||||||||||||||
The holders of shares of Class B Common Stock are parties to an agreement, the intent of which is to preserve control of the Company by the McClatchy family. Under the terms of the agreement, the Class B shareholders have agreed to restrict the transfer of any shares of Class B Common Stock to one or more “Permitted Transferees,” subject to certain exceptions. A “Permitted Transferee” is any of our current holders of shares of Class B Common Stock; any lineal descendant of Charles K. McClatchy (1858 to 1936); or a trust for the exclusive benefit of, or in which all of the remainder beneficial interests are owned by, one or more lineal descendants of Charles K. McClatchy. | ||||||||||||||
Generally, Class B shares can be converted into shares of Class A Common Stock and then transferred freely (unless, following conversion, the outstanding shares of Class B Common Stock would constitute less than 25% of the total number of all our outstanding shares of common stock). In the event that a Class B shareholder attempts to transfer any shares of Class B Common Stock in violation of the agreement, or upon the happening of certain other events enumerated in the agreement as “Option Events,” each of the remaining Class B shareholders has an option to purchase a percentage of the total number of shares of Class B Common Stock proposed to be transferred equal to such remaining Class B shareholder’s ownership percentage of the total number of outstanding shares of Class B Common Stock. If all the shares proposed to be transferred are not purchased by the remaining Class B shareholders, we have the option of purchasing the remaining shares. The agreement can be terminated by the vote of the holders of 80% of the outstanding shares of Class B Common Stock who are subject to the agreement. The agreement will terminate on September 17, 2047, unless terminated earlier in accordance with its terms. | ||||||||||||||
Stock Plans | ||||||||||||||
During fiscal year 2014, we had two stock‑based compensation plans, which are described below. | ||||||||||||||
We have a stock incentive plan (the “2004 Plan”) that reserved 9,000,000 Class A Common shares for issuance to key employees and outside directors. The options vested in installments over four years, and once vested are exercisable up to 10 years from the date of grant. In addition, the 2004 Plan permitted the following type of incentive awards in addition to common stock, stock options and stock appreciation rights (“SARs”): restricted stock, unrestricted stock, stock units and dividend equivalent rights. The 2004 Plan was frozen in May 2012. | ||||||||||||||
In May 2012 the shareholders approved The McClatchy Company 2012 Omnibus Incentive Plan (“2012 Plan”) to replace the 2004 Plan, for all future awards. The 2012 Plan provided that the Class A Common Stock available for issuance equal to 5,000,000 shares plus the number of shares available for future awards under the 2004 Plan as of the date of May 16, 2012 (the shareholder meeting date) plus the number of shares subject to awards outstanding under the 2004 Plan as of May 16, 2012, which terminate by expiration, forfeiture, cancellation or otherwise without the issuance of such shares. The 2012 Plan generally provides for granting of stock options or SARs only at an exercise price at least equal to fair market value on the grant date; a 10-year maximum term for stock options and SARs; no repricing of stock options or SARs without prior shareholder approval; and no reload or “evergreen” share replenishment features. | ||||||||||||||
Stock Plans Activity | ||||||||||||||
In fiscal year 2014, we granted 15,000 shares of Class A Common Stock to each non‑employee director, resulting in the issuance of 150,000 shares from the 2012 Plan. In fiscal year 2013, we granted 15,000 shares of Class A Common Stock to each non‑employee director, resulting in the issuance of 165,000 shares from the 2012 Plan. | ||||||||||||||
We granted restricted stock units (“RSUs”) at fair market value on the date of grant to certain key employees from the 2012 Plan as summarized below. The RSUs generally vest three years after grant date but terms of each grant is at the discretion of the compensation committee of the board of directors. | ||||||||||||||
The following table summarizes the RSUs stock activity: | ||||||||||||||
Weighted | ||||||||||||||
Average Grant | ||||||||||||||
Date Fair | ||||||||||||||
RSUs | Value | |||||||||||||
Nonvested — December 25, 2011 | 1,445,000 | $ | 3.73 | |||||||||||
Granted | 1,082,000 | $ | 2.59 | |||||||||||
Vested | -765,000 | $ | 3.42 | |||||||||||
Forfeited | -660,000 | $ | 3.48 | |||||||||||
Nonvested — December 30, 2012 | 1,102,000 | $ | 2.98 | |||||||||||
Granted | 483,150 | $ | 2.46 | |||||||||||
Vested | -320,000 | $ | 4.08 | |||||||||||
Forfeited | -33,500 | $ | 2.48 | |||||||||||
Nonvested — December 29, 2013 | 1,231,650 | $ | 2.50 | |||||||||||
Granted | 856,950 | $ | 4.61 | |||||||||||
Vested | -717,150 | $ | 2.92 | |||||||||||
Forfeited | -41,900 | $ | 2.93 | |||||||||||
Nonvested — December 28, 2014 | 1,329,550 | $ | 3.62 | |||||||||||
As of December 28, 2014, the total fair value of the RSUs that vested during the period was $3.4 million. As of December 28, 2014, there were $2.9 million of unrecognized compensation costs for nonvested RSUs, which are expected to be recognized over 2.0 years. | ||||||||||||||
When SARs are granted they are granted at fair market value on the date of grant to certain key employees from the 2012 Plan. The SARs generally vest four years after grant date but terms of each grant is at the discretion of the compensation committee of the board of directors. | ||||||||||||||
Outstanding options and SARs are summarized as follows: | ||||||||||||||
Weighted | Aggregate | |||||||||||||
Options/ | Average | Intrinsic Value | ||||||||||||
SARs | Exercise Price | (in thousands) | ||||||||||||
Outstanding December 25, 2011 | 6,723,250 | $ | 22.01 | $ | 874 | |||||||||
Granted | 1,017,500 | $ | 2.76 | |||||||||||
Exercised | -27,250 | $ | 1.70 | $ | 33 | |||||||||
Forfeited | -1,217,750 | $ | 54.52 | |||||||||||
Expired | -301,250 | $ | 48.33 | |||||||||||
Outstanding December 30, 2012 | 6,194,500 | $ | 11.45 | $ | 1,846 | |||||||||
Granted | 775,000 | $ | 2.46 | |||||||||||
Exercised | -545,750 | $ | 1.72 | $ | 847 | |||||||||
Forfeited | -58,500 | $ | 3.30 | |||||||||||
Expired | -254,750 | $ | 48.97 | |||||||||||
Outstanding December 29, 2013 | 6,110,500 | $ | 9.69 | $ | 2,384 | |||||||||
Granted | — | $ | — | |||||||||||
Exercised | -1,678,250 | $ | 2.86 | $ | 3,138 | |||||||||
Forfeited | -67,250 | $ | 3.38 | |||||||||||
Expired | -516,250 | $ | 35.74 | |||||||||||
Outstanding December 28, 2014 | 3,848,750 | $ | 9.28 | $ | 1,542 | |||||||||
Vested and Expected to Vest December 28, 2014 | 3,763,184 | $ | 9.43 | $ | 1,467 | |||||||||
Options exercisable: | ||||||||||||||
December 30, 2012 | 3,826,250 | $ | 1,335 | |||||||||||
December 29, 2013 | 3,983,875 | $ | 1,306 | |||||||||||
December 28, 2014 | 2,719,750 | $ | 716 | |||||||||||
As of December 28, 2014, there were $0.8 million of unrecognized compensation costs related to options and SARs granted under our plans. The cost is expected to be recognized over a weighted average period of 1.7 years. | ||||||||||||||
The following tables summarize information about stock options and SARs outstanding in the stock plans at December 28, 2014: | ||||||||||||||
Average | ||||||||||||||
Remaining | Weighted | Weighted | ||||||||||||
Range of Exercise | Options/SARs | Contractual | Average | Options/SARs | Average | |||||||||
Prices | Outstanding | Life | Exercise Price | Exercisable | Exercise Price | |||||||||
$1.70 – $9.07 | 2,578,250 | 6.17 | $ | 3.05 | 1,449,250 | $ | 3.22 | |||||||
$9.73 – $35.94 | 951,000 | 2.10 | $ | 13.19 | 951,000 | $ | 13.19 | |||||||
$40.95 – $73.36 | 319,500 | 1.57 | $ | 47.93 | 319,500 | $ | 47.93 | |||||||
Total | 3,848,750 | 4.78 | $ | 9.28 | 2,719,750 | $ | 11.96 | |||||||
The weighted average remaining contractual life of options exercisable at December 28, 2014, was 3.7 years. The weighted average remaining contractual life of options vested and expected to vest at December 28, 2014, was 4.7 years. The fair value of the stock options and SARs granted in fiscal years 2013 and 2012 were estimated on the date of grant using a Black‑Scholes option valuation model that used the assumptions noted in the following table. The expected life of the options represents the period of time that options granted were expected to be outstanding using the historical exercise behavior of employees. The expected dividend yield was based on historical dividends declared per year, giving consideration for any anticipated change and the estimated stock price over the expected life of the options based on historical experience. Expected volatility was based on historical volatility for a period equal to the stock option’s expected life for shares granted. The risk‑free rate for periods within the contractual life of the option was based on the U.S. Treasury yield curve in effect at the time of grant. We did not grant any SARs in fiscal year 2014. | ||||||||||||||
2013 | 2012 | |||||||||||||
Expected life in years | 4.51 | 6.52 | ||||||||||||
Dividend yield | NIL | NIL | ||||||||||||
Volatility | 1.08 | 0.9 | ||||||||||||
Risk-free interest rate | 0.76 | % | 1.22 | % | ||||||||||
Weighted average exercise price of options/SARs granted | $ | 2.46 | $ | 2.76 | ||||||||||
Weighted average fair value of options/SARs granted | $ | 1.85 | $ | 2.09 | ||||||||||
Stock‑Based Compensation | ||||||||||||||
Total stock‑based compensation expense consisted of the following: | ||||||||||||||
Years Ended | ||||||||||||||
December 28, | December 30, | December 30, | ||||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||||
Stock-based compensation expense | $ | 3,479 | $ | 3,481 | $ | 3,517 | ||||||||
QUARTERLY_RESULTS_OF_OPERATION
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) | 12 Months Ended | |||||||||||||
Dec. 28, 2014 | ||||||||||||||
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) | ||||||||||||||
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) | 11. QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) | |||||||||||||
Our business is somewhat seasonal with peak revenues and profits generally occurring in the second and fourth quarters of each year as a result of increased advertising activity during the holiday seasons. The first and third quarters are historically the slowest quarters for revenues and profits. Our quarterly results are summarized as follows: | ||||||||||||||
Quarters Ended | ||||||||||||||
(in thousands, except per share | March 30, | June 29, | September 28, | December 28, | ||||||||||
amounts) | 2014 (1) (2) | 2014 (2) | 2014 (2) | 2014 | ||||||||||
Net revenues | $ | 276,171 | $ | 287,391 | $ | 272,899 | $ | 310,091 | ||||||
Operating income (loss) | $ | -4,698 | $ | 27,307 | $ | 18,550 | $ | 41,164 | ||||||
Income (loss) from continuing operations | $ | -16,062 | $ | 91,648 | $ | -2,619 | $ | 303,010 | ||||||
Income (loss) from discontinued operations | 220 | -1,699 | -141 | -368 | ||||||||||
Net income (loss) | $ | -15,842 | $ | 89,949 | $ | -2,760 | $ | 302,642 | ||||||
Income (loss) from continuing operations per share - diluted | $ | -0.18 | $ | 1.03 | $ | -0.03 | $ | 3.45 | ||||||
Income (loss) from discontinued operations per share - diluted | — | -0.01 | — | -0.01 | ||||||||||
Net income (loss) per share - diluted | $ | -0.18 | $ | 1.02 | $ | -0.03 | $ | 3.44 | ||||||
Quarters Ended | ||||||||||||||
(in thousands, except per share | March 31, | June 30, | September 29, | December 29, | ||||||||||
amounts) | 2013 (1) | 2013 | 2013 | 2013 | ||||||||||
Net revenues | $ | 288,637 | $ | 301,608 | $ | 287,046 | $ | 337,557 | ||||||
Operating income | $ | 19,817 | $ | 30,157 | $ | 26,695 | $ | 44,275 | ||||||
Income (loss) from continuing operations | $ | -13,197 | $ | 10,961 | $ | 6,736 | $ | 11,944 | ||||||
Income from discontinued operations | 456 | 791 | 529 | 583 | ||||||||||
Net income (loss) | $ | -12,741 | $ | 11,752 | $ | 7,265 | $ | 12,527 | ||||||
Income (loss) from continuing operations per share - diluted | $ | -0.15 | $ | 0.13 | $ | 0.07 | $ | 0.13 | ||||||
Income from discontinued operations per share - diluted | — | 0.01 | 0.01 | 0.01 | ||||||||||
Net income (loss) per share - diluted | $ | -0.15 | $ | 0.14 | $ | 0.08 | $ | 0.14 | ||||||
-1 | Amounts have been adjusted from those previously reported on Forms 10-Q to reflect the discontinued operations associated with Anchorage, which was sold during the quarter ended June 29, 2014. For the quarter ended March 30, 2014, $6.4 million and $0.4 million were adjusted from those previously reported amounts for net revenues and operating loss, respectively. For the quarter ended March 31, 2013, $6.5 million and $0.8 million were adjusted from those previously reported amount for net revenues and operating income, respectively. | |||||||||||||
-2 | Net revenues and other operating expenses included within operating income (loss) have been reduced by $4.7 million, $4.6 million and $4.5 million for quarters ended September 28, 2014, June 29, 2014 and March 30, 2014, respectively, to correct the presentation of advertising sales related to certain third-party digital advertising products and services previously reported on a gross basis to a net basis, with wholesale fees reported as a reduction of the associated digital advertising revenues instead of other operating expenses. We believe the correction is not material to our previously issued interim and annual consolidated financial statements. | |||||||||||||
The following are significant activities in fiscal year 2014: | ||||||||||||||
· | During the quarter ended June 29, 2014, we recognized gains related to our sale of MCT for $1.7 million before taxes and from our portion of the sale of Apartments.com by Classified Ventures, LLC for $144.2 million before taxes as described in Note 3. | |||||||||||||
· | During the quarter ended December 28, 2014, we recognized a gain on the sale of our ownership interest in Classified Ventures, LLC for $559.3 million before taxes as described in Note 3, write-downs of certain equity investments for $7.8 million as described in Note 3, masthead impairment charges of $5.2 million as described in Note 1, and loss on extinguishment of debt of $72.8 million as described in Note 5. | |||||||||||||
The following are significant activities in fiscal year 2013: | ||||||||||||||
· | During the quarter ended March 31, 2013, we incurred a loss on extinguishment of debt totaling $12.8 million related to bonds that were redeemed through the completion of our debt refinancing as described in Note 5 or repurchased through privately negotiated transactions. | |||||||||||||
· | During the quarter ended June 30, 2013, we recognized a gain on the sale of our Miami property for $10.0 million. | |||||||||||||
· | During the quarter ended September 29, 2013, we recognized a gain on the sale of our Miami property for $2.9 million. | |||||||||||||
