Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 27, 2015 | Feb. 29, 2016 | Jun. 28, 2015 | |
Entity Registrant Name | MCCLATCHY CO | ||
Entity Central Index Key | 1,056,087 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 27, 2015 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-27 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $ 86.6 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Common Class A | |||
Entity Common Stock, Shares Outstanding | 54,507,190 | ||
Common Class B | |||
Entity Common Stock, Shares Outstanding | 24,431,962 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | |
REVENUES - NET: | |||
Advertising | $ 637,415 | $ 731,783 | $ 822,128 |
Audience | 367,858 | 366,592 | 346,311 |
Other | 51,301 | 48,177 | 46,409 |
Revenues, total | 1,056,574 | 1,146,552 | 1,214,848 |
OPERATING EXPENSES: | |||
Compensation | 395,449 | 411,881 | 422,981 |
Newsprint, supplements and printing expenses | 95,674 | 114,801 | 120,551 |
Depreciation and amortization | 101,595 | 113,638 | 121,570 |
Other operating expenses | 404,347 | 415,682 | 411,621 |
Goodwill and other asset impairments (see Notes 1 and 4) | 304,848 | 8,227 | 17,181 |
Operating expenses, total | 1,301,913 | 1,064,229 | 1,093,904 |
OPERATING INCOME (LOSS) | (245,339) | 82,323 | 120,944 |
NON-OPERATING (EXPENSE) INCOME: | |||
Interest expense | (85,973) | (127,503) | (135,381) |
Interest income | 331 | 254 | 53 |
Equity income in unconsolidated companies, net | 10,086 | 19,084 | 42,651 |
Gains related to equity investments | 8,061 | 705,247 | |
Gain (loss) on extinguishment of debt, net | 1,167 | (72,777) | (13,643) |
Gain on sale of Miami property | 12,938 | ||
Other - net | (292) | 579 | 541 |
Non-operating (expense) income, total | (66,620) | 524,884 | (92,841) |
Income (loss) from continuing operations before income taxes | (311,959) | 607,207 | 28,103 |
Income tax provision (benefit) | (11,797) | 231,230 | 11,659 |
INCOME (LOSS) FROM CONTINUING OPERATIONS | (300,162) | 375,977 | 16,444 |
INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAXES | (1,988) | 2,359 | |
NET INCOME (LOSS) | $ (300,162) | $ 373,989 | $ 18,803 |
Basic: | |||
Income (loss) from continuing operations (in dollars per share) | $ (3.47) | $ 4.33 | $ 0.19 |
Loss from discontinued operations (in dollars per share) | (0.02) | 0.03 | |
Net income (loss) per share (in dollars per share) | (3.47) | 4.31 | 0.22 |
Diluted: | |||
Income (loss) from continuing operations - diluted (in dollars per share) | (3.47) | 4.26 | 0.19 |
Loss from discontinued operations - diluted (in dollars per share) | (0.03) | 0.03 | |
Net income (loss) per share - diluted (in dollars per share) | $ (3.47) | $ 4.23 | $ 0.22 |
Weighted average number of common shares used to calculate basic and diluted earnings per share: | |||
Basic (in shares) | 86,591 | 86,797 | 86,201 |
Diluted (in shares) | 86,591 | 88,357 | 87,136 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) | |||
Net Income (Loss) | $ (300,162) | $ 373,989 | $ 18,803 |
Pension and post retirement plans: | |||
Change in pension and post-retirement benefit plans, net of taxes of $2,936, $73,922 and $(117,853) | (4,404) | (110,883) | 176,779 |
Investment in unconsolidated companies: | |||
Other comprehensive income (loss), net of taxes of $534, $546, and $243 | (801) | (819) | (364) |
Other comprehensive income (loss) | (5,205) | (111,702) | 176,415 |
Comprehensive income (loss) | $ (305,367) | $ 262,287 | $ 195,218 |
CONSOLIDATED STATEMENTS OF COM4
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) | |||
Unamortized net loss and other components of benefit plans, taxes | $ 2,936 | $ 73,922 | $ (117,853) |
Other comprehensive loss, taxes | $ 534 | $ 546 | $ 243 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 27, 2015 | Dec. 28, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 9,332 | $ 220,861 |
Trade receivables (net of allowances of $4,451 in 2015 and $5,900 in 2014) | 138,153 | 144,565 |
Other receivables | 16,367 | 36,780 |
Newsprint, ink and other inventories | 16,659 | 19,491 |
Assets held for sale | 5,357 | 173 |
Other current assets | 19,194 | 14,945 |
Total current assets | 205,062 | 436,815 |
Property, plant and equipment, net | 364,219 | 404,238 |
Intangible assets: | ||
Identifiable intangibles - net | 348,651 | 410,915 |
Goodwill | 705,174 | 996,115 |
Total intangible assets | 1,053,825 | 1,407,030 |
Investments and other assets: | ||
Investments in unconsolidated companies | 233,538 | 230,473 |
Deferred income taxes | 1,312 | |
Other assets | 65,078 | 62,160 |
Total investments and other assets | 299,928 | 292,633 |
TOTAL ASSETS | 1,923,034 | 2,540,716 |
Current liabilities: | ||
Accounts payable | 41,751 | 49,095 |
Accrued pension liabilities | 8,450 | 8,529 |
Accrued compensation | 29,410 | 32,912 |
Income taxes payable | 687 | 186,805 |
Unearned revenue | 60,811 | 62,035 |
Accrued interest | 9,423 | 10,592 |
Other accrued liabilities | 15,195 | 14,957 |
Total current liabilities | 165,727 | 364,925 |
Non-current liabilities : | ||
Long-term debt | 905,425 | 994,812 |
Deferred income taxes | 25,108 | |
Pension and postretirement obligations | 581,852 | 574,024 |
Financing obligations | 32,398 | 34,551 |
Other long-term obligations | 44,869 | 43,911 |
Total non-current liabilities | $ 1,564,544 | $ 1,672,406 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Additional paid-in capital | $ 2,219,481 | $ 2,222,675 |
Accumulated deficit | (1,603,546) | (1,303,384) |
Treasury stock at cost, 1,652,165 shares in 2015 and 45,374 shares in 2014 | (2,196) | (175) |
Accumulated other comprehensive loss | (421,808) | (416,603) |
Total stockholders' equity | 192,763 | 503,385 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | 1,923,034 | 2,540,716 |
Common Class A | ||
Stockholders' equity: | ||
Common stock | 588 | 626 |
Common Class B | ||
Stockholders' equity: | ||
Common stock | $ 244 | $ 246 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 27, 2015 | Dec. 28, 2014 |
Trade receivables, allowance | $ 4,451 | $ 5,900 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Treasury stock, shares | 1,652,165 | 45,374 |
Common Class A | ||
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 58,782,535 | 62,600,676 |
Common Class B | ||
Common stock, shares authorized | 60,000,000 | 60,000,000 |
Common stock, shares issued | 24,431,962 | 24,585,962 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net Income (Loss) | $ (300,162) | $ 373,989 | $ 18,803 |
Less income (loss) from discontinued operations, net of tax | (1,988) | 2,359 | |
Income (loss) from continuing operations | (300,162) | 375,977 | 16,444 |
Reconciliation to net cash provided by (used in) operating activities: | |||
Depreciation and amortization | 101,595 | 113,638 | 121,570 |
(Gains) loss on disposal of equipment (excluding asset impairments) | 347 | (918) | (1,914) |
Contribution to qualified defined benefit pension plan | (25,000) | (7,600) | |
Retirement benefit expense | 9,971 | 4,632 | 12,162 |
Stock-based compensation expense | 3,178 | 3,479 | 3,481 |
Deferred income taxes | (23,087) | (32,233) | (9,774) |
Equity income in unconsolidated companies | (10,086) | (19,084) | (42,651) |
Gains related to equity investments | (8,061) | (705,247) | |
Distributions of income from equity investments | 7,500 | 160,707 | 39,504 |
(Gain) loss on extinguishment of debt, net | (1,167) | 72,777 | 13,643 |
Gain on disposal of Miami property | (12,938) | ||
Goodwill and other asset impairments | 304,848 | 8,227 | 17,181 |
Other | (5,501) | (4,137) | (3,865) |
Changes in certain assets and liabilities: | |||
Trade receivables | 6,412 | 19,390 | 9,877 |
Inventories | 2,832 | 3,822 | 3,534 |
Other assets | (7,707) | (111) | (391) |
Accounts payable | (7,344) | (1,870) | 1,085 |
Accrued compensation | (3,529) | (6,291) | (57) |
Income taxes | (190,581) | 186,208 | 3,745 |
Accrued interest | (1,169) | (4,452) | (3,631) |
Other liabilities | (818) | (6,333) | (5,824) |
Net cash provided by (used in) continuing operations | (122,529) | 143,181 | 153,581 |
Net cash provided by (used in) discontinued operations | (37) | 2,459 | |
Net cash provided by (used in) operating activities | (122,529) | 143,144 | 156,040 |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Purchases of property, plant and equipment | (18,605) | (23,441) | (33,273) |
Proceeds from sale of property, plant and equipment and other | 414 | 10,301 | 4,703 |
Purchase of certificates of deposit | (33,483) | ||
Proceeds from redemption of certificates of deposit | 2,210 | ||
Purchase of insurance-related deposits | (6,770) | ||
Proceeds from return of insurance-related deposit | 6,400 | ||
Distributions from equity investments | 7,428 | 1,621 | 2,932 |
Contributions to equity investments | (1,583) | (4,158) | (1,319) |
Proceeds from sale of equity investments | 26,186 | 607,942 | |
Other-net | (1,500) | ||
Net cash provided by (used in) continuing operations | 13,840 | 552,012 | (19,847) |
Net cash provided by (used in) discontinued operations | 32,953 | (200) | |