· | During the quarter ended December 29, 2013, we recognized $5.3 million in masthead impairment charges, $11.9 million in real property and land impairment charges, $11.4 million in accelerated depreciation on production equipment and $3.0 million in write‑downs of certain other unconsolidated investments. See Notes 1 and 3. | |||||||||||||
SIGNIFICANT_ACCOUNTING_POLICIE1
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended | ||||||||||||
Dec. 28, 2014 | |||||||||||||
SIGNIFICANT ACCOUNTING POLICIES | |||||||||||||
Reclassifications | Reclassifications | ||||||||||||
Certain prior year amounts have been reclassified to conform to the current year presentation in our consolidated financial statements related to the presentation of Anchorage as a discontinued operation for all periods presented. | |||||||||||||
Revenue recognition | Revenue recognition | ||||||||||||
We recognize revenues (i) from advertising placed in a newspaper, a website and/or a mobile service over the advertising contract period or as services are delivered, as appropriate; (ii) from the sale of certain third party digital advertising products and services on a net basis, with wholesale fees reported as a reduction of the associated revenues; and (iii) for audience subscriptions as newspapers are delivered over the applicable subscription term. Audience revenues are recorded net of direct delivery costs for contracts that are not on a “fee-for-service” arrangement. Audience revenues on our “fee-for-service” contracts are recorded on a gross basis and associated delivery costs are recorded as other operating expenses. | |||||||||||||
We enter into certain revenue transactions, primarily related to advertising contracts and circulation subscriptions that are considered multiple element arrangements (arrangements with more than one deliverable). As such we must: (i) determine whether and when each element has been delivered; (ii) determine fair value of each element using the selling price hierarchy of vendor‑specific objective evidence of fair value, third party evidence or best estimated selling price, as applicable and (iii) allocate the total price among the various elements based on the relative selling price method. | |||||||||||||
In fiscal year 2014 we began reporting the wholesale fees associated with sales of certain third party digital advertising products and services on a net basis, as a reduction of the associated digital classified advertising revenues, rather than in other operating expenses, in our consolidated statements of operations. Amounts are not material to previously issued annual consolidated financial statements. There is no impact to operating income, operating cash flows, net income or net income per common share amounts associated with this change. | |||||||||||||
Other revenues are recognized when the related product or service has been delivered. Revenues are recorded net of estimated incentives, including special pricing agreements, promotions and other volume‑based incentives and net of sales tax collected from the customer. Revisions to these estimates are charged to revenues in the period in which the facts that give rise to the revision become known. | |||||||||||||
Concentrations of credit risks | Concentrations of credit risks | ||||||||||||
Financial instruments, which potentially subject us to concentrations of credit risks, are principally cash and cash equivalents and trade accounts receivables. Cash and cash equivalents are placed with major financial institutions. As of December 28, 2014, substantially all of our cash and cash equivalents are in excess of the FDIC insured limits. We routinely assess the financial strength of significant customers and this assessment, combined with the large number and geographic diversity of our customers, limits our concentration of risk with respect to trade accounts receivable. We have not experienced any losses related to amounts in excess of FDIC limits. | |||||||||||||
Allowance for doubtful accounts | Allowance for doubtful accounts | ||||||||||||
We maintain an allowance account for estimated losses resulting from the risk that our customers will not make required payments. At certain of our newspapers we establish our allowances based on collection experience, aging of our receivables and significant individual account credit risk. At the remaining newspapers we use the aging of accounts receivable, reserving for all accounts due 90 days or longer, to establish allowances for losses on accounts receivable, however, if we become aware that the financial condition of specific customers has deteriorated, additional allowances are provided. | |||||||||||||
We provide an allowance for doubtful accounts as follows: | |||||||||||||
Years Ended | |||||||||||||
December 28, | December 29, | December 30, | |||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||||
Balance at beginning of year | $ | 6,040 | $ | 5,920 | $ | 7,341 | |||||||
Charged to costs and expenses | 9,305 | 8,481 | 6,089 | ||||||||||
Amounts written off | -9,229 | -8,361 | -7,510 | ||||||||||
Disposition of discontinued operations | -216 | — | — | ||||||||||
Balance at end of year | $ | 5,900 | $ | 6,040 | $ | 5,920 | |||||||
Newsprint, ink and other inventories | Newsprint, ink and other inventories | ||||||||||||
Newsprint, ink and other inventories are stated at the lower of cost (based principally on the first‑in, first‑out method) or current market value. During fiscal year 2014, we recorded a $2.0 million write‑down of non-newsprint inventory. | |||||||||||||
Property, plant and equipment | Property, plant and equipment | ||||||||||||
Property, plant and equipment (“PP&E”) are recorded at cost. Additions and substantial improvements, as well as interest expense incurred during construction, are capitalized. Capitalized interest was not material in fiscal year 2014, 2013 or 2012. Expenditures for maintenance and repairs are charged to expense as incurred. When PP&E is sold or retired, the asset and related accumulated depreciation are removed from the accounts and the associated gain or loss is recognized. | |||||||||||||
Property, plant and equipment consisted of the following: | |||||||||||||
December 28, | December 29, | Estimated | |||||||||||
(in thousands) | 2014 | 2013 | Useful Lives | ||||||||||
Land | $ | 89,083 | $ | 97,631 | |||||||||
Building and improvements | 337,727 | 356,320 | 5 | - | 60 | years | |||||||
Equipment | 691,289 | 741,648 | 2 | - | 25 | years | -1 | ||||||
Construction in process | 2,696 | 10,529 | |||||||||||
1,120,795 | 1,206,128 | ||||||||||||
Less accumulated depreciation | -716,557 | -747,423 | |||||||||||
Property, plant and equipment, net | $ | 404,238 | $ | 458,705 | |||||||||
-1 | Presses are 9 - 25 years and other equipment is 2 - 15 years | ||||||||||||
We record depreciation using the straight‑line method over estimated useful lives. The useful lives are estimated at the time the assets are acquired and are based on historical experience with similar assets and anticipated technological changes. Our depreciation expense was $60.7 million, $64.4 million and $66.3 million in fiscal years 2014, 2013 and 2012, respectively. | |||||||||||||
We review the carrying amount of long‑lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Events that result in an impairment review include the decision to close a location or a significant decrease in the operating performance of the long‑lived asset. Long‑lived assets are considered impaired if the estimated undiscounted future cash flows of the asset or asset group are less than the carrying amount. For impaired assets, we recognize a loss equal to the difference between the carrying amount of the asset or asset group and its estimated fair value, which is recorded in operating expenses in the consolidated statements of operations. The estimated fair value of the asset or asset group is based on the undiscounted discounted future cash flows of the asset or asset group. The asset group is defined as the lowest level for which identifiable cash flows are available. | |||||||||||||
During fiscal year 2014, we incurred $13.5 million in accelerated depreciation (i) related to the production equipment associated with outsourcing our printing process at one newspaper and (ii) resulting from moving the printing operations for another newspaper to a newly purchased production facility. During fiscal year 2013, we incurred $11.4 million in accelerated depreciation (i) resulting from equipment formerly used in our Miami operations prior to the relocation of these operations, (ii) related to the production equipment associated with outsourcing our printing process at one of our newspapers and (iii) moving the printing operations for another newspaper. | |||||||||||||
Assets held for sale | Assets held for sale | ||||||||||||
During fiscal year 2014, we identified and began to actively market for sale one of our production facilities for a newspaper at which we outsourced our printing to a third party. These assets consisted primarily of undeveloped land and an office building. In connection with the classification to assets held for sale, the carrying value of the land and office building was reduced to their estimated fair value less selling costs, as determined based on the current market conditions and the selling prices. As a result, an impairment charge of $1.0 million was recorded in fiscal year 2014 and is included in asset impairments on the consolidated statements of operations. During fiscal year 2014, we completed the sale of substantially all of our assets previously held for sale. | |||||||||||||
Investments in unconsolidated companies | Investments in unconsolidated companies | ||||||||||||
We use the equity method of accounting for our investments in, and earnings or losses of, companies that we do not control but over which we do exert significant influence. We consider whether the fair values of any of our equity method investments have declined below their carrying value whenever adverse events or changes in circumstances indicate that recorded values may not be recoverable. If we consider any decline to be other than temporary (based on various factors, including historical financial results and the overall health of the investee), then a write‑down would be recorded to estimated fair value. See Note 2 for discussion of investments in unconsolidated companies. | |||||||||||||
Segment reporting | Segment reporting | ||||||||||||
Our primary business is the publication of newspapers and related digital and direct marketing products. We have two operating segments that we aggregate into a single reportable segment because each has similar economic characteristics, products, customers and distribution methods. Each operating segment consists primarily of a group of newspapers reporting to segment managers. One operating segment consists primarily of our newspaper operations in California, the Northwest and Texas, while the other operating segment consists primarily of newspaper operations in the Southeast, Florida and the Midwest. | |||||||||||||
Goodwill and intangible impairment | Goodwill and intangible impairment | ||||||||||||
We test for impairment of goodwill annually, at year‑end, or whenever events occur or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The required two‑step approach uses accounting judgments and estimates of future operating results. Changes in estimates or the application of alternative assumptions could produce significantly different results. Impairment testing is done at a reporting unit level. We perform this testing on operating segments, which are also considered our reporting units. An impairment loss generally is recognized when the carrying amount of the reporting unit’s net assets exceeds the estimated fair value of the reporting unit. The fair value of our reporting units is determined using a combination of a discounted cash flow model and market based approaches. The estimates and judgments that most significantly affect the fair value calculation are assumptions related to revenue growth, newsprint prices, compensation levels, discount rate and private and public market trading multiples for newspaper assets for the market based approach. We consider current market capitalization, based upon the recent stock market prices, plus an estimated control premium in determining the reasonableness of the aggregate fair value of the reporting units. We determined that no impairment charge was required in fiscal years 2014, 2013 or 2012. Also see Note 4. | |||||||||||||
Newspaper mastheads (newspaper titles and website domain names) are not subject to amortization and are tested for impairment annually, at year‑end, or more frequently if events or changes in circumstances indicate that the asset might be impaired. The impairment test consists of a comparison of the fair value of each newspaper masthead with its carrying amount. We use a relief from royalty approach which utilizes a discounted cash flow model, as discussed above, to determine the fair value of each newspaper masthead. We determined that an impairment charge of approximately $5.2 million and $5.3 million in fiscal years 2014 and 2013, respectively, was required. We determined that no impairment charge was required in fiscal year 2012. Also see Note 4 for greater detail of our intangible assets. | |||||||||||||
Long‑lived assets such as intangible assets (primarily advertiser and subscriber lists) are amortized and tested for recoverability whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. The carrying amount of each asset group is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use of such asset group. We had no impairment of long‑lived assets subject to amortization during fiscal years 2014, 2013 or 2012. | |||||||||||||
Stock-based compensation | Stock‑based compensation | ||||||||||||
All stock‑based payments, including grants of stock appreciation rights, restricted stock units and common stock under equity incentive plans, are recognized in the financial statements based on their fair values. At December 28, 2014, we had two stock‑based compensation plans. | |||||||||||||
Income Taxes | Income taxes | ||||||||||||
We account for income taxes using the liability method. Under this method, deferred tax assets and liabilities are determined based on differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that are expected to be in effect when the differences are expected to reverse. | |||||||||||||
Current accounting standards in the United States prescribe a recognition threshold and measurement of a tax position taken or expected to be taken in an enterprise’s tax returns. We recognize accrued interest related to unrecognized tax benefits in interest expense. Accrued penalties are recognized as a component of income tax expense. | |||||||||||||
Fair Value of Financial Instruments | Fair value of financial instruments | ||||||||||||
We account for certain assets and liabilities at fair value. The hierarchy below lists three levels of fair value based on the extent to which inputs used in measuring fair value are observable in the market. We categorize each of our fair value measurements in one of these three levels based on the lowest level input that is significant to the fair value measurement in its entirety. These levels are: | |||||||||||||
Level 1 | — | Unadjusted quoted prices available in active markets for identical investments as of the reporting date. | |||||||||||
Level 2 | — | Observable inputs to the valuation methodology are other than Level 1 inputs and are either directly or indirectly observable as of the reporting date and fair value can be determined through the use of models or other valuation methodologies. | |||||||||||
Level 3 | — | Inputs to the valuation methodology are unobservable inputs in situations where there is little or no market activity for the asset or liability, and the reporting entity makes estimates and assumptions related to the pricing of the asset or liability including assumptions regarding risk. | |||||||||||
Our policy is to recognize significant transfers between levels at the actual date of the event or circumstance that caused the transfer. The following methods and assumptions were used to estimate the fair value of each class of financial instruments: | |||||||||||||
Cash and cash equivalents, accounts receivable, and accounts payable. The carrying amount of these items approximates fair value. | |||||||||||||
Long‑term debt. The fair value of long‑term debt is determined using quoted market prices and other inputs that were derived from available market information including the current market activity of our publicly‑traded notes and bank debt, trends in investor demand and market values of comparable publicly‑traded debt. These are considered to be Level 2 inputs under the fair value measurements and disclosure guidance, and may not be representative of actual. At December 28, 2014, both the estimated fair value and carrying value of long‑term debt were $1.0 billion. | |||||||||||||
Certain assets are measured at fair value on a nonrecurring basis; that is, they are subject to fair value adjustments only in certain circumstances (for example, when there is evidence of impairment). Our non‑financial assets measured at fair value on a nonrecurring basis in the accompanying consolidated balance sheet as of December 28, 2014, were assets held for sale, goodwill, intangible assets not subject to amortization and equity method investments. All of these were measured using Level 3 inputs. We utilize valuation techniques that seek to maximize the use of observable inputs and minimize the use of unobservable inputs. | |||||||||||||
Accumulated Other Comprehensive Loss | Accumulated other comprehensive loss | ||||||||||||
We record changes in our net assets from non‑owner sources in our consolidated statements of stockholders’ equity. Such changes relate primarily to valuing our pension liabilities, net of tax effects. | |||||||||||||
Our accumulated other comprehensive loss (“AOCL”) and reclassifications from AOCL, net of tax, consisted of the following: | |||||||||||||
Other | |||||||||||||
Minimum | Comprehensive | ||||||||||||
Pension and | Loss | ||||||||||||
Post- | Related to | ||||||||||||
Retirement | Equity | ||||||||||||
(in thousands) | Liability | Investments | Total | ||||||||||
Balance at December 30, 2012 | $ | -473,448 | $ | -7,868 | $ | -481,316 | |||||||
Other comprehensive income (loss) before reclassifications | — | -364 | -364 | ||||||||||
Amounts reclassified from AOCL | 176,779 | — | 176,779 | ||||||||||
Other comprehensive income (loss) | 176,779 | -364 | 176,415 | ||||||||||
Balance at December 29, 2013 | $ | -296,669 | $ | -8,232 | $ | -304,901 | |||||||
Other comprehensive income (loss) before reclassifications | — | -819 | -819 | ||||||||||
Amounts reclassified from AOCL | -110,883 | — | -110,883 | ||||||||||
Other comprehensive income (loss) | -110,883 | -819 | -111,702 | ||||||||||
Balance at December 28, 2014 | $ | -407,552 | $ | -9,051 | $ | -416,603 | |||||||
Amount Reclassified from AOCL (in thousands) | |||||||||||||
Year Ended | Year Ended | ||||||||||||
December 28, | December 29, | Affected Line in the | |||||||||||
AOCL Component | 2014 | 2013 | Consolidated Statements of Operations | ||||||||||
Minimum pension and post-retirement liability | $ | -184,805 | $ | 294,632 | Compensation | ||||||||
73,922 | -117,853 | Provision (benefit) for income taxes | |||||||||||
$ | -110,883 | $ | 176,779 | Net of tax | |||||||||
Earnings Per Share (EPS) | Earnings per share (EPS) | ||||||||||||
Basic EPS excludes dilution from common stock equivalents and reflects income divided by the weighted average number of common shares outstanding for the period. Diluted EPS is based upon the weighted average number of outstanding shares of common stock and dilutive common stock equivalents in the period. Common stock equivalents arise from dilutive stock options, restricted stock units and restricted stock and are computed using the treasury stock method. The weighted average anti‑dilutive stock options that could potentially dilute basic EPS in the future, but were not included in the weighted average share calculation consisted of the following: | |||||||||||||
Years Ended | |||||||||||||
December 28, | December 29, | December 30, | |||||||||||
(shares in thousands) | 2014 | 2013 | 2012 | ||||||||||
Anti-dilutive stock options | 1,519 | 4,941 | 6,814 | ||||||||||
SIGNIFICANT_ACCOUNTING_POLICIE2
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended | ||||||||||||
Dec. 28, 2014 | |||||||||||||
SIGNIFICANT ACCOUNTING POLICIES | |||||||||||||
Schedule of allowance for doubtful accounts | |||||||||||||
Years Ended | |||||||||||||
December 28, | December 29, | December 30, | |||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||||
Balance at beginning of year | $ | 6,040 | $ | 5,920 | $ | 7,341 | |||||||
Charged to costs and expenses | 9,305 | 8,481 | 6,089 | ||||||||||
Amounts written off | -9,229 | -8,361 | -7,510 | ||||||||||
Disposition of discontinued operations | -216 | — | — | ||||||||||
Balance at end of year | $ | 5,900 | $ | 6,040 | $ | 5,920 | |||||||
Schedule of components of property, plant and equipment | |||||||||||||
December 28, | December 29, | Estimated | |||||||||||
(in thousands) | 2014 | 2013 | Useful Lives | ||||||||||
Land | $ | 89,083 | $ | 97,631 | |||||||||
Building and improvements | 337,727 | 356,320 | 5 | - | 60 | years | |||||||
Equipment | 691,289 | 741,648 | 2 | - | 25 | years | -1 | ||||||
Construction in process | 2,696 | 10,529 | |||||||||||
1,120,795 | 1,206,128 | ||||||||||||
Less accumulated depreciation | -716,557 | -747,423 | |||||||||||
Property, plant and equipment, net | $ | 404,238 | $ | 458,705 | |||||||||
-1 | Presses are 9 - 25 years and other equipment is 2 - 15 years | ||||||||||||
Schedule of components of accumulated other comprehensive loss and reclassifications, net of tax | |||||||||||||
Other | |||||||||||||
Minimum | Comprehensive | ||||||||||||
Pension and | Loss | ||||||||||||
Post- | Related to | ||||||||||||
Retirement | Equity | ||||||||||||
(in thousands) | Liability | Investments | Total | ||||||||||
Balance at December 30, 2012 | $ | -473,448 | $ | -7,868 | $ | -481,316 | |||||||
Other comprehensive income (loss) before reclassifications | — | -364 | -364 | ||||||||||
Amounts reclassified from AOCL | 176,779 | — | 176,779 | ||||||||||
Other comprehensive income (loss) | 176,779 | -364 | 176,415 | ||||||||||
Balance at December 29, 2013 | $ | -296,669 | $ | -8,232 | $ | -304,901 | |||||||
Other comprehensive income (loss) before reclassifications | — | -819 | -819 | ||||||||||
Amounts reclassified from AOCL | -110,883 | — | -110,883 | ||||||||||
Other comprehensive income (loss) | -110,883 | -819 | -111,702 | ||||||||||
Balance at December 28, 2014 | $ | -407,552 | $ | -9,051 | $ | -416,603 | |||||||
Schedule of reclassification out of accumulated other comprehensive income | |||||||||||||
Amount Reclassified from AOCL (in thousands) | |||||||||||||
Year Ended | Year Ended | ||||||||||||
December 28, | December 29, | Affected Line in the | |||||||||||
AOCL Component | 2014 | 2013 | Consolidated Statements of Operations | ||||||||||
Minimum pension and post-retirement liability | $ | -184,805 | $ | 294,632 | Compensation | ||||||||
73,922 | -117,853 | Provision (benefit) for income taxes | |||||||||||
$ | -110,883 | $ | 176,779 | Net of tax | |||||||||
Summary of anti-dilutive stock options | |||||||||||||
Years Ended | |||||||||||||
December 28, | December 29, | December 30, | |||||||||||
(shares in thousands) | 2014 | 2013 | 2012 | ||||||||||
Anti-dilutive stock options | 1,519 | 4,941 | 6,814 | ||||||||||
DIVESTITURE_Tables
DIVESTITURE (Tables) | 12 Months Ended | ||||||||||
Dec. 28, 2014 | |||||||||||
DIVESTITURE | |||||||||||
Schedule of major classes of assets and liabilities | |||||||||||
December 29, | |||||||||||
(in thousands) | 2013 | ||||||||||
Current assets | $ | 5,390 | |||||||||
Property, plant and equipment, net | 8,362 | ||||||||||
Goodwill and other assets | 17,275 | ||||||||||
Total assets | $ | 31,027 | |||||||||
Current liabilities | $ | 2,456 | |||||||||
Non current liabilities | 54 | ||||||||||
Total liabilities | $ | 2,510 | |||||||||
Summary of financial information for the operations | |||||||||||
Year Ended | |||||||||||
December 28, | December 29, | December 30, | |||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||
Revenues | $ | 9,071 | $ | 27,389 | $ | 29,795 | |||||
Income (loss) from discontinued operations, before taxes | $ | -203 | $ | 3,956 | $ | 6,165 | |||||
Income tax provision | 251 | 1,597 | 2,343 | ||||||||
Income (loss) from discontinued operations, net of tax, before loss on sale | $ | -454 | $ | 2,359 | $ | 3,822 | |||||
Gain on sale of discontinued operations | $ | 5,391 | $ | — | $ | — | |||||
Income tax provision | 6,925 | — | — | ||||||||
Loss on sale of discontinued operations, net of tax | -1,534 | — | — | ||||||||
Income (loss) from discontinued operations, net of tax | $ | -1,988 | $ | 2,359 | $ | 3,822 | |||||
INVESTMENTS_IN_UNCONSOLIDATED_1
INVESTMENTS IN UNCONSOLIDATED COMPANIES (Tables) | 12 Months Ended | ||||||||||
Dec. 28, 2014 | |||||||||||
INVESTMENTS IN UNCONSOLIDATED COMPANIES | |||||||||||
Summary of carrying value of investments in unconsolidated companies | |||||||||||
(in thousands) | % Ownership | December 28, | December 29, | ||||||||
Company | Interest | 2014 | 2013 | ||||||||
CareerBuilder, LLC | 15 | $ | 226,965 | $ | 214,579 | ||||||
Classified Ventures, LLC (see discussion below) | — | — | 73,692 | ||||||||
Other | Various | 3,508 | 12,298 | ||||||||
$ | 230,473 | $ | 300,569 | ||||||||
Schedule of dividend received and other equity distributions | |||||||||||
Years Ended | |||||||||||
December 28, | December 29, | ||||||||||
(in thousands) | 2014 | 2013 | |||||||||
CareerBuilder, LLC | $ | 6,750 | $ | 13,500 | |||||||
Classified Ventures, LLC | 152,876 | 22,996 | |||||||||
Other | 2,700 | 5,940 | |||||||||
$ | 162,326 | $ | 42,436 | ||||||||
Summary of expenses incurred for products provided by unconsolidated companies and recorded in operating expenses | |||||||||||
Years Ended | |||||||||||
December 28, | December 29, | December 30, | |||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||
CareerBuilder, LLC | $ | 1,024 | $ | 1,109 | $ | 1,159 | |||||
Classified Ventures, LLC | 20,299 | 16,642 | 14,159 | ||||||||
Ponderay (general partnership) | 10,433 | 16,313 | 22,358 | ||||||||
Summary of financial information for company's investments in unconsolidated companies on a combined basis | |||||||||||
December 28, | December 29, | ||||||||||
(in thousands) | 2014 | 2013 | |||||||||
Current assets | $ | 359,349 | $ | 479,684 | |||||||
Noncurrent assets | 577,837 | 608,267 | |||||||||
Current liabilities | 247,825 | 320,440 | |||||||||
Noncurrent liabilities | 180,764 | 277,518 | |||||||||
Equity | 508,597 | 489,993 | |||||||||
Summary of income statement information from the entities accounted for under the equity method | |||||||||||
Years Ended | |||||||||||
December 28, | December 29, | December 30, | |||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||
Net revenues | $ | 1,368,593 | $ | 1,512,534 | $ | 1,427,657 | |||||
Gross profit | 1,155,091 | 1,262,104 | 1,179,819 | ||||||||
Operating income | 146,809 | 231,952 | 169,236 | ||||||||
Net income | 151,519 | 247,441 | 141,387 | ||||||||
INTANGIBLE_ASSETS_AND_GOODWILL1
INTANGIBLE ASSETS AND GOODWILL (Tables) | 12 Months Ended | ||||||||||||||||||||
Dec. 28, 2014 | |||||||||||||||||||||
INTANGIBLE ASSETS AND GOODWILL | |||||||||||||||||||||
Schedule of Intangible Assets and Goodwill [Table Text Block] | |||||||||||||||||||||
December 29, | Acquired | Disposition | Impairment | Amortization | December 28, | ||||||||||||||||
(in thousands) | 2013 | Adjustment | Adjustment | Charges | Expense | 2014 | |||||||||||||||
Intangible assets subject to amortization | $ | 835,461 | $ | 3,100 | $ | -5,307 | $ | — | $ | — | $ | 833,254 | |||||||||
Accumulated amortization | -567,737 | — | 5,307 | — | -52,948 | -615,378 | |||||||||||||||
267,724 | 3,100 | — | — | -52,948 | 217,876 | ||||||||||||||||
Mastheads | 198,242 | — | — | -5,203 | — | 193,039 | |||||||||||||||
Goodwill | 1,013,002 | — | -16,887 | — | — | 996,115 | |||||||||||||||
Total | $ | 1,478,968 | $ | 3,100 | $ | -16,887 | $ | -5,203 | $ | -52,948 | $ | 1,407,030 | |||||||||
December 30, | Acquired | Disposition | Impairment | Amortization | December 29, | ||||||||||||||||
(in thousands) | 2012 | Adjustment | Adjustment | Charges | Expense | 2013 | |||||||||||||||
Intangible assets subject to amortization | $ | 834,961 | $ | 500 | $ | — | $ | — | $ | — | $ | 835,461 | |||||||||
Accumulated amortization | -510,546 | — | — | — | -57,191 | -567,737 | |||||||||||||||
324,415 | 500 | — | — | -57,191 | 267,724 | ||||||||||||||||
Mastheads | 203,587 | — | — | -5,345 | — | 198,242 | |||||||||||||||
Goodwill | 1,012,011 | 991 | — | — | — | 1,013,002 | |||||||||||||||
Total | $ | 1,540,013 | $ | 1,491 | $ | — | $ | -5,345 | $ | -57,191 | $ | 1,478,968 | |||||||||
Accumulated Changes in indefinite lived intangible assets and goodwill | |||||||||||||||||||||
December 28, 2014 | December 29, 2013 | ||||||||||||||||||||
Original Gross | Accumulated | Carrying | Original Gross | Accumulated | Carrying | ||||||||||||||||
(in thousands) | Amount | Impairment | Amount | Amount | Impairment | Amount | |||||||||||||||
Mastheads | $ | 683,000 | $ | -489,961 | $ | 193,039 | $ | 683,000 | $ | -484,758 | $ | 198,242 | |||||||||
Goodwill | 3,571,111 | -2,574,996 | 996,115 | 3,587,998 | -2,574,996 | 1,013,002 | |||||||||||||||
Total | $ | 4,254,111 | $ | -3,064,957 | $ | 1,189,154 | $ | 4,270,998 | $ | -3,059,754 | $ | 1,211,244 | |||||||||
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | |||||||||||||||||||||
Amortization | |||||||||||||||||||||
Expense | |||||||||||||||||||||
Year | (in thousands) | ||||||||||||||||||||
2015 | $ | 48,357 | |||||||||||||||||||
2016 | 47,986 | ||||||||||||||||||||
2017 | 48,907 | ||||||||||||||||||||
2018 | 47,275 | ||||||||||||||||||||
2019 | 23,769 | ||||||||||||||||||||
LONGTERM_DEBT_Tables
LONG-TERM DEBT (Tables) | 12 Months Ended | ||||||||||
Dec. 28, 2014 | |||||||||||
LONG-TERM DEBT | |||||||||||
Summary of company's long-term debt | |||||||||||
Face Value at | Carrying Value | ||||||||||
December 28, | December 28, | December 29, | |||||||||
(in thousands) | 2014 | 2014 | 2013 | ||||||||