Net cash provided by (used in) investing activities | 13,840 | 584,965 | (20,047) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Repurchase of public notes and related expenses | (92,254) | (584,366) | (165,549) |
Purchase of treasury shares | (8,434) | (7,603) | (1,793) |
Other | (2,152) | 3,910 | (928) |
Net cash used in financing activities | (102,840) | (588,059) | (168,270) |
Increase (decrease) in cash and cash equivalents | (211,529) | 140,050 | (32,277) |
Cash and cash equivalents at beginning of period | 220,861 | 80,811 | 113,088 |
CASH AND CASH EQUIVALENTS AT END OF PERIOD | $ 9,332 | $ 220,861 | $ 80,811 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Common Class ACommon Stock [Member] | Common Class BCommon Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Treasury Stock [Member] | Total |
Stockholders' Equity Attributable to Parent, Beginning 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) | 18,803 | 18,803 | |||||
Other comprehensive income | 176,415 | 176,415 | |||||
Issuance of shares | 10 | 927 | 937 | ||||
Stock compensation expense | 3,523 | 3,523 | |||||
Treasury stock, acquired | (1,793) | (1,793) | |||||
Treasury stock, retired | (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) | 373,989 | 373,989 | |||||
Other comprehensive income | (111,702) | (111,702) | |||||
Issuance of shares | 24 | 4,784 | 4,808 | ||||
Conversion of shares | 2 | (2) | |||||
Stock compensation expense | 3,507 | 3,507 | |||||
Treasury stock, acquired | (7,603) | (7,603) | |||||
Treasury stock, retired | (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 |
Changes in accumulated other comprehensive loss | |||||||
Net Income (Loss) | (300,162) | (300,162) | |||||
Other comprehensive income | (5,205) | (5,205) | |||||
Issuance of shares | 9 | (8) | 1 | ||||
Conversion of shares | 2 | (2) | |||||
Stock compensation expense | 3,178 | 3,178 | |||||
Treasury stock, acquired | (8,434) | (8,434) | |||||
Treasury stock, retired | (49) | (6,364) | 6,413 | ||||
Stockholders' Equity Attributable to Parent, Ending Balance at Dec. 27, 2015 | $ 588 | $ 244 | $ 2,219,481 | $ (1,603,546) | $ (421,808) | $ (2,196) | $ 192,763 |
CONSOLIDATED STATEMENTS OF STO9
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) - shares | 12 Months Ended | ||
Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | |
Treasury Stock, Shares, Acquired | 6,494,482 | 1,594,115 | 580,219 |
Treasury Stock, Shares, Retired | 4,887,691 | 1,559,948 | 575,046 |
Common Class A | |||
Stock Issued During Period, Shares, Employee Stock Purchase Plans | 915,550 | 2,391,100 | 1,030,750 |
Stock Issued During Period, Shares, Conversion of Convertible Securities | 154,000 | 215,000 |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 27, 2015 | |
SIGNIFICANT ACCOUNTING POLICIES | |
SIGNIFICANT ACCOUNTING POLICIES | 1. SIGNIFICANT ACCOUNTING POLICIE S The McClatchy Company (the “Company,” “we,” “us” or “our”) is a 21st century news and information publisher of publications such as the Miami Herald , The Kansas City Sta r, The Sacramento Bee , The Charlotte Observer , The (Raleigh) News and Observer , and the (Fort Worth) Star-Telegram . We operate 29 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 years ended December 27, 2015, December 28, 2014, and December 29, 2013, consist of 52 -week periods. 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. Changes in basis of presentation As discussed more fully in Recently Adopted Accounting Pronouncements below, we elected to early adopt authoritative guidance issued by the Financial Accounting Standards Board (“FASB”) related to the presentation of deferred income taxes and debt issuance costs. As required by this guidance, we have recast our consolidated balance sheet as of December 28, 2014, and certain related footnotes, to conform to the presentation as of December 27, 2015. 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 and access to online sites 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. 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 27, 2015, 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 27, December 28, December 29, (in thousands) 2015 2014 2013 Balance at beginning of year $ $ $ Charged to costs and expenses Amounts written off Disposition of discontinued operations — — Balance at end of year $ $ $ 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 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 2015, 2014 or 2013. 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 27, December 28, Estimated (in thousands) 2015 2014 Useful Lives Land $ $ Building and improvements - years Equipment - years (1) Construction in process Less accumulated depreciation Property, plant and equipment, net $ $ (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 $53.2 million, $60.7 million and $64.4 million in 2015, 2014 and 2013, 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 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 2015 we incurred $ 10.3 million in accelerated depreciation related to the production equipment associated with outsourcing our printing process at a few of our newspapers. During 2014 we incurred $13.5 million in accelerated depreciation (i) related to the production equipment associated with outsourcing our printing process at one of our newspapers and (ii) resulting from moving the printing operations for another newspaper to a newly purchased production facility . Assets held for sale During 2015 we began to actively market for sale a parking lot at one of our newspapers and a parking structure at another newspaper. No impairment charges were incurred during 2015 as a result of placing these assets in assets held for sale during 2015. 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 3 for discussion of investments in unconsolidated companies. Segment reporting Our primary business is the publication of newspapers and related digital site 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. Our operating segments are based on how our chief executive officer, who is also our Chief Operating Decision Maker (“CODM”), makes decisions about allocating resources and assessing performance. The CODM is provided discrete financial information for the two operating segments. Each operating segment consists of a group of newspapers and, effective July 1, 2015, following the retirement of a segment manager, both operating segments report to the same segment manager. There was no change to our single reportable segment as a result of the changes to our operating segments. Effective July 1, 2015, one of our operating segments (“Western Segment”) consists of our newspaper operations in California, the Northwest, and the Midwest, while the other operating segment (“Eastern Segment”) consists primarily of newspaper operations in the Southeast and Florida . 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 an impairment charge of $290.9 million in 2015 was required. We determined that no impairment charge was required in 2014 or 2013. 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 charges of $13.9 million, $5.2 million and $5.3 million in 2015, 2014 and 2013, respectively, were required. Also see Note 4. 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 2015, 2014 or 2013. 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 27, 2015, we had two stock ‑based compensation plans. See Note 10. 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, other current assets, accounts payable and other current liabilities. As of December 27, 2015, and December 28, 2014, the carrying amount of these items approximates fair value because of the short maturity of these financial instruments. 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 27, 2015, and December 28, 2014, the estimated fair value of long ‑term debt was $729.8 million and $994.8 m illion, respectively. At December 27, 2015, and December 28, 2014, the carrying value of long ‑term debt was $905.4 million and $1.0 billion, respectively. Pension plan. As of December 27, 2015, and December 28, 2014, we had assets related to our qualified defined benefit pension plan measured at fair value. The required disclosures regarding such assets are presented in Note 7. 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 27, 2015, 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. The significant unobservable inputs include our expected cash flows and discount rate that we estimate market participants would seek for bearing the risk associated with such assets. 