Notes: | |||||||||||
9.00% senior secured notes due in 2022 | $ | 555,785 | $ | 555,785 | $ | 900,000 | |||||
4.625% notes due in 2014 | — | — | 28,548 | ||||||||
5.750% notes due in 2017 | 111,299 | 108,489 | 252,259 | ||||||||
7.150% debentures due in 2027 | 89,188 | 84,076 | 83,684 | ||||||||
6.875% debentures due in 2029 | 276,230 | 258,607 | 257,380 | ||||||||
Long-term debt | $ | 1,032,502 | $ | 1,006,957 | $ | 1,521,871 | |||||
Less current portion | — | 28,548 | |||||||||
Total long-term debt, net of current | $ | 1,006,957 | $ | 1,493,323 | |||||||
Redeemed or repurchase of notes | |||||||||||
(in thousands) | Face Value | ||||||||||
9.00% senior secured notes due in 2022 | $ | 344,215 | |||||||||
5.750% notes due in 2017 | 149,999 | ||||||||||
Total notes repurchased | $ | 494,214 | |||||||||
Annual maturities of debt | |||||||||||
Payments | |||||||||||
Year | (in thousands) | ||||||||||
2015 | $ | — | |||||||||
2016 | — | ||||||||||
2017 | 111,299 | ||||||||||
2018 | — | ||||||||||
2019 | — | ||||||||||
Thereafter | 921,203 | ||||||||||
Debt principal | $ | 1,032,502 | |||||||||
INCOME_TAXES_Tables
INCOME TAXES (Tables) | 12 Months Ended | ||||||||||
Dec. 28, 2014 | |||||||||||
INCOME TAXES | |||||||||||
Schedule of income tax provision (benefit) related to continuing operations | |||||||||||
Years Ended | |||||||||||
December 28, | December 29, | December 30, | |||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||
Current: | |||||||||||
Federal | $ | 233,247 | $ | 16,100 | $ | 2,523 | |||||
State | 30,216 | 5,108 | -16,636 | ||||||||
Deferred: | |||||||||||
Federal | -29,182 | -7,262 | -4,595 | ||||||||
State | -3,051 | -2,287 | -5,017 | ||||||||
Income tax provision (benefit) | $ | 231,230 | $ | 11,659 | $ | -23,725 | |||||
Schedule of reconciliation of effective tax rate expense (benefit) for continuing operations and the statutory federal income tax rate | |||||||||||
Years Ended | |||||||||||
December 28, | December 29, | December 30, | |||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||
Statutory rate | 35.0 | % | 35.0 | % | -35 | % | |||||
State taxes, net of federal benefit | 3.0 | 12.3 | 5.4 | ||||||||
Changes in estimates | — | — | 0.2 | ||||||||
Changes in unrecognized tax benefits | — | -6 | -43.8 | ||||||||
Settlements | -0.1 | -1.5 | -25.4 | ||||||||
Other | 0.1 | 3.1 | 3.0 | ||||||||
Stock compensation | 0.1 | -1.4 | 9.9 | ||||||||
Effective tax rate | 38.1 | % | 41.5 | % | -85.7 | % | |||||
Schedule of components of deferred tax assets and liabilities | |||||||||||
December 28, | December 29, | ||||||||||
(in thousands) | 2014 | 2013 | |||||||||
Deferred tax assets: | |||||||||||
Compensation benefits | $ | 248,585 | $ | 187,516 | |||||||
State taxes | 6,061 | 3,625 | |||||||||
State loss carryovers | 2,266 | 5,007 | |||||||||
Other | 4,508 | 4,727 | |||||||||
Total deferred tax assets | 261,420 | 200,875 | |||||||||
Valuation allowance | -2,265 | -3,741 | |||||||||
Net deferred tax assets | 259,155 | 197,134 | |||||||||
Deferred tax liabilities: | |||||||||||
Depreciation and amortization | 195,616 | 213,159 | |||||||||
Investments in unconsolidated subsidiaries | 52,711 | 71,840 | |||||||||
Debt discount | 9,618 | 12,434 | |||||||||
Deferred gain on debt | 26,318 | 33,007 | |||||||||
Total deferred tax liabilities | 284,263 | 330,440 | |||||||||
Net deferred tax liabilities | $ | 25,108 | $ | 133,306 | |||||||
Schedule of reconciliation of the beginning and ending amount of unrecognized tax benefits | |||||||||||
Years Ended | |||||||||||
December 28, | December 29, | December 30, | |||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||
Balance at beginning of fiscal year | $ | 12,889 | $ | 8,649 | $ | 30,463 | |||||
Increases based on tax positions in prior year | 1 | 7,631 | — | ||||||||
Decreases based on tax positions in prior year | -363 | -935 | -9,933 | ||||||||
Increases based on tax positions in current year | 1,357 | 1,386 | 745 | ||||||||
Settlements | -49 | -259 | -643 | ||||||||
Lapse of statute of limitations | -789 | -3,583 | -11,983 | ||||||||
Balance at end of fiscal year | $ | 13,046 | $ | 12,889 | $ | 8,649 | |||||
Schedule of tax years and related taxing jurisdictions that were open for audit | |||||||||||
Open | Years Under | ||||||||||
Taxing Jurisdiction | Tax Year | Exam | |||||||||
Federal | 2011-2014 | — | |||||||||
California | 2010-2014 | — | |||||||||
Other States | 2006-2014 | 2011-2012 | |||||||||
EMPLOYEE_BENEFITS_Tables
EMPLOYEE BENEFITS (Tables) | 12 Months Ended | ||||||||||||||
Dec. 28, 2014 | |||||||||||||||
EMPLOYEE BENEFITS | |||||||||||||||
Schedule of reconciliations of the pension and post-retirement benefit plans' benefit obligations, fair value of assets and funded status | |||||||||||||||
Pension Benefits | Post-retirement Benefits | ||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||
Change in Benefit Obligation | |||||||||||||||
Benefit obligation, beginning of year | $ | 1,849,321 | $ | 2,073,218 | $ | 12,586 | $ | 15,932 | |||||||
Service cost | 8,030 | 5,545 | — | — | |||||||||||
Interest cost | 91,004 | 84,596 | 514 | 497 | |||||||||||
Plan participants’ contributions | — | — | 267 | 586 | |||||||||||
Actuarial (gain)/loss | 213,176 | -214,353 | 467 | -754 | |||||||||||
Gross benefits paid | -101,441 | -94,253 | -1,611 | -3,289 | |||||||||||
Plan amendment | — | — | -1,621 | -386 | |||||||||||
Administrative expenses | -8,183 | -5,432 | — | — | |||||||||||
Benefit obligation, end of year | $ | 2,051,907 | $ | 1,849,321 | $ | 10,602 | $ | 12,586 | |||||||
Pension Benefits | Post-retirement Benefits | ||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||
Change in Plan Assets | |||||||||||||||
Fair value of plan assets, beginning of year | $ | 1,432,695 | $ | 1,358,877 | $ | — | $ | — | |||||||
Actual return on plan assets | 122,133 | 157,614 | — | — | |||||||||||
Employer contribution | 33,482 | 15,889 | 1,344 | 2,703 | |||||||||||
Plan participants’ contributions | — | — | 267 | 586 | |||||||||||
Gross benefits paid | -101,441 | -94,253 | -1,611 | -3,289 | |||||||||||
Administrative expenses | -8,183 | -5,432 | — | — | |||||||||||
Fair value of plan assets, end of year | $ | 1,478,686 | $ | 1,432,695 | $ | — | $ | — | |||||||
Pension Benefits | Post-retirement Benefits | ||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||
Funded Status | |||||||||||||||
Fair value of plan assets | $ | 1,478,686 | $ | 1,432,695 | $ | — | $ | — | |||||||
Benefit obligations | -2,051,907 | -1,849,321 | -10,602 | -12,586 | |||||||||||
Funded status and amount recognized, end of year | $ | -573,221 | $ | -416,626 | $ | -10,602 | $ | -12,586 | |||||||
Schedule of amounts recognized in the consolidated balance sheet | |||||||||||||||
Pension Benefits | Post-retirement Benefits | ||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||
Current liability | $ | -8,529 | $ | -33,418 | $ | -1,270 | $ | -1,585 | |||||||
Noncurrent liability | -564,692 | -383,208 | -9,332 | -11,001 | |||||||||||
$ | -573,221 | $ | -416,626 | $ | -10,602 | $ | -12,586 | ||||||||
Schedule of amounts recognized in accumulated other comprehensive income | |||||||||||||||
Pension Benefits | Post-retirement Benefits | ||||||||||||||
(in thousands) | 2014 | 2013 | 2014 | 2013 | |||||||||||
Net actuarial loss/(gain) | $ | 701,408 | $ | 518,914 | $ | -9,385 | $ | -11,041 | |||||||
Prior service cost/(credit) | — | 12 | -12,768 | -13,436 | |||||||||||
$ | 701,408 | $ | 518,926 | $ | -22,153 | $ | -24,477 | ||||||||
Schedule of elements of retirement expense | |||||||||||||||
Years Ended | |||||||||||||||
December 28, | December 29, | December 30, | |||||||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||||||
Pension plans: | |||||||||||||||
Service Cost | $ | 8,030 | $ | 5,545 | $ | 5,540 | |||||||||
Interest Cost | 91,004 | 84,596 | 91,898 | ||||||||||||
Expected return on plan assets | -107,460 | -101,053 | -107,760 | ||||||||||||
Prior service cost amortization | 12 | 14 | 14 | ||||||||||||
Actuarial loss | 16,009 | 25,557 | 12,687 | ||||||||||||
Net pension expense | 7,595 | 14,659 | 2,379 | ||||||||||||
Net post-retirement benefit credit | -2,963 | -2,497 | -995 | ||||||||||||
Net retirement expenses | $ | 4,632 | $ | 12,162 | $ | 1,384 | |||||||||
Schedule of weighted average assumptions used for valuing benefit obligations | |||||||||||||||
Pension Benefit | Post-retirement | ||||||||||||||
Obligations | Obligations | ||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||
Discount rate | 4.24 | % | 5.01 | % | 3.69 | % | 4.36 | % | |||||||
Schedule of weighted average assumptions used in calculating expense | |||||||||||||||
Pension Benefit Expense | Post-retirement Expense | ||||||||||||||
December 28, | December 29, | December 30, | December 28, | December 29, | December 30, | ||||||||||
2014 | 2013 | 2012 | 2014 | 2013 | 2012 | ||||||||||
Expected long-term return on plan assets | 8.00 | % | 8.00 | % | 8.25 | % | N/A | N/A | N/A | ||||||
Discount rate | 5.01 | % | 4.17 | % | 5.31 | % | 4.36 | % | 3.39 | % | 4.26 % / 3.31 | % | (1) | ||
-1 | 4.26% for January 2012 to September 2012; 3.31% for October 2012 to December 2012 due to plan change. | ||||||||||||||
Summary of expected benefit payments to retirees under the Company's retirement and post-retirement plans | |||||||||||||||
Retirement | Post-retirement | ||||||||||||||
(in thousands) | Plans (1) | Plans | |||||||||||||
2015 | $ | 98,178 | $ | 1,270 | |||||||||||
2016 | 100,455 | 1,188 | |||||||||||||
2017 | 104,703 | 1,108 | |||||||||||||
2018 | 107,539 | 1,031 | |||||||||||||
2019 | 112,049 | 955 | |||||||||||||
2020-2024 | 603,352 | 3,694 | |||||||||||||
Total | $ | 1,126,276 | $ | 9,246 | |||||||||||
-1 | Largely to be paid from the qualified defined benefit pension plan | ||||||||||||||
Summary of pension plan's financial instruments that are carried at fair value on a recurring basis by the fair value hierarchy levels | |||||||||||||||
2014 | |||||||||||||||
Plan Assets | |||||||||||||||
(in thousands) | Level 1 | Level 2 | Level 3 | Total | |||||||||||
Cash and cash equivalents | $ | 1,068 | $ | — | $ | — | $ | 1,068 | |||||||
Mutual funds | 485,488 | — | — | 485,488 | |||||||||||
Corporate debt instruments | — | 106 | — | 106 | |||||||||||
Common collective trusts | — | 937,809 | — | 937,809 | |||||||||||
Real estate | — | — | 47,579 | 47,579 | |||||||||||
Other | — | — | 6,636 | 6,636 | |||||||||||
Total | $ | 486,556 | $ | 937,915 | $ | 54,215 | 1,478,686 | ||||||||
Pending trades | — | ||||||||||||||
$ | 1,478,686 | ||||||||||||||
2013 | |||||||||||||||
Plan Assets | |||||||||||||||
(in thousands) | Level 1 | Level 2 | Level 3 | Total | |||||||||||
Cash and cash equivalents | $ | 844 | $ | — | $ | — | $ | 844 | |||||||
Mutual funds | 273,450 | — | — | 273,450 | |||||||||||
Corporate debt instruments | — | 105 | — | 105 | |||||||||||
U.S. Government securities | — | 112,530 | — | 112,530 | |||||||||||
Common collective trusts | — | 980,317 | — | 980,317 | |||||||||||
Real estate | — | — | 52,265 | 52,265 | |||||||||||
Other | — | — | 7,167 | 7,167 | |||||||||||
Total | $ | 274,294 | $ | 1,092,952 | $ | 59,432 | 1,426,678 | ||||||||
Pending trades | 6,017 | ||||||||||||||
$ | 1,432,695 | ||||||||||||||
Summary of changes in the fair value of the pension plan's Level 3 investment assets | |||||||||||||||
(in thousands) | Real Estate | Private Equity (1) | Total | ||||||||||||
Beginning Balance, December 29, 2013 | $ | 52,265 | $ | 7,167 | $ | 59,432 | |||||||||
Purchases, issuances, sales, settlements | -3,312 | — | -3,312 | ||||||||||||
Realized gains (losses) | 3,973 | -16,153 | -12,180 | ||||||||||||
Transfer in or out of level 3 | -3,973 | -483 | -4,456 | ||||||||||||
Unrealized gains (losses) | -1,374 | 16,105 | 14,731 | ||||||||||||
Ending Balance, December 28, 2014 | $ | 47,579 | $ | 6,636 | $ | 54,215 | |||||||||
-1 | The activity within the unrealized gains (losses) and the realized gains (losses) relates to closing out two funds within the private equity funds. There was no impact to the total asset value of the private equity funds as a result of these transactions. | ||||||||||||||
(in thousands) | Real Estate | Private Equity | Total | ||||||||||||
Beginning Balance, December 30, 2012 | $ | 51,579 | $ | 6,408 | $ | 57,987 | |||||||||
Purchases, issuances, sales, settlements | — | — | — | ||||||||||||
Realized gains | 4,817 | — | 4,817 | ||||||||||||
Transfer in or out of level 3 | -4,817 | -167 | -4,984 | ||||||||||||
Unrealized gains | 686 | 926 | 1,612 | ||||||||||||
Ending Balance, December 29, 2013 | $ | 52,265 | $ | 7,167 | $ | 59,432 | |||||||||
CASH_FLOW_INFORMATION_Tables
CASH FLOW INFORMATION (Tables) | 12 Months Ended | ||||||||||
Dec. 28, 2014 | |||||||||||
CASH FLOW INFORMATION | |||||||||||
Schedule of cash paid for interest and income taxes | |||||||||||
Year Ended | |||||||||||
December 28, | December 29, | December 30, | |||||||||
(in thousands) | 2014 | 2013 | 2012 | ||||||||
Interest paid (net of amount capitalized) (1) | $ | 121,375 | $ | 127,257 | $ | 173,742 | |||||
Income taxes paid (net of refunds) | 77,622 | 21,019 | 37,137 | ||||||||
COMMITMENTS_AND_CONTINGENCIES_
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended | ||||||||||||||||||||||
Dec. 28, 2014 | |||||||||||||||||||||||
COMMITMENTS AND CONTINGENCIES | |||||||||||||||||||||||
Summary of minimum annual contractual obligations | |||||||||||||||||||||||
Payments Due By Period | |||||||||||||||||||||||
(in thousands) | 2015 | 2016 | 2017 | 2018 | 2019 | Thereafter | Total | ||||||||||||||||
Purchase obligations (1) | $ | 30,947 | $ | 13,526 | $ | 8,876 | $ | 6,614 | $ | 6,601 | $ | 35,995 | $ | 102,559 | |||||||||
Operating leases (2) | |||||||||||||||||||||||
Lease obligations | 11,152 | 10,535 | 9,655 | 8,431 | 7,075 | 31,180 | 78,028 | ||||||||||||||||
Sublease income | -2,018 | -1,442 | -737 | -421 | -296 | -698 | -5,612 | ||||||||||||||||
Net lease obligation | 9,134 | 9,093 | 8,918 | 8,010 | 6,779 | 30,482 | 72,416 | ||||||||||||||||
Workers’ compensation obligations (3) | 4,420 | 3,171 | 2,345 | 1,743 | 1,368 | 4,912 | 17,959 | ||||||||||||||||
Total (4) | $ | 44,501 | $ | 25,790 | $ | 20,139 | $ | 16,367 | $ | 14,748 | $ | 71,389 | $ | 192,934 | |||||||||
-1 | Represents our purchase obligations primarily related to printing outsource agreements and capital expenditures for property, plant and equipment expiring at various dates through 2028. As of December 28, 2014, this table excludes a fiscal year 2015 purchase commitment of 30,000 metric tons of newsprint from SP Fiber Technologies because it is based on the market price at time of purchase. | ||||||||||||||||||||||
-2 | Represents minimum rental commitments under operating leases with non‑cancelable terms in excess of one year and sublease income from leased space. We rent certain facilities and equipment under operating leases expiring at various dates through 2028. Total rental expense, included in other operating expenses, from continuing operations amounted to $12.5 million, $11.2 million and $12.5 million in fiscal years 2014, 2013 and 2012, respectively. Most of the leases provide that we pay taxes, maintenance, insurance and certain other operating expenses applicable to the leased premises in addition to the minimum monthly payments. Some of the operating leases have built in escalation clauses. We sublease office space to other companies under noncancellable agreements that expire at various dates through 2023. Sublease income from operating leases totaled $2.2 million, $3.9 million and $3.8 million in fiscal years 2014, 2013 and 2012, respectively. | ||||||||||||||||||||||