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 29, 2013 $ $ $ Other comprehensive income (loss) before reclassifications — Amounts reclassified from AOCL — Other comprehensive income (loss) Balance at December 28, 2014 $ $ $ Other comprehensive income (loss) before reclassifications — Amounts reclassified from AOCL — Other comprehensive income (loss) Balance at December 27, 2015 $ $ $ Amount Reclassified from AOCL (in thousands) Year Ended Year Ended December 27, December 28, Affected Line in the AOCL Component 2015 2014 Consolidated Statements of Operations Minimum pension and post-retirement liability $ $ Compensation Provision (benefit) for income taxes $ $ 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 27, December 28, December 29, (shares in thousands) 2015 2014 2013 Anti-dilutive stock options Recently Issued Accounting Pronouncements In May 2014, the FASB issued Accounting Standards Update (“ASU”) 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 us for annual and interim periods beginning on or after December 15, 2017, and early adoption is permitted for interim or annual reporting periods beginning after December 15, 2016. 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 us 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. In February 2015, the FASB issued ASU No. 2015-02, “ Consolidation (Topic 810); Amendments to the Consolidated Analysis,” which changes the analysis that a reporting entity must perform to determine whether it should consolidate certain types of legal entities. It is effective for us for interim and annual reporting periods beginning after December 15, 2015, with early adoption permitted. We do not believe the adoption of this guidance will have an impact on our consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-05, " Customer's Accounting for Fees Paid in a Cloud Computing Arrangement. " ASU 2015-05 provides guidance to customers about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. The new guidance does not change the accounting for service contracts. It is effective for us for interim and annual reporting periods beginning after December 15, 2015. We do not believe the adoption of this guidance will have an impact on our consolidated financial statements. In July 2015, the FASB issued ASU No. 2015-11, “ Simplifying the Measurement of Inventory. ” ASU 2015-11 simplifies the measurement of inventory by requiring certain inventory to be measured at the “lower of cost and net realizable value” and options that currently exist for “market value” will be eliminated. The ASU defines net realizable value as the “estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation.” It is effective for us for interim and annual reporting periods beginning after December 15, 2016. The standard should be applied prospectively with early adoption permitted. We are currently in the process of evaluating the impact of the adoption on our consolidated financial statements. In January 2016, the FASB issued ASU No. 2016-01, “ Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities .” ASU 2016-01 addresses certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. ASU 2016-01 is effective for us for interim and annual reporting periods beginning after December 15, 2017. We do not believe the adoption of this guidance will have an impact on our consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, “ Leases ” (Accounting Standards Codification 842 (“ASC 842”)) and it replaces the existing guidance in ASC 840, “ Leases . ” ASC 842 requires lessees to recognize most leases on their balance sheets as lease liabilities with corresponding right-of-use assets. The new lease standard does not substantially change lessor accounting. It is effective for us for interim and annual reporting periods beginning after December 15, 201 8, with early adoption permitted. We are currently in the process of evaluating the impact of the adoption on our consolidated financial statements. Recently Adopted Accounting Pronouncements In April 2014, the FASB issued 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,” which raised the threshold for a disposal to qualify as a discontinued operation and required new disclosures of both discontinued operations and certain other disposals that did not meet the definition of a discontinued operation. This guidance was effective for us at the beginning of 2015. In April 2015 the FASB issued ASU No. 2015-03 , “Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs,” which amended existing guidance to require the presentation of debt issuance costs in the balance sheet as a deduction from the carrying amount of the related debt liability instead of deferred charges. It was effective for us for annual and interim periods beginning on or after December 15, 2015, however early adoption was permitted. In August 2015, the FASB issued ASU No. 2015-15, “ Interest-Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of Credit Arrangements-Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting ,” to clarify that an entity may elect to present debt issuance costs related to a line-of-credit arrangement as an asset, regardless of whether or not there are any outstanding borrowings on the line-of-credit arrangement. We early adopted these standards retrospectively and elected to present the debt issuance costs related to our line-of credit arrangement, combined with the other debt issuance costs on our term loan debt, as a reduction in long-term debt. As of December 28, 2014 , we reclassified unamortized debt issuance costs of $12.1 million from other assets to a reduction in long-term debt on the consolidated balance sheet. In April 2015 the FASB issued ASU No. 2015-04, " Compensation – Retirement Benefits: Practical Expedient for the Measurement Date of an Employer’s Defined Benefit Obligation and Plan Assets, " which provided practical expedient, which permitted a reporting entity with a fiscal year-end that does not coincide with a month-end, to measure defined benefit plan assets and obligations using the month-end that is closest to the entity’s fiscal year-end and apply that practical expedient consistently from year to year. It is effective for us for interim and annual reporting periods beginning after December 15, 2015, with early application permitted. We early adopted this standard and it did not have a material impact on our consolidated financial statements. In November 2015 the FASB issued ASU No. 2015-17, " Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes, " which simplifies the presentation of deferred income taxes by requiring deferred tax assets and liabilities to be classified as noncurrent on the balance sheet. It was effective for us for interim and annual reporting periods beginning after December 15, 2015, with early adoption permitted. We early adopted this standard retrospectively, and reclassified our current deferred income taxes to net them with noncurrent deferred income taxes for all periods presented. As of December 28, 2014 , we reclassified deferred income taxes of $1.1 million from current assets to a reduction in deferred income taxes in noncurrent liabilities on the consolidated balance sheet . |
DIVESTITURE
DIVESTITURE | 12 Months Ended |
Dec. 27, 2015 | |
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. The following table summarizes the financial information for the Anchorage’s operations for 2014 and 2013: Year Ended December 28, December 29, (in thousands) 2014 2013 Revenues $ $ Loss from discontinued operations, before taxes $ $ Income tax benefit Loss from discontinued operations, net of tax, before loss on sale $ $ Gain (loss) on sale of discontinued operations $ $ — Income tax provision — Loss on sale of discontinued operations, net of tax — Loss from discontinued operations, net of tax $ $ |
INVESTMENTS IN UNCONSOLIDATED C
INVESTMENTS IN UNCONSOLIDATED COMPANIES | 12 Months Ended |
Dec. 27, 2015 | |
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 27, December 28, Company Interest 2015 2014 CareerBuilder, LLC 15.0 $ $ Other Various $ $ Classified Ventures, LLC On April 1, 2014, Classified Ventures, LLC (“Classified Ventures”) sold its Apartments.com business for $585 million. Accordingly, during 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, 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 to TEGNA, Inc. (formerly Gannett Co., Inc.) for a price that valued Classified Ventures at $2.5 billion. We recorded gain on sale of our ownership interest in Classified Ventures of $559.3 million, before taxes, during the fourth quarter of 2014. Our portion of the cash proceeds, net of transaction costs, was $631.8 million. Pursuant to the sale agreement, $25.6 million of net proceeds was being held in escrow until October 1, 2015. 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. In the fourth quarter of 2015, we received the $25.6 million escrow balance from the escrow account. During the first quarter of 2015, we received $0.6 million from Classified Ventures as a result of the final working capital adjustment from our sale of Classified Ventures in the fourth quarter of 2014. In addition, in April 2015, we received a final cash distribution of $7.5 million from Classified Ventures. Both of these transactions were recorded as gains related to equity investments during 2015, because the company has no continuing ownership interest in Classified Ventures (see above). McClatchy-Tribune Information Services 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 2015 and 2014, we recorded write ‑downs of $8.2 million and $7.8 million, respectively, which reduced our equity income in unconsolidated companies, net, in the consolidated statements of operations . The write-down in 2015 was primarily related to CareerBuilder, LLC, which recorded a non-cash, goodwill impairment charge related to their international reporting unit in the fourth quarter of 2015. Our portion of that impairment charge was $7.5 million. The write-down in 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 27, December 28, (in thousands) 2015 2014 CareerBuilder, LLC $ $ Other $ $ For 2015, the $15.0 million in total distributions from our equity investments included $7.5 million from CareerBuilder LLC, which represented a return on investment and was recorded as an operating activity, and the $7.5 million from Classified Ventures (see above) was considered a return of investment because there were no cumulative earnings from the investee and, therefore, was treated as an investing activity on our consolidated statements of cash flows. For 2014, the $162.3 million in total distributions from our equity investments included $160.7 million, which represented a return on investment, was shown as an operating activity, and the remaining $1.6 million, which exceeded the cumulative earnings from an investee and was considered a return of investment and therefore was treated as an investing activity in our consolidated statements of cash flows. We have a 27% general partnership interest in Ponderay Newsprint Company (“Ponderay”) and we purchased some of our newsprint supply from Ponderay during 2015, 2014 and 2013. Our investment in Ponderay is zero as a result of a write off in 2014 and accumulative losses exceeding our carrying value. No future income or losses from Ponderay will be recorded until our carrying value on our balance sheet is restored through future earnings by Ponderay. We have a 49.5% ownership interest in 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 . We purchase newsprint from Ponderay and we incur wholesale fees from CareerBuilder, LLC for the uploading and hosting of online advertising on behalf of our newspapers’ advertisers. We record these expenses for CareerBuilder, 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 27, December 28, December 29, (in thousands) 2015 2014 2013 CareerBuilder, LLC $ $ $ Ponderay (general partnership) As of December 27, 2015, and December 28, 2014, we had approximately $1.0 million and $1.5 million, respectively, 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 27, December 28, (in thousands) 2015 2014 Current assets $ $ Noncurrent assets Current liabilities Noncurrent liabilities Equity Year ended December 27, December 28, December 29, (in thousands) 2015 2014 2013 Net revenues $ $ $ Gross profit Operating income Net income |
INTANGIBLE ASSETS AND GOODWILL
INTANGIBLE ASSETS AND GOODWILL | 12 Months Ended |
Dec. 27, 2015 | |
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 28, Acquired Disposition Impairment Amortization December 27, (in thousands) 2014 Adjustment Adjustment Charges Expense 2015 Intangible assets subject to amortization $ $ — $ — $ — $ — $ Accumulated amortization — — — — — — Mastheads — — — Goodwill — — — Total $ $ — $ — $ $ $ December 29, Acquired Disposition Impairment Amortization December 28, (in thousands) 2013 Adjustment Adjustment Charges Expense 2014 Intangible assets subject to amortization $ $ $ $ — $ — $ Accumulated amortization — — — — Mastheads — — — Goodwill — — — Total $ $ $ $ $ $ During the quarter ended June 28, 2015, we performed interim tests of impairment of goodwill and intangible newspaper mastheads due to the continuing challenging business conditions and the resulting weakness in our stock price. The fair values of our reporting units for goodwill impairment testing and individual newspaper mastheads were estimated using the present value of expected future cash flows, using estimates, judgments and assumptions (see Note 1) that we believe were appropriate in the circumstances. As a result, we recorded an impairment charge related to goodwill of $290.9 million and an intangible newspaper masthead impairment charge of $9.5 million in the quarter ended June 28, 2015, which were recorded in the goodwill and other asset impairments line item on our consolidated statements of operations. In addition, based on our annual impairment testing of goodwill and intangible newspaper mastheads at December 27, 2015, we recorded an additional $4.4 million in masthead impairments, which was recorded in the goodwill and other asset impairment line item on our consolidated statements of operations. Based on our annual impairment testing of goodwill and intangible newspaper mastheads at December 28, 2014, we recorded $5.2 million in masthead impairments, which was recorded in the goodwill and other asset impairment line item on our consolidated statements of operations. During 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 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. Accumulated changes in indefinite lived intangible assets and goodwill as of December 27, 2015, and December 28, 2014, consisted of the following: December 27, 2015 December 28, 2014 Original Gross Accumulated Carrying Original Gross Accumulated Carrying (in thousands) Amount Impairment Amount Amount Impairment Amount Mastheads $ $ $ $ $ $ Goodwill Total $ $ $ $ $ $ Amortization expense was $ 48.4 million, $ 5 2.9 million and $57.2 million in 2015, 2014 and 2013, respectively. The estimated amortization expense for the five succeeding fiscal years is as follows: Amortization Expense Year (in thousands) 2016 $ 2017 2018 2019 2020 |
LONG-TERM DEBT
LONG-TERM DEBT | 12 Months Ended |
Dec. 27, 2015 | |
LONG-TERM DEBT | |
LONG-TERM DEBT | 5. LONG ‑TERM DEBT All of our long ‑term debt is in fixed rate obligations. As of December 27, 2015, and December 28, 2014, our outstanding long ‑term debt consisted of senior secured notes and unsecured notes. They are stated net of unamortized debt issuance costs and unamortized discounts, if applicable, totaling $31. 9 million and $37.6 million as of December 27, 2015, and December 28, 2014, 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 27, December 27, December 28, (in thousands) 2015 2015 2014 Notes: 9.00% senior secured notes due in 2022 $ $ $ 5.750% notes due in 2017 7.150% debentures due in 2027 6.875% debentures due in 2029 Long-term debt $ $ $ Debt Repurchases and Extinguishment of Debt During the year ended December 27, 2015, we repurchased a total of $95.2 million of notes through privately negotiated transactions, as follows: (in thousands) Face Value 9.00% senior secured notes due in 2022 $ 5.750% notes due in 2017 Total notes repurchased $ We recorded a gain on extinguishment of debt of $ 1.2 million in 2015, and we recorded a loss on extinguishment of debt of $72.8 million and $13.6 million in 2014 and 2013, respectively. During 2015, we repurchased $95.2 million aggregate principal of outstanding notes in privately negotiated transactions. We repurchased these notes at either par or at a price lower than par value, which was partially offset by the write-off of historical discounts and unamortized issuance costs related to these notes, as applicable, which resulted in a net gain on extinguishment of debt of $1.2 million in 2015. During 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 2014. During 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, and 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 2013. Credit Agreement Our Third Amended and Restated Credit Agreement, dated as of December 18, 2012, and as amended on October 21, 2014, (“Credit Agreement”) is secured by a first-priority security interest in certain of our assets as described below. The Credit Agreement, among other things, provides for commitments of $65 million and a maturity date of December 18, 2019. 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. As of December 27, 2015, there were $33.0 million face amount of letters of credit outstanding under the LC Agreement and no amounts drawn under the Credit Agreement. The amounts of standby letters of credit declined to $31.0 million in January 2016. Under the 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 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, we issued 9.00% Senior Secured Notes due in 2022 (“ 9.00% Notes”). Substantially all of our subsidiaries guarantee the obligations under the 9.00% Notes and the 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 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 Credit Agreement and the trustee under the indenture governing the 9.00% Notes that includes, but is 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 Under the Credit Agreement, we are required to comply with a maximum consolidated total leverage ratio measured on a quarterly basis. As of December 27, 2015, 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 27, 2015, we were in compliance with all financial debt covenants. The 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 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 27, 2015, based upon our required payments, for the next five years and thereafter: Payments Year (in thousands) 2016 $ — 2017 2018 — 2019 — 2020 — Thereafter Debt principal $ |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 27, 2015 | |