-3 | Represents the expected insurance payments of undiscounted ultimate losses, net of estimated insurance recoveries of approximately $2.6 million, and is based on our historical payment patterns. We retain the risk for workers’ compensation resulting from uninsured deductibles per accident or occurrence that are subject to annual aggregate limits. Losses up to the deductible amounts are accrued based upon known claims incurred and an estimate of claims incurred but not reported. For the year ended December 28, 2014, we compiled our historical data pertaining to the self‑insurance experiences and actuarially developed the ultimate loss associated with our self‑insurance programs for workers’ compensation liability. We believe that the actuarial valuation provides the best estimate of the ultimate losses to be expected under these programs. The undiscounted ultimate losses of all our self‑insurance reserves related to our workers’ compensation liabilities, net of insurance recoveries at December 28, 2014 and December 29, 2013, were $18.0 million and $18.7 million, respectively. We discount the net amount above to present value using an approximate risk‑free rate over the average life of our insurance claims. For the years ended December 28, 2014 and December 29, 2013, the discount rate used was 2.0% and 1.9%, respectively. The present value of all self‑insurance reserves, net of estimated insurance recoveries, for our workers’ compensation liability recorded at December 28, 2014 and December 29, 2013, was $17.5 million and $18.7 million, respectively. | ||||||||||||||||||||||
COMMON_STOCK_AND_STOCK_PLANS_T
COMMON STOCK AND STOCK PLANS (Tables) | 12 Months Ended | |||||||||||||
Dec. 28, 2014 | ||||||||||||||
COMMON STOCK AND STOCK PLANS | ||||||||||||||
Summary of the restricted stock units ("RSUs") activity | ||||||||||||||
Weighted | ||||||||||||||
Average Grant | ||||||||||||||
Date Fair | ||||||||||||||
RSUs | Value | |||||||||||||
Nonvested — December 25, 2011 | 1,445,000 | $ | 3.73 | |||||||||||
Granted | 1,082,000 | $ | 2.59 | |||||||||||
Vested | -765,000 | $ | 3.42 | |||||||||||
Forfeited | -660,000 | $ | 3.48 | |||||||||||
Nonvested — December 30, 2012 | 1,102,000 | $ | 2.98 | |||||||||||
Granted | 483,150 | $ | 2.46 | |||||||||||
Vested | -320,000 | $ | 4.08 | |||||||||||
Forfeited | -33,500 | $ | 2.48 | |||||||||||
Nonvested — December 29, 2013 | 1,231,650 | $ | 2.50 | |||||||||||
Granted | 856,950 | $ | 4.61 | |||||||||||
Vested | -717,150 | $ | 2.92 | |||||||||||
Forfeited | -41,900 | $ | 2.93 | |||||||||||
Nonvested — December 28, 2014 | 1,329,550 | $ | 3.62 | |||||||||||
Summary of the stock appreciation rights ("SARs") activity | ||||||||||||||
Weighted | Aggregate | |||||||||||||
Options/ | Average | Intrinsic Value | ||||||||||||
SARs | Exercise Price | (in thousands) | ||||||||||||
Outstanding December 25, 2011 | 6,723,250 | $ | 22.01 | $ | 874 | |||||||||
Granted | 1,017,500 | $ | 2.76 | |||||||||||
Exercised | -27,250 | $ | 1.70 | $ | 33 | |||||||||
Forfeited | -1,217,750 | $ | 54.52 | |||||||||||
Expired | -301,250 | $ | 48.33 | |||||||||||
Outstanding December 30, 2012 | 6,194,500 | $ | 11.45 | $ | 1,846 | |||||||||
Granted | 775,000 | $ | 2.46 | |||||||||||
Exercised | -545,750 | $ | 1.72 | $ | 847 | |||||||||
Forfeited | -58,500 | $ | 3.30 | |||||||||||
Expired | -254,750 | $ | 48.97 | |||||||||||
Outstanding December 29, 2013 | 6,110,500 | $ | 9.69 | $ | 2,384 | |||||||||
Granted | — | $ | — | |||||||||||
Exercised | -1,678,250 | $ | 2.86 | $ | 3,138 | |||||||||
Forfeited | -67,250 | $ | 3.38 | |||||||||||
Expired | -516,250 | $ | 35.74 | |||||||||||
Outstanding December 28, 2014 | 3,848,750 | $ | 9.28 | $ | 1,542 | |||||||||
Vested and Expected to Vest December 28, 2014 | 3,763,184 | $ | 9.43 | $ | 1,467 | |||||||||
Options exercisable: | ||||||||||||||
December 30, 2012 | 3,826,250 | $ | 1,335 | |||||||||||
December 29, 2013 | 3,983,875 | $ | 1,306 | |||||||||||
December 28, 2014 | 2,719,750 | $ | 716 | |||||||||||
Summary of information about stock options and SARs outstanding in the stock plans | ||||||||||||||
Average | ||||||||||||||
Remaining | Weighted | Weighted | ||||||||||||
Range of Exercise | Options/SARs | Contractual | Average | Options/SARs | Average | |||||||||
Prices | Outstanding | Life | Exercise Price | Exercisable | Exercise Price | |||||||||
$1.70 – $9.07 | 2,578,250 | 6.17 | $ | 3.05 | 1,449,250 | $ | 3.22 | |||||||
$9.73 – $35.94 | 951,000 | 2.10 | $ | 13.19 | 951,000 | $ | 13.19 | |||||||
$40.95 – $73.36 | 319,500 | 1.57 | $ | 47.93 | 319,500 | $ | 47.93 | |||||||
Total | 3,848,750 | 4.78 | $ | 9.28 | 2,719,750 | $ | 11.96 | |||||||
Schedule of weighted average assumptions used to estimate the fair value of SARs granted | ||||||||||||||
2013 | 2012 | |||||||||||||
Expected life in years | 4.51 | 6.52 | ||||||||||||
Dividend yield | NIL | NIL | ||||||||||||
Volatility | 1.08 | 0.9 | ||||||||||||
Risk-free interest rate | 0.76 | % | 1.22 | % | ||||||||||
Weighted average exercise price of options/SARs granted | $ | 2.46 | $ | 2.76 | ||||||||||
Weighted average fair value of options/SARs granted | $ | 1.85 | $ | 2.09 | ||||||||||
Summary of stock-based compensation expense | ||||||||||||||
Years Ended | ||||||||||||||
December 28, | December 30, | December 30, | ||||||||||||
(in thousands) | 2014 | 2013 | 2012 | |||||||||||
Stock-based compensation expense | $ | 3,479 | $ | 3,481 | $ | 3,517 | ||||||||
QUARTERLY_RESULTS_OF_OPERATION1
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) (Tables) | 12 Months Ended | |||||||||||||
Dec. 28, 2014 | ||||||||||||||
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) | ||||||||||||||
Schedule of the Company's quarterly results | ||||||||||||||
Quarters Ended | ||||||||||||||
(in thousands, except per share | March 30, | June 29, | September 28, | December 28, | ||||||||||
amounts) | 2014 (1) (2) | 2014 (2) | 2014 (2) | 2014 | ||||||||||
Net revenues | $ | 276,171 | $ | 287,391 | $ | 272,899 | $ | 310,091 | ||||||
Operating income (loss) | $ | -4,698 | $ | 27,307 | $ | 18,550 | $ | 41,164 | ||||||
Income (loss) from continuing operations | $ | -16,062 | $ | 91,648 | $ | -2,619 | $ | 303,010 | ||||||
Income (loss) from discontinued operations | 220 | -1,699 | -141 | -368 | ||||||||||
Net income (loss) | $ | -15,842 | $ | 89,949 | $ | -2,760 | $ | 302,642 | ||||||
Income (loss) from continuing operations per share - diluted | $ | -0.18 | $ | 1.03 | $ | -0.03 | $ | 3.45 | ||||||
Income (loss) from discontinued operations per share - diluted | — | -0.01 | — | -0.01 | ||||||||||
Net income (loss) per share - diluted | $ | -0.18 | $ | 1.02 | $ | -0.03 | $ | 3.44 | ||||||
Quarters Ended | ||||||||||||||
(in thousands, except per share | March 31, | June 30, | September 29, | December 29, | ||||||||||
amounts) | 2013 (1) | 2013 | 2013 | 2013 | ||||||||||
Net revenues | $ | 288,637 | $ | 301,608 | $ | 287,046 | $ | 337,557 | ||||||
Operating income | $ | 19,817 | $ | 30,157 | $ | 26,695 | $ | 44,275 | ||||||
Income (loss) from continuing operations | $ | -13,197 | $ | 10,961 | $ | 6,736 | $ | 11,944 | ||||||
Income from discontinued operations | 456 | 791 | 529 | 583 | ||||||||||
Net income (loss) | $ | -12,741 | $ | 11,752 | $ | 7,265 | $ | 12,527 | ||||||
Income (loss) from continuing operations per share - diluted | $ | -0.15 | $ | 0.13 | $ | 0.07 | $ | 0.13 | ||||||
Income from discontinued operations per share - diluted | — | 0.01 | 0.01 | 0.01 | ||||||||||
Net income (loss) per share - diluted | $ | -0.15 | $ | 0.14 | $ | 0.08 | $ | 0.14 | ||||||
-1 | Amounts have been adjusted from those previously reported on Forms 10-Q to reflect the discontinued operations associated with Anchorage, which was sold during the quarter ended June 29, 2014. For the quarter ended March 30, 2014, $6.4 million and $0.4 million were adjusted from those previously reported amounts for net revenues and operating loss, respectively. For the quarter ended March 31, 2013, $6.5 million and $0.8 million were adjusted from those previously reported amount for net revenues and operating income, respectively. | |||||||||||||
-2 | Net revenues and other operating expenses included within operating income (loss) have been reduced by $4.7 million, $4.6 million and $4.5 million for quarters ended September 28, 2014, June 29, 2014 and March 30, 2014, respectively, to correct the presentation of advertising sales related to certain third-party digital advertising products and services previously reported on a gross basis to a net basis, with wholesale fees reported as a reduction of the associated digital advertising revenues instead of other operating expenses. We believe the correction is not material to our previously issued interim and annual consolidated financial statements. | |||||||||||||
SIGNIFICANT_ACCOUNTING_POLICIE3
SIGNIFICANT ACCOUNTING POLICIES (Details) (USD $) | 12 Months Ended | ||
Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 | |
item | |||
Related Party Transaction | |||
Number of markets | 28 | ||
Number of states | 14 | ||
Length of fiscal year | 364 days | 364 days | 371 days |
Changes in allowance for doubtful accounts | |||
Balance at beginning of year | $6,040,000 | $5,920,000 | $7,341,000 |
Charged to costs and expenses | 9,305,000 | 8,481,000 | 6,089,000 |
Amounts written off | -9,229,000 | -8,361,000 | -7,510,000 |
Disposition of discontinued operations | -216,000 | ||
Balance at end of year | 5,900,000 | 6,040,000 | 5,920,000 |
Newsprint, ink and other inventories | |||
Inventory Write-down | $2,000,000 | ||
Career Builder LLC | |||
Related Party Transaction | |||
Ownership Interest (as a percent) | 15.00% | ||
Home Finder LLC | |||
Related Party Transaction | |||
Ownership Interest (as a percent) | 33.30% |
SIGNIFICANT_ACCOUNTING_POLICIE4
SIGNIFICANT ACCOUNTING POLICIES - Property thru Debt (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||
Dec. 28, 2014 | Dec. 29, 2013 | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 | |
item | item | ||||
Depreciation | |||||
Property, plant and equipment, gross | $1,120,795,000 | $1,206,128,000 | $1,120,795,000 | $1,206,128,000 | |
Less accumulated depreciation | -716,557,000 | -747,423,000 | -716,557,000 | -747,423,000 | |
Property, plant and equipment, net | 404,238,000 | 458,705,000 | 404,238,000 | 458,705,000 | |
Depreciation expense | 60,700,000 | 64,400,000 | 66,300,000 | ||
Accelerated depreciation incurred | 11,400,000 | 13,500,000 | 11,400,000 | ||
Non-cash Impairment charges related to existing production facilities and equipment | 11,900,000 | ||||
Number of newspapers impaired | 1 | 1 | |||
Impairment charge of assets held for sale | 1,000,000 | ||||
Segment reporting | |||||
Number of operating segments | 2 | ||||
Goodwill and intangible impairment | |||||
Goodwill impairment charge | 0 | 0 | 0 | ||
Impairment charge of newspaper masthead | 5,200,000 | 5,300,000 | 5,203,000 | 5,345,000 | 0 |
Impairment of long-lived assets subject to amortization | 0 | 0 | 0 | ||
Stock-based compensation | |||||
Number of stock-based compensation plans | 2 | ||||
Long-term debt fair value disclosure | |||||
Estimated fair value of long-term debt | 1,000,000,000 | 1,000,000,000 | |||
Carrying value of long-term debt | 1,006,957,000 | 1,521,871,000 | 1,006,957,000 | 1,521,871,000 | |
Land | |||||
Depreciation | |||||
Property, plant and equipment, gross | 89,083,000 | 97,631,000 | 89,083,000 | 97,631,000 | |
Buildings and improvements | |||||
Depreciation | |||||
Property, plant and equipment, gross | 337,727,000 | 356,320,000 | 337,727,000 | 356,320,000 | |
Buildings and improvements | Minimum | |||||
Depreciation | |||||
Estimated Useful Lives | 5 years | ||||
Buildings and improvements | Maximum | |||||
Depreciation | |||||
Estimated Useful Lives | 60 years | ||||
Equipment | |||||
Depreciation | |||||
Property, plant and equipment, gross | 691,289,000 | 741,648,000 | 691,289,000 | 741,648,000 | |
Equipment | Minimum | |||||
Depreciation | |||||
Estimated Useful Lives | 2 years | ||||
Equipment | Maximum | |||||
Depreciation | |||||
Estimated Useful Lives | 25 years | ||||
Construction in process | |||||
Depreciation | |||||
Property, plant and equipment, gross | $2,696,000 | $10,529,000 | $2,696,000 | $10,529,000 | |
Presses | Minimum | |||||
Depreciation | |||||
Estimated Useful Lives | 9 years | ||||
Presses | Maximum | |||||
Depreciation | |||||
Estimated Useful Lives | 25 years | ||||
Other Machinery and Equipment [Member] | Minimum | |||||
Depreciation | |||||
Estimated Useful Lives | 2 years | ||||
Other Machinery and Equipment [Member] | Maximum | |||||
Depreciation | |||||
Estimated Useful Lives | 15 years |
SIGNIFICANT_ACCOUNTING_POLICIE5
SIGNIFICANT ACCOUNTING POLICIES - AOCI (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Thousands, unless otherwise specified | Dec. 28, 2014 | Sep. 28, 2014 | Jun. 29, 2014 | Mar. 30, 2014 | Dec. 29, 2013 | Sep. 29, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 |
Changes in accumulated other comprehensive loss | |||||||||||
Balance at the beginning of the period | ($304,901) | ($481,316) | ($304,901) | ($481,316) | |||||||
Other comprehensive income (loss) before reclassifications | -819 | -364 | |||||||||
Amounts reclassified from AOCL | -110,883 | 176,779 | |||||||||
Other comprehensive income (loss) | -111,702 | 176,415 | -133,662 | ||||||||
Balance at the end of the period | -416,603 | -304,901 | -416,603 | -304,901 | -481,316 | ||||||
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax [Abstract] | |||||||||||
Compensation | 411,881 | 422,981 | 434,059 | ||||||||
Provision for income taxes | 231,230 | 11,659 | -23,725 | ||||||||
Net of tax | -302,642 | 2,760 | -89,949 | 15,842 | -12,527 | -7,265 | -11,752 | 12,741 | -373,989 | -18,803 | 144 |
Minimum Pension and Post-Retirement Liability | |||||||||||
Changes in accumulated other comprehensive loss | |||||||||||
Balance at the beginning of the period | -296,669 | -473,448 | -296,669 | -473,448 | |||||||
Amounts reclassified from AOCL | -110,883 | 176,779 | |||||||||
Other comprehensive income (loss) | -110,883 | 176,779 | |||||||||
Balance at the end of the period | -407,552 | -296,669 | -407,552 | -296,669 | |||||||
Minimum Pension and Post-Retirement Liability | Amount Reclassified from AOCI | |||||||||||
Reclassification from Accumulated Other Comprehensive Income, Current Period, Net of Tax [Abstract] | |||||||||||
Compensation | -184,805 | 294,632 | |||||||||
Provision for income taxes | 73,922 | -117,853 | |||||||||
Net of tax | -110,883 | 176,779 | |||||||||
Other Comprehensive Loss Related to Equity Investments | |||||||||||
Changes in accumulated other comprehensive loss | |||||||||||
Balance at the beginning of the period | -8,232 | -7,868 | -8,232 | -7,868 | |||||||
Other comprehensive income (loss) before reclassifications | -819 | -364 | |||||||||
Other comprehensive income (loss) | -819 | -364 | |||||||||