INCOME TAXES | |
INCOME TAXES | 6. INCOME TAXES Income tax provision (benefit) consisted of: Years Ended December 27, December 28, December 29, (in thousands) 2015 2014 2013 Current: Federal $ $ $ State Deferred: Federal State Income tax provision (benefit) $ $ $ The effective tax rate expense (benefit) and the statutory federal income tax rate are reconciled as follows: Years Ended December 27, December 28, December 29, (in thousands) 2015 2014 2013 Statutory rate % % % State taxes, net of federal benefit Changes in estimates — — Changes in unrecognized tax benefits — Settlements — Other — Goodwill impairment — — Stock compensation Effective tax rate % % % The components of deferred tax assets and liabilities consisted of the following: December 27, December 28, (in thousands) 2015 2014 Deferred tax assets: Compensation benefits $ $ State taxes State loss carryovers Other Total deferred tax assets Valuation allowance Net deferred tax assets Deferred tax liabilities: Depreciation and amortization Investments in unconsolidated subsidiaries Debt discount Deferred gain on debt Total deferred tax liabilities Net deferred tax (assets) liabilities $ $ The valuation allowance relates to state net operating loss and capital loss carryovers, and increased by $0.6 million in 2015 and decreased by $1.5 million in 2014. As of December 27, 2015, we have net operating loss carryforwards in various states totaling approximately $196.5 million. The net operating losses carryforwards expire in various years between 2024 and 2035 if not used. As of December 27, 2015, we had approximately $18.1 million of long ‑term liabilities relating to uncertain tax positions consisting of approximately $15.6 million in gross unrecognized tax benefits (primarily state tax positions before the offsetting effect of federal income tax) and $2.5 million in gross accrued interest and penalties. If recognized, approximately $8.1 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 $1.1 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 ($0.3) million, $0.1 million and ($0.7) million for 2015, 2014 and 2013, respectively. We also recorded penalty expense (benefit) of $0.1 million and ($0.1) million during 2015 and 2014, respectively. During 2013, our recorded penalty expense was immaterial. Accrued interest and penalties at December 27, 2015, December 28, 2014, and December 29, 2013, were approximately $2.5 million, $2.7 million and $2.7 million, respectively. A reconciliation of the beginning and ending amount of unrecognized tax benefits consists of the following: Years Ended December 27, December 28, December 29, (in thousands) 2015 2014 2013 Balance at beginning of fiscal year $ $ $ Increases based on tax positions in prior year Decreases based on tax positions in prior year — Increases based on tax positions in current year Settlements — Lapse of statute of limitations Balance at end of fiscal year $ $ $ As of December 27, 2015, the following tax years and related taxing jurisdictions were open: Open Years Under Taxing Jurisdiction Tax Year Exam Federal 2012-2015 2013 California 2011-2015 — Other States 2006-2015 2011-2014 |
EMPLOYEE BENEFITS
EMPLOYEE BENEFITS | 12 Months Ended |
Dec. 27, 2015 | |
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, $8.5 million and $8.3 million in 2015, 2014 and 2013, 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 27, 2015, and December 28, 2014: Pension Benefits Post-retirement Benefits (in thousands) 2015 2014 2015 2014 Change in Benefit Obligation Benefit obligation, beginning of year $ $ $ $ Service cost — — Interest cost Plan participants’ contributions — — Actuarial (gain)/loss Gross benefits paid Plan amendment — — — Administrative expenses — — Benefit obligation, end of year $ $ $ $ Pension Benefits Post-retirement Benefits (in thousands) 2015 2014 2015 2014 Change in Plan Assets Fair value of plan assets, beginning of year $ $ $ — $ — Actual return on plan assets — — Employer contribution Plan participants’ contributions — — Gross benefits paid Administrative expenses — — Fair value of plan assets, end of year $ $ $ — $ — Pension Benefits Post-retirement Benefits (in thousands) 2015 2014 2015 2014 Funded Status Fair value of plan assets $ $ $ — $ — Benefit obligations Funded status and amount recognized, end of year $ $ $ $ Amounts recognized in the consolidated balance sheets at December 27, 2015, and December 28, 2014, consists of: Pension Benefits Post-retirement Benefits (in thousands) 2015 2014 2015 2014 Current liability $ $ $ $ Noncurrent liability $ $ $ $ Amounts recognized in accumulated other comprehensive income for the years ended December 27, 2015, and December 28, 2014, consist of: Pension Benefits Post-retirement Benefits (in thousands) 2015 2014 2015 2014 Net actuarial loss/(gain) $ $ $ $ Prior service cost/(credit) — — $ $ $ $ The elements of retirement and post ‑retirement costs are as follows: Years Ended December 27, December 28, December 29, (in thousands) 2015 2014 2013 Pension plans: Service Cost $ $ $ Interest Cost Expected return on plan assets Prior service cost amortization — Actuarial loss Net pension expense Net post-retirement benefit credit Net retirement expenses $ $ $ 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 2015 2014 2015 2014 Discount rate % % % % Weighted average assumptions used in calculating expense: Pension Benefit Expense Post-retirement Expense December 27, December 28, December 29, December 27, December 28, December 29, 2015 2014 2013 2015 2014 2013 Expected long-term return on plan assets % % % N/A N/A N/A Discount rate % % % % % % Contributions and Cash Flows We did not have a required cash minimum contribution to the Pension Plan in 2015 and made no voluntary contributions. In 2014 and 2013, we contributed $25 million and $7.6 million, respectively, of cash to the Pension Plan. In February 2016, we contributed certain of our real property appraised at $47.1 million to our Pension Plan and we entered into leases for the contributed properties. We expected our required pension contribution under the Employee Retirement Income Security Act to be approximately $2.0 million in 2016, and the contribution of real property will exceed our required pension contribution for 2016. The contribution and leaseback of these properties in 2016 will be treated as a financing transaction and, accordingly, we will continue to depreciate the carrying value of the properties in our financial statements. No gain or loss will be 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 financing obligation will be recorded. The financing obligation will be reduced by a portion of the lease payments made to the Pension Plan each month. The balance of this obligation at December 27, 2015, was $32.4 million and relates to certain real properties that were contributed to the Pension Plan in 2011. 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 2016 $ $ 2017 2018 2019 2020 2021-2025 Total $ $ (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 27, 2015, and December 28, 2014, the target allocations for the Pension Plan assets were 61% equity securities, 33% debt securities and 6% real estate securities. 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 27, 2015: 2015 Plan Assets (in thousands) Level 1 Level 2 Level 3 Total Cash and cash equivalents $ $ — $ — $ Mutual funds — — Corporate debt instruments — — Common collective trusts — — Real estate — — Private equity funds — — Total $ $ $ $ Pending trades $ The table below summarizes changes in the fair value of the Pension Plan’s Level 3 investment assets held for the year ended December 27, 2015: (in thousands) Real Estate Private Equity Total Beginning Balance, December 28, 2014 $ $ $ Purchases, issuances, sales, settlements — — — Realized gains (losses) — Transfer in or out of level 3 — Unrealized gains (losses) Ending Balance, December 27, 2015 $ $ $ 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 $ $ — $ — $ Mutual funds — — Corporate debt instruments — — Common collective trusts — — Real estate — — Private equity funds — — Total $ $ $ $ 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 $ $ $ Purchases, issuances, sales, settlements — Realized gains Transfer in or out of level 3 Unrealized gains Ending Balance, December 28, 2014 $ $ $ (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. 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. 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 13, 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 13, 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 was valued by independent appraisals conducted under the direction of the independent fiduciary. Certain properties have been sold by the Pension Plan and others may be sold by the Pension Plan in the future. Private equity funds. Private equity funds represent investments in limited partnerships, which invest in start ‑up or other private companies. Fair value was 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 plan (“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 2009 and as of December 27, 2015, we have not reinstated that benefit. |
CASH FLOW INFORMATION
CASH FLOW INFORMATION | 12 Months Ended |
Dec. 27, 2015 | |
CASH FLOW INFORMATION | |
CASH FLOW INFORMATION | 8. CASH FLOW INFORMATION Cash paid during the 2015, 2014 and 2013 for interest and income taxes were: Year Ended December 27, December 28, December 29, (in thousands) 2015 2014 2013 Interest paid (net of amount capitalized) $ $ $ Income taxes paid (net of refunds) The income tax payments in 2015 were primarily related to the gain on the sale of Classified Venture, LLC (previously owned equity investment) in the fourth quarter 2014, offset by the net of tax losses on bonds repurchased in the fourth quarter of 2014. Other non-cash investing activities from continuing operations, related to the recognition of an intangible asset during 2014, was $ 3.1 million. We had $0.5 million, $1.3 million and $0.2 million of non ‑cash financing activities related to purchases of PP&E on credit as of the end of 2015, 2014 and 2013, respectively. 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 that was sold. As of December 29, 2013, other non ‑cash investing activities included the release of $227.7 million from PP&E, which also relates to the conclusion of the Miami property transaction. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 27, 2015 | |
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 27, 2015: Payments Due By Period (in thousands) 2016 2017 2018 2019 2020 Thereafter Total Purchase obligations (1) $ $ $ $ $ $ $ Operating leases (2) Lease obligations Sublease income Net lease obligation Workers’ compensation obligations (3) Total (4) $ $ $ $ $ $ $ (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. (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 $11.6 million, $12.5 million and $11.2 million in 2015, 2014 and 2013, 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 2024. Sublease income from operating leases totaled $4.6 million, $2.2 million and $3.9 million in 2015, 2014 and 2013, respectively. (3) Represents the expected insurance payments of undiscounted ultimate losses, net of estimated insurance recoveries of approximately $3.2 million, and was 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 27, 2015, 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 27, 2015, and December 28, 2014, were $16.6 million and $18.0 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 27, 2015, and December 28, 2014, the discount rate used was 1.8% and 2.0% , respectively. The present value of all self ‑insurance reserves, net of estimated insurance recoveries, for our workers’ compensation liability recorded at December 27, 2015, and December 28, 2014, was $15.3 million and $17.5 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 restitution 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 for mileage reimbursement under the California Civil Code. 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 restitution, 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 restitution. The court in the Fresno case has bifurcated the trial into two separate phases: the first phase addressed independent contractor status and liability for mileage reimbursement and the second phase will address restitution, if any. The first phase of the Fresno case began in the fourth quarter of 2014 and concluded in late March 2015. The parties are awaiting a ruling on the first phase. 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 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 27, 2015, we had $33.0 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. 27, 2015 | |
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 2015, 154,000 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. In April 2015, our Board of Directors authorized a new share repurchase program for the repurchase of up to $7.0 million of our Class A Common Stock through December 31, 2016. This program was further amended in August 2015 to authorize a total of up to $15.0 million to repurchase shares. The shares are to be repurchased from time to time depending on prevailing market prices, availability, and market conditions, among other factors. As of December 27, 2015, we have repurchased approximately 6.1 million shares at a weighted average price of $1.28 per share, or $7.8 million of the total buyback approved. Stock Plans During 2015, 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 both 2015 and 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 each year. In 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 are 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 30, 2012 $ Granted $ Vested $ Forfeited $ Nonvested — December 29, 2013 $ Granted $ Vested $ Forfeited $ Nonvested — December 28, 2014 $ Granted $ Vested $ Forfeited $ Nonvested — December 27, 2015 $ As of December 27, 2015, the total fair value of the RSUs that vested during the period was $1.6 million. As of December 27, 2015, there were $3.0 million of unrecognized compensation costs for nonvested RSUs, which are expected to be recognized over 1.8 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 Average Intrinsic Value SARs Exercise Price (in thousands) Outstanding December 30, 2012 $ $ Granted $ Exercised $ $ Forfeited $ Expired $ Outstanding December 29, 2013 $ $ Exercised $ $ Forfeited $ Expired $ Outstanding December 28, 2014 $ $ Forfeited $ Expired $ Outstanding December 27, 2015 $ $ — Vested and Expected to Vest December 27, 2015 $ $ — Options exercisable: December 29, 2013 $ December 28, 2014 $ December 27, 2015 $ — As of December 27, 2015, there were $0.3 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 1.1 years. The following tables summarize information about stock options and SARs outstanding in the stock plans at December 27, 2015: 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 $ $ $9.73 – $35.94 $ $ $40.95 – $73.36 $ $ Total $ $ The weighted average remaining contractual life of options exercisable at December 27, 2015, was 3.5 years. The weighted average remaining contractual life of options vested and expected to vest at December 27, 2015, was 3.5 years. The fair value of the stock options and SARs granted in 2013 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 2015 or 2014. 2013 Expected life in years Dividend yield NIL Volatility Risk-free interest rate % Weighted average exercise price of options/SARs granted $ Weighted average fair value of options/SARs granted $ Stock ‑Based Compensation Total stock ‑based compensation expense consisted of the following: Years Ended December 27, December 29, December 29, (in thousands) 2015 2014 2013 Stock-based compensation expense $ $ $ |
QUARTERLY RESULTS OF OPERATIONS
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) | 12 Months Ended |
Dec. 27, 2015 | |
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 29, June 28, September 27, December 27, amounts) 2015 2015 2015 2015 Net revenues $ $ $ $ Operating income (loss) $ $ $ $ Income (loss) from continuing operations $ $ $ $ Income (loss) from discontinued operations — — — — Net income (loss) $ $ $ $ Income (loss) from continuing operations per share - diluted $ $ $ $ Income (loss) from discontinued operations per share - diluted — — — — Net income (loss) per share - diluted $ $ $ $ Quarters Ended (in thousands, except per share March 30, June 29, September 28, December 28, amounts) 2014 2014 2014 2014 Net revenues $ $ $ $ Operating income $ $ $ $ Income (loss) from continuing operations $ $ $ $ Income from discontinued operations Net income (loss) $ $ $ $ Income (loss) from continuing operations per share - diluted $ $ $ $ Income from discontinued operations per share - diluted — — Net income (loss) per share - diluted $ $ $ $ The following are significant activities in 2015: · During the quarter ended June 28, 2015, we recognized a goodwill impairment charge of $290.9 million and masthead impairment charges of $9.5 million as described in Note 1 and Note 4. · During the quarter ended December 27, 2015, we recognized masthead impairment charges of $4.4 million as described in Note 1 and Note 4. The following are significant activities in 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 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 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. |
CONTRIBUTION OF REAL PROPERTY T
CONTRIBUTION OF REAL PROPERTY TO QUALIFIED DEFINED BENEFIT PLAN | 12 Months Ended |
Dec. 27, 2015 | |