Balance at the end of the period | ($9,051) | ($8,232) | ($9,051) | ($8,232) |
SIGNIFICANT_ACCOUNTING_POLICIE6
SIGNIFICANT ACCOUNTING POLICIES - Dilution (Details) (Anti-dilutive stock options, restricted stock units and restricted stock) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 |
Anti-dilutive stock options, restricted stock units and restricted stock | |||
Weighted average anti-dilutive stock options | |||
Anti-dilutive stock options (in shares) | 1,519 | 4,941 | 6,814 |
DIVESTITURE_Details
DIVESTITURE (Details) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | |||||||||
Dec. 28, 2014 | Sep. 28, 2014 | Jun. 29, 2014 | Mar. 30, 2014 | Dec. 29, 2013 | Sep. 29, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 | 5-May-14 | |
Major classes of assets and liabilities | ||||||||||||
Current assets | $173,000 | $3,504,000 | $173,000 | $3,504,000 | ||||||||
Financial information for operations | ||||||||||||
INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAXES | -368,000 | -141,000 | -1,699,000 | 220,000 | 583,000 | 529,000 | 791,000 | 456,000 | -1,988,000 | 2,359,000 | 3,822,000 | |
Anchorage Daily News | ||||||||||||
DIVESTITURE | ||||||||||||
Proceeds from sale | 34,000,000 | |||||||||||
Major classes of assets and liabilities | ||||||||||||
Current assets | 5,390,000 | 5,390,000 | ||||||||||
Property, plant and equipment, net | 8,362,000 | 8,362,000 | ||||||||||
Goodwill and other assets | 17,275,000 | 17,275,000 | ||||||||||
Total assets | 31,027,000 | 31,027,000 | ||||||||||
Current liabilities | 2,456,000 | 2,456,000 | ||||||||||
Non current liabilities | 54,000 | 54,000 | ||||||||||
Total liabilities | 2,510,000 | 2,510,000 | ||||||||||
Financial information for operations | ||||||||||||
Revenues | 9,071,000 | 27,389,000 | 29,795,000 | |||||||||
Income (loss) from discontinued operations, before taxes | -203,000 | 3,956,000 | 6,165,000 | |||||||||
Income tax provision (benefit) | 251,000 | 1,597,000 | 2,343,000 | |||||||||
Income (loss) from discontinued operations, net of tax, before loss on sale | -454,000 | 2,359,000 | 3,822,000 | |||||||||
Gain on sale of discontinued operations | 5,391,000 | |||||||||||
Income tax provision (benefit) | 6,925,000 | |||||||||||
Loss on sale of discontinued operations, net of tax | -1,534,000 | |||||||||||
INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAXES | ($1,988,000) | $2,359,000 | $3,822,000 |
INVESTMENTS_IN_UNCONSOLIDATED_2
INVESTMENTS IN UNCONSOLIDATED COMPANIES (Details) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | 3 Months Ended | 0 Months Ended | 9 Months Ended | ||||
Dec. 28, 2014 | Dec. 29, 2013 | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 | Apr. 01, 2014 | Jun. 29, 2014 | Oct. 01, 2014 | 7-May-14 | Sep. 28, 2014 | |
Investments in unconsolidated companies and joint ventures | ||||||||||
Investments in unconsolidated companies | $230,473,000 | $300,569,000 | $230,473,000 | $300,569,000 | ||||||
Distributions of income from equity investments | 160,707,000 | 39,504,000 | 19,550,000 | |||||||
Intangible asset - newswire content | 3,100,000 | 500,000 | ||||||||
Write down of certain unconsolidated investments | 7,800,000 | 3,000,000 | 3,000,000 | |||||||
Dividends paid by the equity investees to the entity | 162,326,000 | 42,436,000 | ||||||||
Return of investment treated as investing activity | 1,621,000 | 2,932,000 | 19,050,000 | |||||||
Amount payable to the entity's less-than 50% owned companies | 1,500,000 | 1,500,000 | 1,500,000 | 1,500,000 | ||||||
Apartments.Com Business | ||||||||||
Investments in unconsolidated companies and joint ventures | ||||||||||
Gain on sale | 144,200,000 | 144,200,000 | ||||||||
Distributions of income from equity investments | 146,900,000 | |||||||||
Classified Ventures LLC | ||||||||||
Investments in unconsolidated companies and joint ventures | ||||||||||
Proceeds from sale | 606,200,000 | |||||||||
Gain on sale | 559,300,000 | |||||||||
Proceeds before taxes and escrow | 631,800,000 | |||||||||
Proceeds after tax, before escrow | 406,000,000 | |||||||||
Escrow Deposit | 25,600,000 | 25,600,000 | ||||||||
Term of Agreement | 5 years | |||||||||
McClatchy Tribune Information Services Member | ||||||||||
Investments in unconsolidated companies and joint ventures | ||||||||||
Gain on sale | 1,700,000 | 1,700,000 | ||||||||
Term of Agreement | 10 years | |||||||||
Intangible asset - newswire content | 3,100,000 | |||||||||
Newswire Content Cost | 0 | |||||||||
Career Builder LLC | ||||||||||
Investments in unconsolidated companies and joint ventures | ||||||||||
Ownership Interest (as a percent) | 15.00% | 15.00% | ||||||||
Investments in unconsolidated companies | 226,965,000 | 214,579,000 | 226,965,000 | 214,579,000 | ||||||
Dividends paid by the equity investees to the entity | 6,750,000 | 13,500,000 | ||||||||
Expenses incurred for products provided by the entity's less-than 50% owned companies | 1,024,000 | 1,109,000 | 1,159,000 | |||||||
Classified Ventures LLC | ||||||||||
Investments in unconsolidated companies and joint ventures | ||||||||||
Investments in unconsolidated companies | 73,692,000 | 73,692,000 | ||||||||
Distributions of income from equity investments | 6,000,000 | |||||||||
Dividends paid by the equity investees to the entity | 152,876,000 | 22,996,000 | ||||||||
Expenses incurred for products provided by the entity's less-than 50% owned companies | 20,299,000 | 16,642,000 | 14,159,000 | |||||||
Seattle Times Company (C-Corporation) | ||||||||||
Investments in unconsolidated companies and joint ventures | ||||||||||
Ownership Interest (as a percent) | 49.50% | 49.50% | ||||||||
Investments in unconsolidated companies | 0 | 0 | ||||||||
Ponderay (general partnership) | ||||||||||
Investments in unconsolidated companies and joint ventures | ||||||||||
Ownership Interest (as a percent) | 27.00% | 27.00% | ||||||||
Write down of certain unconsolidated investments | 7,800,000 | |||||||||
Expenses incurred for products provided by the entity's less-than 50% owned companies | 10,433,000 | 16,313,000 | 22,358,000 | |||||||
Other | ||||||||||
Investments in unconsolidated companies and joint ventures | ||||||||||
Investments in unconsolidated companies | 3,508,000 | 12,298,000 | 3,508,000 | 12,298,000 | ||||||
Dividends paid by the equity investees to the entity | 2,700,000 | 5,940,000 | ||||||||
Classified Ventures, LLC Selling Partners [Member] | Classified Ventures LLC | ||||||||||
Investments in unconsolidated companies and joint ventures | ||||||||||
Proceeds from sale | 2,500,000,000 | |||||||||
Classified Ventures LLC | Apartments.Com Business | ||||||||||
Investments in unconsolidated companies and joint ventures | ||||||||||
Proceeds from sale | $585,000,000 |
INVESTMENTS_IN_UNCONSOLIDATED_3
INVESTMENTS IN UNCONSOLIDATED COMPANIES - Condensed info (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 |
Equity Method Investment, Summarized Financial Information [Abstract] | |||
Current assets | $359,349 | $479,684 | |
Noncurrent assets | 577,837 | 608,267 | |
Current liabilities | 247,825 | 320,440 | |
Noncurrent liabilities | 180,764 | 277,518 | |
Equity | 508,597 | 489,993 | |
Condensed financial information | |||
Net revenues | 1,368,593 | 1,512,534 | 1,427,657,000 |
Gross profit | 1,155,091 | 1,262,104 | 1,179,819,000 |
Operating income | 146,809 | 231,952 | 169,236,000 |
Net income | $151,519 | $247,441 | $141,387,000 |
INTANGIBLE_ASSETS_AND_GOODWILL2
INTANGIBLE ASSETS AND GOODWILL (Details) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | |||
Dec. 28, 2014 | Dec. 29, 2013 | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 | 7-May-14 | |
Intangible assets subject to amortization, gross | ||||||
Balance at the beginning of the period | $835,461,000 | $834,961,000 | ||||
Acquired Assets | 3,100,000 | 500,000 | ||||
Disposition Adjustment | -5,307,000 | |||||
Balance at the end of the period | 833,254,000 | 835,461,000 | 833,254,000 | 835,461,000 | 834,961,000 | |
Accumulated amortization | ||||||
Balance at the beginning of the period | -567,737,000 | -510,546,000 | ||||
Amortization Expense | -52,948,000 | -57,191,000 | -58,100,000 | |||
Balance at the end of the period | -615,378,000 | -567,737,000 | -615,378,000 | -567,737,000 | -510,546,000 | |
Intangible assets subject to amortization, net | ||||||
Balance at the beginning of the period | 267,724,000 | 324,415,000 | ||||
Finite-lived Intangible Assets Acquired | 3,100,000 | 500,000 | ||||
Amortization Expense | -52,948,000 | -57,191,000 | -58,100,000 | |||
Balance at the end of the period | 217,876,000 | 267,724,000 | 217,876,000 | 267,724,000 | 324,415,000 | |
Mastheads | ||||||
Balance at the beginning of the period | 198,242,000 | 203,587,000 | ||||
Impairment Charges | -5,200,000 | -5,300,000 | -5,203,000 | -5,345,000 | 0 | |
Balance at the end of the period | 193,039,000 | 198,242,000 | 193,039,000 | 198,242,000 | 203,587,000 | |
Goodwill [Roll Forward] | ||||||
Balance at the beginning of the period | 1,013,002,000 | 1,012,011,000 | ||||
Acquired Assets | 991,000 | |||||
Disposition Adjustment | -16,887,000 | |||||
Balance at the end of the period | 996,115,000 | 1,013,002,000 | 996,115,000 | 1,013,002,000 | 1,012,011,000 | |
Total | ||||||
Balance at the beginning of the period | 1,478,968,000 | 1,540,013,000 | ||||
Acquired Assets | 3,100,000 | 1,491,000 | ||||
Impairment Charges | -5,203,000 | -5,345,000 | ||||
Amortization Expense | -52,948,000 | -57,191,000 | -58,100,000 | |||
Balance at the end of the period | 1,407,030,000 | 1,478,968,000 | 1,407,030,000 | 1,478,968,000 | 1,540,013,000 | |
McClatchy Tribune Information Services Member | ||||||
Intangible assets subject to amortization, net | ||||||
Finite-lived Intangible Assets Acquired | 3,100,000 | |||||
Total | ||||||
Newswire Content Cost | $0 | |||||
Term of Agreement | 10 years |
INTANGIBLE_ASSETS_AND_GOODWILL3
INTANGIBLE ASSETS AND GOODWILL - Indefinite-lived (Details) (USD $) | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 |
In Thousands, unless otherwise specified | |||
Indefinite lived intangible assets and goodwill | |||
Goodwill, Gross | $3,571,111 | $3,587,998 | |
Original Gross Amount | 4,254,111 | 4,270,998 | |
Accumulated Impairment, Goodwill | -2,574,996 | -2,574,996 | |
Accumulated Impairment, Amount | -3,064,957 | -3,059,754 | |
Carrying Amount, Mastheads | 193,039 | 198,242 | 203,587 |
Goodwill | 996,115 | 1,013,002 | 1,012,011 |
Carrying Amount, Total | 1,189,154 | 1,211,244 | |
Newspaper mastheads | |||
Indefinite lived intangible assets and goodwill | |||
Original Gross Amount, Mastheads | 683,000 | 683,000 | |
Accumulated Impairment, Mastheads | -489,961 | -484,758 | |
Carrying Amount, Mastheads | $193,039 | $198,242 |
INTANGIBLE_ASSETS_AND_GOODWILL4
INTANGIBLE ASSETS AND GOODWILL - Amortization (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 |
INTANGIBLE ASSETS AND GOODWILL | |||
Amortization expense | $52,948 | $57,191 | $58,100 |
Estimated amortization expense | |||
2015 | 48,357 | ||
2016 | 47,986 | ||
2017 | 48,907 | ||
2018 | 47,275 | ||
2019 | $23,769 |
LONGTERM_DEBT_Details
LONG-TERM DEBT (Details) (USD $) | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 |
Long-term debt disclosures | |||
Unamortized discounts | $25,500,000 | $33,800,000 | |
Face Value | 1,032,502,000 | ||
Carrying value | 1,006,957,000 | 1,521,871,000 | |
Less current portion | 28,548,000 | ||
Total long-term debt, net of current | 1,006,957,000 | 1,493,323,000 | |
9.00% senior secured notes due in 2022 | |||
Long-term debt disclosures | |||
Interest rate (as a percent) | 9.00% | 9.00% | 9.00% |
Face Value | 555,785,000 | ||
Carrying value | 555,785,000 | 900,000,000 | |
4.625% notes due in 2014 | |||
Long-term debt disclosures | |||
Interest rate (as a percent) | 4.63% | 4.63% | |
Carrying value | 28,548,000 | ||
5.750% notes due in 2017 | |||
Long-term debt disclosures | |||
Interest rate (as a percent) | 5.75% | 5.75% | |
Face Value | 111,299,000 | ||
Carrying value | 108,489,000 | 252,259,000 | |
7.150% debentures due in 2027 | |||
Long-term debt disclosures | |||
Interest rate (as a percent) | 7.15% | 7.15% | |
Face Value | 89,188,000 | ||
Carrying value | 84,076,000 | 83,684,000 | |
6.875% debentures due in 2029 | |||
Long-term debt disclosures | |||
Interest rate (as a percent) | 6.88% | 6.88% | |
Face Value | 276,230,000 | ||
Carrying value | $258,607,000 | $257,380,000 |
LONGTERM_DEBT_Extinguishment_D
LONG-TERM DEBT - Extinguishment (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||
Dec. 28, 2014 | Mar. 31, 2013 | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 | |
Extinguishment of debt | |||||
Repayments of Debt | $762,400,000 | ||||
Face value of notes redeemed or repurchased | 494,214,000 | 155,900,000 | |||
Gain (loss) on extinguishment of debt | -72,800,000 | -12,800,000 | -72,777,000 | -13,643,000 | -88,430,000 |
Notes repurchased privately | 70,500,000 | ||||
9.00% senior secured notes due in 2022 | |||||
Extinguishment of debt | |||||
Face value of notes redeemed or repurchased | 344,215,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 9.00% | 9.00% | 9.00% | 9.00% | |
4.625% notes due in 2014 | |||||
Extinguishment of debt | |||||
Repayments of Debt | 29,000,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 4.63% | 4.63% | 4.63% | ||
5.750% notes due in 2017 | |||||
Extinguishment of debt | |||||
Face value of notes redeemed or repurchased | $149,999,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 5.75% | 5.75% | 5.75% |
LONGTERM_DEBT_Covenants_etc_De
LONG-TERM DEBT - Covenants, etc. (Details) (USD $) | 12 Months Ended | 0 Months Ended | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 30, 2012 | Oct. 21, 2014 | Dec. 28, 2014 | Dec. 18, 2012 | Jul. 31, 2013 |
LONG-TERM DEBT | |||||
Aggregate principal amount of debt redeemed | $762.40 | ||||
9.00% Notes | |||||
LONG-TERM DEBT | |||||
Ownership percentage in each of the guarantor subsidiaries | 100.00% | ||||
Letter of credit | |||||
LONG-TERM DEBT | |||||
Maximum borrowing capacity | 35 | ||||
Outstanding letters of credit | 33.2 | ||||
Cash collateral percentage | 101.00% | ||||
LIBOR | Revolving credit facility | |||||
LONG-TERM DEBT | |||||
Variable rate basis | London Interbank Offered Rate | ||||
Base rate | Revolving credit facility | |||||
LONG-TERM DEBT | |||||
Variable rate basis | base rate | ||||
Amendment 18, December 2012 | Revolving credit facility | |||||
LONG-TERM DEBT | |||||
Maximum borrowing capacity | 75 | ||||
Amendment 18, December 2012 | Letter of credit | |||||
LONG-TERM DEBT | |||||
Maximum borrowing capacity | 50 | ||||
Amendment 21 October 2014 | |||||
LONG-TERM DEBT | |||||
Maximum borrowing capacity | 65 | ||||
Maturity date extension (in years) | 2 years | ||||
Amendment 21 October 2014 | Revolving credit facility | |||||
LONG-TERM DEBT | |||||
Draws under the credit agreement | 0 | ||||
Maximum consolidated leverage ratio | 6 | ||||
Debt threshold for leverage ratio | 20 | ||||
Dividends restricted if consolidated leverage ratio is exceeded | 5.25 | ||||
Original notes | 9.00% Notes | |||||
LONG-TERM DEBT | |||||
Interest rate (as a percent) | 9.00% | ||||
Minimum | Amendment 21 October 2014 | Revolving credit facility | |||||
LONG-TERM DEBT | |||||