CONTRIBUTION OF REAL PROPERTY TO QUALIFIED DEFINED BENEFIT PLAN | |
CONTRIBUTION OF REAL PROPERTY TO QUALIFIED DEFINED BENEFIT PLAN | 12. CONTRIBUTION OF REAL PROPERTY TO QUALIFIED DEFINED BENEFIT PLAN On February 11, 2016 , we contributed company-owned real property from six locations to our Pension Plan . The P ension P lan obtained independent appraisals of the property, and based on these appraisals , recorded the contribution (the fair value of the property) at $47.1 million on February 11, 2016 . We have entered into leases for the contributed properties for 11 years at an aggregate annual rent of approximately $3.5 million and we expect to continue to use the properties in our newspaper operations at the six locations. The properties will be managed on behalf of the pension plan by an independent fiduciary, and the terms of the leases were negotiated with the fiduciary. The contribution and leaseback of the properties are treated as a financing transaction and accordingly, we will continue to depreciate the carrying value of the properties in our financial statements and no gain or loss is recognized. The $47.1 million will be recorded in financing obligations and will be reduced by a portion of lease payments made to the pension plan. The transaction will be recorded in the quarter ended March 27, 2016 and therefore the funded status of our qualified pension plan disclosed in Note 7 and elsewhere in these financial statements does not reflect this transaction. |
SIGNIFICANT ACCOUNTING POLICI22
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 27, 2015 | |
SIGNIFICANT ACCOUNTING POLICIES | |
Reclassifications and Corrections | Changes in basis of presentation As discussed more fully in Recently Adopted Accounting Pronouncements below, we elected to early adopt authoritative guidance issued by the Financial Accounting Standards Board (“FASB”) related to the presentation of deferred income taxes and debt issuance costs. As required by this guidance, we have recast our consolidated balance sheet as of December 28, 2014, and certain related footnotes, to conform to the presentation as of December 27, 2015. |
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 and access to online sites 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. 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 27, 2015, 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 27, December 28, December 29, (in thousands) 2015 2014 2013 Balance at beginning of year $ $ $ Charged to costs and expenses Amounts written off Disposition of discontinued operations — — Balance at end of year $ $ $ |
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 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 2015, 2014 or 2013. 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 27, December 28, Estimated (in thousands) 2015 2014 Useful Lives Land $ $ Building and improvements - years Equipment - years (1) Construction in process Less accumulated depreciation Property, plant and equipment, net $ $ (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 $53.2 million, $60.7 million and $64.4 million in 2015, 2014 and 2013, 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 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 2015 we incurred $ 10.3 million in accelerated depreciation related to the production equipment associated with outsourcing our printing process at a few of our newspapers. During 2014 we incurred $13.5 million in accelerated depreciation (i) related to the production equipment associated with outsourcing our printing process at one of our newspapers and (ii) resulting from moving the printing operations for another newspaper to a newly purchased production facility . |
Assets held for sale | Assets held for sale During 2015 we began to actively market for sale a parking lot at one of our newspapers and a parking structure at another newspaper. No impairment charges were incurred during 2015 as a result of placing these assets in assets held for sale during 2015. |
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 3 for discussion of investments in unconsolidated companies. |
Segment reporting | Segment reporting Our primary business is the publication of newspapers and related digital site 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. Our operating segments are based on how our chief executive officer, who is also our Chief Operating Decision Maker (“CODM”), makes decisions about allocating resources and assessing performance. The CODM is provided discrete financial information for the two operating segments. Each operating segment consists of a group of newspapers and, effective July 1, 2015, following the retirement of a segment manager, both operating segments report to the same segment manager. There was no change to our single reportable segment as a result of the changes to our operating segments. Effective July 1, 2015, one of our operating segments (“Western Segment”) consists of our newspaper operations in California, the Northwest, and the Midwest, while the other operating segment (“Eastern Segment”) consists primarily of newspaper operations in the Southeast and Florida . |
Intangible Assets and Goodwill | 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 an impairment charge of $290.9 million in 2015 was required. We determined that no impairment charge was required in 2014 or 2013. 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 charges of $13.9 million, $5.2 million and $5.3 million in 2015, 2014 and 2013, respectively, were required. Also see Note 4. 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 2015, 2014 or 2013. |
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 27, 2015, we had two stock ‑based compensation plans. See Note 10. |
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, other current assets, accounts payable and other current liabilities. As of December 27, 2015, and December 28, 2014, the carrying amount of these items approximates fair value because of the short maturity of these financial instruments. 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 27, 2015, and December 28, 2014, the estimated fair value of long ‑term debt was $729.8 million and $994.8 m illion, respectively. At December 27, 2015, and December 28, 2014, the carrying value of long ‑term debt was $905.4 million and $1.0 billion, respectively. Pension plan. As of December 27, 2015, and December 28, 2014, we had assets related to our qualified defined benefit pension plan measured at fair value. The required disclosures regarding such assets are presented in Note 7. 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 27, 2015, 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. The significant unobservable inputs include our expected cash flows and discount rate that we estimate market participants would seek for bearing the risk associated with such assets. |
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 29, 2013 $ $ $ Other comprehensive income (loss) before reclassifications — Amounts reclassified from AOCL — Other comprehensive income (loss) Balance at December 28, 2014 $ $ $ Other comprehensive income (loss) before reclassifications — Amounts reclassified from AOCL — Other comprehensive income (loss) Balance at December 27, 2015 $ $ $ Amount Reclassified from AOCL (in thousands) Year Ended Year Ended December 27, December 28, Affected Line in the AOCL Component 2015 2014 Consolidated Statements of Operations Minimum pension and post-retirement liability $ $ Compensation Provision (benefit) for income taxes $ $ 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 27, December 28, December 29, (shares in thousands) 2015 2014 2013 Anti-dilutive stock options |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In May 2014, the FASB issued Accounting Standards Update (“ASU”) 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 us for annual and interim periods beginning on or after December 15, 2017, and early adoption is permitted for interim or annual reporting periods beginning after December 15, 2016. 