Commitment fees for the unused revolving credit (as a percent) | 0.50% | ||||
Minimum | Amendment 21 October 2014 | LIBOR | Revolving credit facility | |||||
LONG-TERM DEBT | |||||
Basis spread on variable rate (as a percent) | 2.75% | ||||
Minimum | Amendment 21 October 2014 | Base rate | Revolving credit facility | |||||
LONG-TERM DEBT | |||||
Basis spread on variable rate (as a percent) | 1.75% | ||||
Maximum | Amendment 21 October 2014 | Revolving credit facility | |||||
LONG-TERM DEBT | |||||
Commitment fees for the unused revolving credit (as a percent) | 0.63% | ||||
Maximum | Amendment 21 October 2014 | LIBOR | Revolving credit facility | |||||
LONG-TERM DEBT | |||||
Basis spread on variable rate (as a percent) | 4.25% | ||||
Maximum | Amendment 21 October 2014 | Base rate | Revolving credit facility | |||||
LONG-TERM DEBT | |||||
Basis spread on variable rate (as a percent) | 3.25% |
LONGTERM_DEBT_Maturities_Detai
LONG-TERM DEBT - Maturities (Details) (USD $) | Dec. 28, 2014 |
In Thousands, unless otherwise specified | |
Annual maturities of debt for the next five years and thereafter | |
2017 | $111,299 |
Thereafter | 921,203 |
Debt principal | $1,032,502 |
INCOME_TAXES_Details
INCOME TAXES (Details) (USD $) | 12 Months Ended | ||
Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 | |
Current: | |||
Federal | $233,247,000 | $16,100,000 | $2,523,000 |
State | 30,216,000 | 5,108,000 | -16,636,000 |
Deferred: | |||
Federal | -29,182,000 | -7,262,000 | -4,595,000 |
State | -3,051,000 | -2,287,000 | -5,017,000 |
Income Tax Expense (Benefit), Total | 231,230,000 | 11,659,000 | -23,725,000 |
Reconciliation of effective tax rate expense (benefit) and the statutory federal income tax rate | |||
Statutory rate (as a percent) | 35.00% | 35.00% | -35.00% |
State taxes, net of federal benefit (as a percent) | 3.00% | 12.30% | 5.40% |
Changes in estimates (as a percent) | 0.20% | ||
Changes in unrecognized tax benefits (as a percent) | -6.00% | -43.80% | |
Settlements (as a percent) | -0.10% | -1.50% | -25.40% |
Other (as a percent) | 0.10% | 3.10% | 3.00% |
Stock compensation (as a percent) | 0.10% | -1.40% | 9.90% |
Effective tax rate (as a percent) | 38.10% | 41.50% | -85.70% |
Deferred tax assets: | |||
Compensation benefits | 248,585,000 | 187,516,000 | |
State taxes | 6,061,000 | 3,625,000 | |
State loss carryovers | 2,266,000 | 5,007,000 | |
Other | 4,508,000 | 4,727,000 | |
Total deferred tax assets | 261,420,000 | 200,875,000 | |
Valuation allowance | -2,265,000 | -3,741,000 | |
Net deferred tax assets | 259,155,000 | 197,134,000 | |
Deferred tax liabilities: | |||
Depreciation and amortization | 195,616,000 | 213,159,000 | |
Investments in unconsolidated subsidiaries | 52,711,000 | 71,840,000 | |
Debt discount | 9,618,000 | 12,434,000 | |
Deferred gain on debt | 26,318,000 | 33,007,000 | |
Total deferred tax liabilities | 284,263,000 | 330,440,000 | |
Net deferred tax liabilities | 25,108,000 | 133,306,000 | |
Valuation allowance | |||
Decrease in valuation allowance | $1,500,000 | $400,000 |
INCOME_TAXES_Credits_Details
INCOME TAXES - Credits (Details) (USD $) | 12 Months Ended | |||
Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 | Dec. 25, 2011 | |
INCOME TAXES | ||||
Operating Loss Carryforwards | $164,300,000 | |||
Long-term liabilities relating to uncertain tax positions | 15,800,000 | |||
Unrecognized tax benefits | 13,046,000 | 12,889,000 | 8,649,000 | 30,463,000 |
Gross accrued interest and penalties | 2,700,000 | |||
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | 6,400,000 | |||
Decreases in unrecognized tax benefits | 3,900,000 | |||
Unrecognized Tax Benefits, Interest on Income Taxes Expense | 100,000 | -700,000 | -11,700,000 | |
Unrecognized Tax Benefits, Income Tax Penalties Expense | -100,000 | -4,900,000 | ||
Net accrued interest and penalties | $2,700,000 | $2,700,000 | $3,500,000 |
INCOME_TAXES_Unrecognized_Deta
INCOME TAXES - Unrecognized (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 |
Reconciliation of the beginning and ending amount of unrecognized tax benefits | |||
Balance at beginning of fiscal year | $12,889 | $8,649 | $30,463 |
Increases based on tax positions in prior year | 1 | 7,631 | |
Decreases based on tax positions in prior year | -363 | -935 | -9,933 |
Increases based on tax positions in current year | 1,357 | 1,386 | 745 |
Settlements | -49 | -259 | -643 |
Lapse of statute of limitations | -789 | -3,583 | -11,983 |
Balance at end of fiscal year | $13,046 | $12,889 | $8,649 |
EMPLOYEE_BENEFITS_Details
EMPLOYEE BENEFITS (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 |
Amounts recognized in the statement of financial position consist of: | |||
Noncurrent liability | ($574,024) | ($394,209) | |
Pension plan | |||
EMPLOYEE BENEFITS | |||
Employer contribution | 33,482 | 15,889 | |
Change in Benefit Obligation | |||
Benefit obligation, beginning of year | 1,849,321 | 2,073,218 | |
Service cost | 8,030 | 5,545 | 5,540 |
Interest cost | 91,004 | 84,596 | 91,898 |
Actuarial (gain)/loss | 213,176 | -214,353 | |
Gross benefits paid | -101,441 | -94,253 | |
Administrative expenses | -8,183 | -5,432 | |
Benefit obligation, end of year | 2,051,907 | 1,849,321 | 2,073,218 |
Changes in the fair value of the plan's Level 3 investment assets | |||
Fair value of plan assets, beginning of year | 1,432,695 | 1,358,877 | |
Actual return on plan assets | 122,133 | 157,614 | |
Employer contribution | 33,482 | 15,889 | |
Gross benefits paid | -101,441 | -94,253 | |
Administrative expenses | -8,183 | -5,432 | |
Fair value of plan assets, end of year | 1,478,686 | 1,432,695 | 1,358,877 |
Funded Status | |||
Fair value of plan assets | 1,478,686 | 1,432,695 | 1,358,877 |
Benefit obligations | -2,051,907 | -1,849,321 | -2,073,218 |
Funded status and amount recognized, end of year | -573,221 | -416,626 | |
Amounts recognized in the statement of financial position consist of: | |||
Current liability | -8,529 | -33,418 | |
Noncurrent liability | -564,692 | -383,208 | |
Amounts recognized in the statement of financial position | -573,221 | -416,626 | |
Amounts recognized in accumulated other comprehensive income consist of: | |||
Net actuarial loss/(gain) | 701,408 | 518,914 | |
Prior service cost/(credit) | 12 | ||
Amounts recognized in accumulated other comprehensive income | 701,408 | 518,926 | |
Supplemental retirement plans | |||
EMPLOYEE BENEFITS | |||
Employer contribution | 8,500 | 8,300 | 8,200 |
Changes in the fair value of the plan's Level 3 investment assets | |||
Employer contribution | 8,500 | 8,300 | 8,200 |
Post-retirement plans | |||
EMPLOYEE BENEFITS | |||
Employer contribution | 1,344 | 2,703 | |
Change in Benefit Obligation | |||
Benefit obligation, beginning of year | 12,586 | 15,932 | |
Interest cost | 514 | 497 | |
Plan participants' contributions | 267 | 586 | |
Actuarial (gain)/loss | 467 | -754 | |
Gross benefits paid | -1,611 | -3,289 | |
Plan amendment | -1,621 | -386 | |
Benefit obligation, end of year | 10,602 | 12,586 | |
Changes in the fair value of the plan's Level 3 investment assets | |||
Employer contribution | 1,344 | 2,703 | |
Plan participants' contributions | 267 | 586 | |
Gross benefits paid | -1,611 | -3,289 | |
Funded Status | |||
Benefit obligations | -10,602 | -12,586 | |
Funded status and amount recognized, end of year | -10,602 | -12,586 | |
Amounts recognized in the statement of financial position consist of: | |||
Current liability | -1,270 | -1,585 | |
Noncurrent liability | -9,332 | -11,001 | |
Amounts recognized in the statement of financial position | -10,602 | -12,586 | |
Amounts recognized in accumulated other comprehensive income consist of: | |||
Net actuarial loss/(gain) | -9,385 | -11,041 | |
Prior service cost/(credit) | -12,768 | -13,436 | |
Amounts recognized in accumulated other comprehensive income | ($22,153) | ($24,477) |
EMPLOYEE_BENEFITS_Obligation_D
EMPLOYEE BENEFITS - Obligation (Details) (USD $) | 12 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 |
Change in Benefit Obligation | |||
Net retirement expenses | $4,632 | $12,162 | $1,384 |
Pension plan | |||
Change in Benefit Obligation | |||
Service cost | 8,030 | 5,545 | 5,540 |
Interest cost | 91,004 | 84,596 | 91,898 |
Expected return on plan assets | -107,460 | -101,053 | -107,760 |
Prior service cost amortization | 12 | 14 | 14 |
Actuarial loss | 16,009 | 25,557 | 12,687 |
Net pension expense | 7,595 | 14,659 | 2,379 |
Post-retirement plans | |||
Change in Benefit Obligation | |||
Interest cost | 514 | 497 | |
Net pension expense | ($2,963) | ($2,497) | ($995) |
EMPLOYEE_BENEFITS_Assumptions_
EMPLOYEE BENEFITS - Assumptions (Details) (USD $) | 12 Months Ended | 3 Months Ended | 9 Months Ended | ||
Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 | Dec. 30, 2012 | Sep. 30, 2012 | |
Pension plan | |||||
Weighted average assumptions used for valuing benefit obligations | |||||
Discount rate (as a percent) | 4.24% | 5.01% | |||
Weighted average assumptions used in calculating expense | |||||
Expected long-term return on plan assets (as a percent) | 8.00% | 8.00% | 8.25% | ||
Discount rate (as a percent) | 5.01% | 4.17% | 5.31% | ||
Medical cost trend rates | |||||
Contribution | $25,000,000 | $7,600,000 | $40,000,000 | ||
Gain or loss recognized on the contribution of property | 0 | ||||
Financing obligation from contribution of real property | 34,600,000 | ||||
Expected benefit payments | |||||
2015 | 98,178,000 | ||||
2016 | 100,455,000 | ||||
2017 | 104,703,000 | ||||
2018 | 107,539,000 | ||||
2019 | 112,049,000 | ||||
2020-2024 | 603,352,000 | ||||
Total | 1,126,276,000 | ||||
Post-retirement plans | |||||
Weighted average assumptions used for valuing benefit obligations | |||||
Discount rate (as a percent) | 3.69% | 4.36% | |||
Weighted average assumptions used in calculating expense | |||||
Discount rate (as a percent) | 4.36% | 3.39% | 3.31% | 4.26% | |
Medical cost trend rates | |||||
Effect of 1% increase in the assumed health care cost trend rate on benefit obligation | 100,000 | 500,000 | |||
Effect of 1% decrease in the assumed health care cost trend rate on benefit obligation | 100,000 | 500,000 | |||
Expected benefit payments | |||||
2015 | 1,270,000 | ||||
2016 | 1,188,000 | ||||
2017 | 1,108,000 | ||||
2018 | 1,031,000 | ||||
2019 | 955,000 | ||||
2020-2024 | 3,694,000 | ||||
Total | $9,246,000 |
EMPLOYEE_BENEFITS_Contribution
EMPLOYEE BENEFITS - Contributions (Details) (Pension plan) | 12 Months Ended | |
Dec. 28, 2014 | Dec. 29, 2013 | |
Equity securities | ||
Contributions and Cash Flows [Line Items] | ||
Target Allocation (as a percent) | 61.00% | 60.00% |
Debt securities | ||
Contributions and Cash Flows [Line Items] | ||
Target Allocation (as a percent) | 33.00% | 28.00% |
Real estate | ||
Contributions and Cash Flows [Line Items] | ||
Target Allocation (as a percent) | 6.00% | 7.00% |
Commodities | ||
Contributions and Cash Flows [Line Items] | ||
Target Allocation (as a percent) | 5.00% | |
Minimum | ||
Contributions and Cash Flows [Line Items] | ||
Investment horizon of plan assets | 10 years |
EMPLOYEE_BENEFITS_Fair_value_D
EMPLOYEE BENEFITS - Fair value (Details) (Pension plan, USD $) | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 |
In Thousands, unless otherwise specified | |||
EMPLOYEE BENEFITS | |||
Total | $1,478,686 | $1,426,678 | |
Pending trades | 6,017 | ||
Fair value of plan assets | 1,478,686 | 1,432,695 | 1,358,877 |
Cash and cash equivalents | |||
EMPLOYEE BENEFITS | |||
Total | 1,068 | 844 | |
Mutual funds | |||
EMPLOYEE BENEFITS | |||
Total | 485,488 | 273,450 | |
Corporate debt instruments | |||
EMPLOYEE BENEFITS | |||
Total | 106 | 105 | |
U.S. Government securities | |||
EMPLOYEE BENEFITS | |||
Total | 112,530 | ||
Common collective trust | |||
EMPLOYEE BENEFITS | |||
Total | 937,809 | 980,317 | |
Real Estate | |||
EMPLOYEE BENEFITS | |||
Total | 47,579 | 52,265 | |
Other | |||
EMPLOYEE BENEFITS | |||
Total | 6,636 | 7,167 | |
Level 1 | |||
EMPLOYEE BENEFITS | |||
Total | 486,556 | 274,294 | |
Level 1 | Cash and cash equivalents | |||
EMPLOYEE BENEFITS | |||
Total | 1,068 | 844 | |
Level 1 | Mutual funds | |||
EMPLOYEE BENEFITS | |||
Total | 485,488 | 273,450 | |
Level 2 | |||
EMPLOYEE BENEFITS | |||
Total | 937,915 | 1,092,952 | |
Level 2 | Corporate debt instruments | |||
EMPLOYEE BENEFITS | |||
Total | 106 | 105 | |
Level 2 | U.S. Government securities | |||
EMPLOYEE BENEFITS | |||
Total | 112,530 | ||
Level 2 | Common collective trust | |||
EMPLOYEE BENEFITS | |||
Total | 937,809 | 980,317 | |
Level 3 | |||
EMPLOYEE BENEFITS | |||
Total | 54,215 | 59,432 | 57,987 |
Level 3 | Real Estate | |||
EMPLOYEE BENEFITS | |||
Total | 47,579 | 52,265 | |
Level 3 | Other | |||
EMPLOYEE BENEFITS | |||
Total | $6,636 | $7,167 |
EMPLOYEE_BENEFITS_Investmt_ass
EMPLOYEE BENEFITS - Investmt assets (Details) (Pension plan, USD $) | 0 Months Ended | 12 Months Ended | |
In Thousands, unless otherwise specified | Jan. 14, 2011 | Dec. 28, 2014 | Dec. 29, 2013 |
item | |||
Changes in the fair value of the plan's Level 3 investment assets | |||
Fair value of plan assets, end of year | $1,478,686 | $1,426,678 | |
Additional disclosures on plan assets | |||
Number of locations from which properties were contributed | 7 | ||
Level 3 | |||
Changes in the fair value of the plan's Level 3 investment assets | |||
Fair value of plan assets, beginning of year | 59,432 | 57,987 | |
Purchases, issuances, sales, settlements | -3,312 | ||
Realized gains | -12,180 | 4,817 | |
Transfer in or out of level 3 | -4,456 | -4,984 | |
Unrealized gains | 14,731 | 1,612 | |
Fair value of plan assets, end of year | 54,215 | 59,432 | |
Real estate | Level 3 | |||
Changes in the fair value of the plan's Level 3 investment assets | |||
Fair value of plan assets, beginning of year | 52,265 | 51,579 | |
Purchases, issuances, sales, settlements | -3,312 | ||
Realized gains | 3,973 | 4,817 | |
Transfer in or out of level 3 | -3,973 | -4,817 | |
Unrealized gains | -1,374 | 686 | |
Fair value of plan assets, end of year | 47,579 | 52,265 | |
Private Equity | |||
Additional disclosures on plan assets | |||
Number of funds closed out | 2 | ||
Private Equity | Level 3 | |||
Changes in the fair value of the plan's Level 3 investment assets | |||
Fair value of plan assets, beginning of year | 7,167 | 6,408 | |
Realized gains | -16,153 | ||
Transfer in or out of level 3 | -483 | -167 | |
Unrealized gains | 16,105 | 926 | |
Fair value of plan assets, end of year | $6,636 | $7,167 |
CASH_FLOW_INFORMATION_Details
CASH FLOW INFORMATION (Details) (USD $) | 12 Months Ended | ||
Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 | |
Cash paid for interest and income taxes | |||
Interest paid (net of amount capitalized) | $121,375,000 | $127,257,000 | $173,742,000 |
Income taxes paid (net of refunds) | 77,622,000 | 21,019,000 | 37,137,000 |
Accelerated interest paid as a result of refinance | 30,000,000 | ||
Non-cash transactions | |||
Intangible asset - newswire content | 3,100,000 | 500,000 | |
Non-cash financing activities related to purchases of PP&E on credit | 1,300,000 | 200,000 | 5,700,000 |
9.00% senior secured notes due in 2022 | |||
Cash paid for interest and income taxes | |||
Interest rate (as a percent) | 9.00% | 9.00% | 9.00% |
Non-cash transactions | |||
Non-cash financing activities related to financing costs of notes issuance | 1,000,000 | ||
Sale of land and building | |||
Non-cash transactions | |||
Financing obligations released | 238,100,000 | ||
Investing obligations released | $227,700,000 |
COMMITMENTS_AND_CONTINGENCIES_1
COMMITMENTS AND CONTINGENCIES - Obligations by year (Details) (USD $) | Dec. 28, 2014 | Dec. 29, 2013 |
In Thousands, unless otherwise specified | ||
Purchase obligations | ||
2015 | $30,947 | |
2016 | 13,526 | |
2017 | 8,876 | |
2018 | 6,614 | |
2019 | 6,601 | |
Thereafter | 35,995 | |
Total | 102,559 | |
Lease Obligation | ||
2015 | 11,152 | |
2016 | 10,535 | |
2017 | 9,655 | |
2018 | 8,431 | |
2019 | 7,075 | |
Thereafter | 31,180 | |
Total | 78,028 | |
Sublease Income | ||
2015 | -2,018 | |
2016 | -1,442 | |
2017 | -737 | |
2018 | -421 | |
2019 | -296 | |
Thereafter | -698 | |
Total | -5,612 | |
Net lease obligations | ||
2015 | 9,134 | |
2016 | 9,093 | |
2017 | 8,918 | |
2018 | 8,010 | |
2019 | 6,779 | |
Thereafter | 30,482 | |
Total | 72,416 | |
Contractual Obligation, Fiscal Year Maturity [Abstract] | ||
2015 | 44,501 | |
2016 | 25,790 | |
2017 | 20,139 | |
2018 | 16,367 | |
2019 | 14,748 | |
Thereafter | 71,389 | |
Total | 192,934 | |
Self-Insurance | ||
Workers' compensation obligations | ||
2015 | 4,420 | |
2016 | 3,171 | |
2017 | 2,345 | |
2018 | 1,743 | |
2019 | 1,368 | |
Thereafter | 4,912 | |
Total | $17,959 | $18,700 |
COMMITMENTS_AND_CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES - Purchases and Leases (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 |
Operating leases | |||
Total rental expense, included in other operating expenses, from continuing operations | $12.50 | $11.20 | $12.50 |
Sublease income from operating leases | $2.20 | $3.90 | $3.80 |
SP Fiber Technologies | Newsprint purchase commitment | |||
Purchase commitment [Line Items] | |||
Quantity committed in next fiscal year | 30,000 |
COMMITMENTS_AND_CONTINGENCIES_3
COMMITMENTS AND CONTINGENCIES - Obligations disclosures (Details) (USD $) | Dec. 28, 2014 | Dec. 29, 2013 |
Self-Insurance | ||
Loss Contingencies [Line Items] | ||
Estimated Insurance Recoveries | $2,600,000 | |
Additional disclosures | ||
Undiscounted ultimate losses of all self-insurance reserves related to our workers' compensation liabilities, net of insurance recoveries | 17,959,000 | 18,700,000 |
Discount rate of ultimate losses (as a percent) | 2.00% | 1.90% |
Present value of self-insurance reserves | 17,500,000 | 18,700,000 |
Letter of credit | ||
Additional disclosures | ||
Outstanding letters of credit | $33,200,000 |
COMMITMENTS_AND_CONTINGENCIES_4
COMMITMENTS AND CONTINGENCIES - Legal proceedings (Details) | 12 Months Ended |
Dec. 28, 2014 | |
item | |
"Sacramento Case" | |
Contingencies | |
Number of carriers | 5,000 |
Number of phases | 3 |
"Fresno Case" | |
Contingencies | |
Number of carriers | 3,500 |
Number of phases | 2 |
COMMON_STOCK_AND_STOCK_PLANS_D
COMMON STOCK AND STOCK PLANS (Details) | 12 Months Ended |
Dec. 28, 2014 | |
item | |
Class of Stock [Line Items] | |
Number of classes of common stock | 2 |
Minimum number of "Permitted Transferees" | 1 |
Minimum number of lineal descendants of Charles K. McClatchy who owns the beneficial interests of "Permitted Transferees" | 1 |
Common Class A | |
Class of Stock [Line Items] | |
Number of votes per share | 0.1 |
Percentage of Board of Directors selected from voting | 25.00% |
Shares issued in conversion | 215,000 |
Common Class B | |
Class of Stock [Line Items] | |
Number of votes per share | 1 |
Percentage of Board of Directors selected from voting | 75.00% |
Minimum percentage of common stock outstanding before conversion | 25.00% |
Vote of the holders as a percentage of outstanding shares required for termination of the agreement | 80.00% |
COMMON_STOCK_AND_STOCK_PLANS_A
COMMON STOCK AND STOCK PLANS - Activity and FV (Details) (USD $) | 12 Months Ended | |||
Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 | 31-May-12 | |
item | ||||
Stock Plans Activity | ||||
Number of stock-based compensation plans | 2 | |||
Options/SARs | ||||
Outstanding at the beginning of the period (in shares) | 6,110,500 | 6,194,500 | 6,723,250 | |
Granted (in shares) | 775,000 | 1,017,500 | ||
Exercised (in shares) | -1,678,250 | -545,750 | -27,250 | |
Forfeited (in shares) | -67,250 | -58,500 | -1,217,750 | |
Expired (in shares) | -516,250 | -254,750 | -301,250 | |
Outstanding at the end of the period (in shares) | 3,848,750 | 6,110,500 | 6,194,500 | |
Vested and Expected to Vest at the end of the period (in shares) | 3,763,184 | |||
Options exercisable (in shares) | 2,719,750 | 3,983,875 | 3,826,250 | |
Weighted Average Exercise Price | ||||
Outstanding at the beginning of the period (in dollars per share) | $9.69 | $11.45 | $22.01 | |
Granted (in dollars per share) | $2.46 | $2.76 | ||
Exercised (in dollars per share) | $2.86 | $1.72 | $1.70 | |
Forfeited (in dollars per share) | $3.38 | $3.30 | $54.52 | |
Expired (in dollars per share) | $35.74 | $48.97 | $48.33 | |
Outstanding at the end of the period (in dollars per share) | $9.28 | $9.69 | $11.45 | |
Vested and Expected to Vest at the end of the period (in dollars per share) | $9.43 | |||
Aggregate Intrinsic Value | ||||
Outstanding at the beginning of the period (in dollars) | $2,384,000 | $1,846,000 | $874,000 | |
Exercised (in dollars) | 3,138,000 | 847,000 | 33,000 | |
Outstanding at the end of the period (in dollars) | 1,542,000 | 2,384,000 | 1,846,000 | |
Vested and Expected to Vest at the end of the period (in dollars) | 1,467,000 | |||
Options exercisable (in dollars) | 716,000 | 1,306,000 | 1,335,000 | |
2004 Plan | ||||
Stock Plans Activity | ||||
Terms of award | 10 years | |||
Stock options and SARs | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized [Abstract] | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | 800,000 | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 8 months 12 days | |||
Weighted Average Exercise Price | ||||
Granted (in dollars per share) | $2.46 | $2.76 | ||
Stock Appreciation Rights (SARs) [Member] | ||||
Stock Plans Activity | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years | |||
Stock Appreciation Rights (SARs) [Member] | 2012 Plan | Maximum | ||||
Stock Plans Activity | ||||
Terms of award | 10 years | |||
RSUs | ||||
Stock Plans Activity | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 856,950 | 483,150 | 1,082,000 | |
RSU's | ||||
Nonvested at the beginning of the period (in shares) | 1,231,650 | 1,102,000 | 1,445,000 | |
Granted (in shares) | 856,950 | 483,150 | 1,082,000 | |
Vested (in shares) | -717,150 | -320,000 | -765,000 | |
Forfeited (in shares) | -41,900 | -33,500 | -660,000 | |
Nonvested at the end of the period (in shares) | 1,329,550 | 1,231,650 | 1,102,000 | |
Weighted Average Grant Date Fair Value | ||||
Outstanding at the beginning of the period (in dollars per share) | $2.50 | $2.98 | $3.73 | |
Granted (in dollars per share) | $4.61 | $2.46 | $2.59 | |
Vested (in dollars per share) | $2.92 | $4.08 | $3.42 | |
Forfeited (in dollars per share) | $2.93 | $2.48 | $3.48 | |
Outstanding at the end of the period (in dollars per share) | $3.62 | $2.50 | $2.98 | |
Additional disclosures | ||||
Total fair value | 3,400,000 | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized [Abstract] | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Share-based Awards Other than Options | $2,900,000 | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years | |||
RSUs | Maximum | ||||
Stock Plans Activity | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 3 years | |||
Common Class A | 2004 Plan | ||||
Stock Plans Activity | ||||
Shares reserved for issuance to employees | 9,000,000 | |||
Common Class A | 2012 Plan | ||||
Stock Plans Activity | ||||
Outstanding grants (in shares) | 5,000,000 | |||
Common Class A | Non-employee director | 2012 Plan | ||||
Stock Plans Activity | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 15,000 | 15,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Shares Issued in Period | 150,000 | 165,000 | ||
RSU's | ||||
Granted (in shares) | 15,000 | 15,000 |
COMMON_STOCK_AND_STOCK_PLANS_O
COMMON STOCK AND STOCK PLANS - Outstanding Options and SARs (Details) (Stock options and SARs, USD $) | 12 Months Ended |
Dec. 28, 2014 | |
Share Based Compensation Shares Authorized under Stock Option and SARs Exercise Price Range Outstanding Options [Abstract] | |
Number of Options/SARs (in shares) | 3,848,750 |
Average Remaining Contractual Life | 4 years 9 months 11 days |
Weighted Average Exercise Price (in dollars per share) | $9.28 |
Options/SARs Exercisable | |
Number of Options/SARs (in shares) | 2,719,750 |
Weighted Average Exercise Price (in dollars per share) | $11.96 |
Weighted average remaining contractual life | 3 years 8 months 12 days |
Weighted average remaining contractual term for fully vested and expected to vest | 4 years 8 months 12 days |
$1.50-$9.07 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price, low end of range (in dollars per share) | $1.70 |
Exercise price, high end of range (in dollars per share) | $9.07 |
Share Based Compensation Shares Authorized under Stock Option and SARs Exercise Price Range Outstanding Options [Abstract] | |
Number of Options/SARs (in shares) | 2,578,250 |
Average Remaining Contractual Life | 6 years 2 months 1 day |
Weighted Average Exercise Price (in dollars per share) | $3.05 |
Options/SARs Exercisable | |
Number of Options/SARs (in shares) | 1,449,250 |
Weighted Average Exercise Price (in dollars per share) | $3.22 |
$9.73-$35.94 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price, low end of range (in dollars per share) | $9.73 |
Exercise price, high end of range (in dollars per share) | $35.94 |
Share Based Compensation Shares Authorized under Stock Option and SARs Exercise Price Range Outstanding Options [Abstract] | |
Number of Options/SARs (in shares) | 951,000 |
Average Remaining Contractual Life | 2 years 1 month 6 days |
Weighted Average Exercise Price (in dollars per share) | $13.19 |
Options/SARs Exercisable | |
Number of Options/SARs (in shares) | 951,000 |
Weighted Average Exercise Price (in dollars per share) | $13.19 |
$40.95-$73.36 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Exercise price, low end of range (in dollars per share) | $40.95 |
Exercise price, high end of range (in dollars per share) | $73.36 |
Share Based Compensation Shares Authorized under Stock Option and SARs Exercise Price Range Outstanding Options [Abstract] | |
Number of Options/SARs (in shares) | 319,500 |
Average Remaining Contractual Life | 1 year 6 months 26 days |
Weighted Average Exercise Price (in dollars per share) | $47.93 |
Options/SARs Exercisable | |
Number of Options/SARs (in shares) | 319,500 |
Weighted Average Exercise Price (in dollars per share) | $47.93 |
COMMON_STOCK_AND_STOCK_PLANS_A1
COMMON STOCK AND STOCK PLANS - Assumptions (Details) (USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Dividend yield (as a percent) | |||
Weighted average exercise price of options/SARs granted (in dollars per share) | $2.46 | $2.76 | |
Stock-based compensation expense | $3,479 | $3,481 | $3,517 |
Stock options and SARs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected life | 4 years 6 months 4 days | 6 years 6 months 7 days | |
Volatility (as a percent) | 1.08% | 0.90% | |
Risk-free interest rate (as a percent) | 0.76% | 1.22% | |
Weighted average exercise price of options/SARs granted (in dollars per share) | $2.46 | $2.76 | |
Weighted average fair value of options/SARs granted (in dollars per share) | $1.85 | $2.09 |
QUARTERLY_RESULTS_OF_OPERATION2
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 28, 2014 | Sep. 28, 2014 | Jun. 29, 2014 | Mar. 30, 2014 | Dec. 29, 2013 | Sep. 29, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 | |
Selected Quarterly Financial Information [Abstract] | |||||||||||
Net Revenues | $310,091,000 | $272,899,000 | $287,391,000 | $276,171,000 | $337,557,000 | $287,046,000 | $301,608,000 | $288,637,000 | $1,146,552,000 | $1,214,848,000 | $1,279,844,000 |
Operating income | 41,164,000 | 18,550,000 | 27,307,000 | -4,698,000 | 44,275,000 | 26,695,000 | 30,157,000 | 19,817,000 | 82,323,000 | 120,944,000 | 179,971,000 |
INCOME (LOSS) FROM CONTINUING OPERATIONS | 303,010,000 | -2,619,000 | 91,648,000 | -16,062,000 | 11,944,000 | 6,736,000 | 10,961,000 | -13,197,000 | 375,977,000 | 16,444,000 | -3,966,000 |
INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAXES | -368,000 | -141,000 | -1,699,000 | 220,000 | 583,000 | 529,000 | 791,000 | 456,000 | -1,988,000 | 2,359,000 | 3,822,000 |
NET INCOME (LOSS) | 302,642,000 | -2,760,000 | 89,949,000 | -15,842,000 | 12,527,000 | 7,265,000 | 11,752,000 | -12,741,000 | 373,989,000 | 18,803,000 | -144,000 |
Income (loss) from continuing operations - diluted (in dollars per share) | $3.45 | ($0.03) | $1.03 | ($0.18) | $0.13 | $0.07 | $0.13 | ($0.15) | $4.26 | $0.19 | ($0.05) |
Income (loss) from discontinued operations - diluted (in dollars per share) | ($0.01) | ($0.01) | $0.01 | $0.01 | $0.01 | ($0.03) | $0.03 | $0.05 | |||
Net income (loss) per share - diluted (in dollars per share) | $3.44 | ($0.03) | $1.02 | ($0.18) | $0.14 | $0.08 | $0.14 | ($0.15) | $4.23 | $0.22 | |
Net Revenues | |||||||||||
Selected Quarterly Financial Information [Abstract] | |||||||||||
Adjustment to previously reported results | 6,400,000 | 6,500,000 | |||||||||
Operating Income (Loss) [Member] | |||||||||||
Selected Quarterly Financial Information [Abstract] | |||||||||||
Adjustment to previously reported results | 400,000 | 800,000 | |||||||||
Advertising Revenue [Member] | |||||||||||
Selected Quarterly Financial Information [Abstract] | |||||||||||
Adjustment to previously reported results | 4,700,000 | 4,600,000 | 4,500,000 | ||||||||
Other Operating Income (Expense) [Member] | |||||||||||
Selected Quarterly Financial Information [Abstract] | |||||||||||
Adjustment to previously reported results | $4,700,000 | $4,600,000 | $4,500,000 |
QUARTERLY_RESULTS_OF_OPERATION3
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) - Debt, Tax (Details) (USD $) | 3 Months Ended | 12 Months Ended | 0 Months Ended | 3 Months Ended | ||||||
Dec. 28, 2014 | Dec. 29, 2013 | Sep. 29, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 | 7-May-14 | Jun. 29, 2014 | |
Debt Instrument [Line Items] | ||||||||||
Gains (Losses) on Extinguishment of Debt | ($72,800,000) | ($12,800,000) | ($72,777,000) | ($13,643,000) | ($88,430,000) | |||||
Gain recognized | 2,900,000 | 10,000,000 | 12,938,000 | |||||||
Impairment Charges | 5,200,000 | 5,300,000 | 5,203,000 | 5,345,000 | 0 | |||||
Real property and land impairment charges | 11,900,000 | |||||||||
Accelerated depreciation incurred | 11,400,000 | 13,500,000 | 11,400,000 | |||||||
Write down of certain unconsolidated investments | 7,800,000 | 3,000,000 | 3,000,000 | |||||||
McClatchy Tribune Information Services Member | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Gain on sale | 1,700,000 | 1,700,000 | ||||||||
Apartments.Com Business | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Gain on sale | 144,200,000 | 144,200,000 | ||||||||
Classified Ventures LLC | ||||||||||
Debt Instrument [Line Items] | ||||||||||
Gain on sale | $559,300,000 |