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 us 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. In February 2015, the FASB issued ASU No. 2015-02, “ Consolidation (Topic 810); Amendments to the Consolidated Analysis,” which changes the analysis that a reporting entity must perform to determine whether it should consolidate certain types of legal entities. It is effective for us for interim and annual reporting periods beginning after December 15, 2015, with early adoption permitted. We do not believe the adoption of this guidance will have an impact on our consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-05, " Customer's Accounting for Fees Paid in a Cloud Computing Arrangement. " ASU 2015-05 provides guidance to customers about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. The new guidance does not change the accounting for service contracts. It is effective for us for interim and annual reporting periods beginning after December 15, 2015. We do not believe the adoption of this guidance will have an impact on our consolidated financial statements. In July 2015, the FASB issued ASU No. 2015-11, “ Simplifying the Measurement of Inventory. ” ASU 2015-11 simplifies the measurement of inventory by requiring certain inventory to be measured at the “lower of cost and net realizable value” and options that currently exist for “market value” will be eliminated. The ASU defines net realizable value as the “estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation.” It is effective for us for interim and annual reporting periods beginning after December 15, 2016. The standard should be applied prospectively with early adoption permitted. We are currently in the process of evaluating the impact of the adoption on our consolidated financial statements. In January 2016, the FASB issued ASU No. 2016-01, “ Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities .” ASU 2016-01 addresses certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. ASU 2016-01 is effective for us for interim and annual reporting periods beginning after December 15, 2017. We do not believe the adoption of this guidance will have an impact on our consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, “ Leases ” (Accounting Standards Codification 842 (“ASC 842”)) and it replaces the existing guidance in ASC 840, “ Leases . ” ASC 842 requires lessees to recognize most leases on their balance sheets as lease liabilities with corresponding right-of-use assets. The new lease standard does not substantially change lessor accounting. It is effective for us for interim and annual reporting periods beginning after December 15, 201 8, with early adoption permitted. We are currently in the process of evaluating the impact of the adoption on our consolidated financial statements. Recently Adopted Accounting Pronouncements In April 2014, the FASB issued 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,” which raised the threshold for a disposal to qualify as a discontinued operation and required new disclosures of both discontinued operations and certain other disposals that did not meet the definition of a discontinued operation. This guidance was effective for us at the beginning of 2015. In April 2015 the FASB issued ASU No. 2015-03 , “Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs,” which amended existing guidance to require the presentation of debt issuance costs in the balance sheet as a deduction from the carrying amount of the related debt liability instead of deferred charges. It was effective for us for annual and interim periods beginning on or after December 15, 2015, however early adoption was permitted. In August 2015, the FASB issued ASU No. 2015-15, “ Interest-Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of Credit Arrangements-Amendments to SEC Paragraphs Pursuant to Staff Announcement at June 18, 2015 EITF Meeting ,” to clarify that an entity may elect to present debt issuance costs related to a line-of-credit arrangement as an asset, regardless of whether or not there are any outstanding borrowings on the line-of-credit arrangement. We early adopted these standards retrospectively and elected to present the debt issuance costs related to our line-of credit arrangement, combined with the other debt issuance costs on our term loan debt, as a reduction in long-term debt. As of December 28, 2014 , we reclassified unamortized debt issuance costs of $12.1 million from other assets to a reduction in long-term debt on the consolidated balance sheet. In April 2015 the FASB issued ASU No. 2015-04, " Compensation – Retirement Benefits: Practical Expedient for the Measurement Date of an Employer’s Defined Benefit Obligation and Plan Assets, " which provided practical expedient, which permitted a reporting entity with a fiscal year-end that does not coincide with a month-end, to measure defined benefit plan assets and obligations using the month-end that is closest to the entity’s fiscal year-end and apply that practical expedient consistently from year to year. It is effective for us for interim and annual reporting periods beginning after December 15, 2015, with early application permitted. We early adopted this standard and it did not have a material impact on our consolidated financial statements. In November 2015 the FASB issued ASU No. 2015-17, " Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes, " which simplifies the presentation of deferred income taxes by requiring deferred tax assets and liabilities to be classified as noncurrent on the balance sheet. It was effective for us for interim and annual reporting periods beginning after December 15, 2015, with early adoption permitted. We early adopted this standard retrospectively, and reclassified our current deferred income taxes to net them with noncurrent deferred income taxes for all periods presented. As of December 28, 2014 , we reclassified deferred income taxes of $1.1 million from current assets to a reduction in deferred income taxes in noncurrent liabilities on the consolidated balance sheet |
SIGNIFICANT ACCOUNTING POLICI23
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 27, 2015 | |
SIGNIFICANT ACCOUNTING POLICIES | |
Schedule of allowance for doubtful accounts | Years Ended December 27, December 28, December 29, (in thousands) 2015 2014 2013 Balance at beginning of year $ $ $ Charged to costs and expenses Amounts written off Disposition of discontinued operations — — Balance at end of year $ $ $ |
Schedule of components of property, plant and equipment | December 27, December 28, Estimated (in thousands) 2015 2014 Useful Lives Land $ $ Building and improvements - years Equipment - years (1) Construction in process Less accumulated depreciation Property, plant and equipment, net $ $ (1) Presses are 9 - 25 years and other equipment is 2 - 15 years |
Schedule of components of accumulated other comprehensive loss, net of tax | Other Minimum Comprehensive Pension and Loss Post- Related to Retirement Equity (in thousands) Liability Investments Total Balance at December 29, 2013 $ $ $ Other comprehensive income (loss) before reclassifications — Amounts reclassified from AOCL — Other comprehensive income (loss) Balance at December 28, 2014 $ $ $ Other comprehensive income (loss) before reclassifications — Amounts reclassified from AOCL — Other comprehensive income (loss) Balance at December 27, 2015 $ $ $ |
Schedule of reclassification out of accumulated other comprehensive income | Amount Reclassified from AOCL (in thousands) Year Ended Year Ended December 27, December 28, Affected Line in the AOCL Component 2015 2014 Consolidated Statements of Operations Minimum pension and post-retirement liability $ $ Compensation Provision (benefit) for income taxes $ $ Net of tax |
Summary of anti-dilutive stock options | Years Ended December 27, December 28, December 29, (shares in thousands) 2015 2014 2013 Anti-dilutive stock options |
DIVESTITURE (Tables)
DIVESTITURE (Tables) | 12 Months Ended |
Dec. 27, 2015 | |
DIVESTITURE | |
Summary of financial information for the operations | Year Ended December 28, December 29, (in thousands) 2014 2013 Revenues $ $ Loss from discontinued operations, before taxes $ $ Income tax benefit Loss from discontinued operations, net of tax, before loss on sale $ $ Gain (loss) on sale of discontinued operations $ $ — Income tax provision — Loss on sale of discontinued operations, net of tax — Loss from discontinued operations, net of tax $ $ |
INVESTMENTS IN UNCONSOLIDATED25
INVESTMENTS IN UNCONSOLIDATED COMPANIES (Tables) | 12 Months Ended |
Dec. 27, 2015 | |
INVESTMENTS IN UNCONSOLIDATED COMPANIES | |
Summary of carrying value of investments in unconsolidated companies | (in thousands) % Ownership December 27, December 28, Company Interest 2015 2014 CareerBuilder, LLC 15.0 $ $ Other Various $ $ |
Schedule of dividend received and other equity distributions | Years Ended December 27, December 28, (in thousands) 2015 2014 CareerBuilder, LLC $ $ Other $ $ |
Summary of expenses incurred for products provided by unconsolidated companies and recorded in operating expenses | Years Ended December 27, December 28, December 29, (in thousands) 2015 2014 2013 CareerBuilder, LLC $ $ $ Ponderay (general partnership) |
Summary of financial information for company's investments in unconsolidated companies on a combined basis | December 27, December 28, (in thousands) 2015 2014 Current assets $ $ Noncurrent assets Current liabilities Noncurrent liabilities Equity |
Summary of income statement information from the entities accounted for under the equity method | Year ended December 27, December 28, December 29, (in thousands) 2015 2014 2013 Net revenues $ $ $ Gross profit Operating income Net income |
INTANGIBLE ASSETS AND GOODWILL
INTANGIBLE ASSETS AND GOODWILL (Tables) | 12 Months Ended |
Dec. 27, 2015 | |
INTANGIBLE ASSETS AND GOODWILL | |
Schedule of intangible assets (primarily advertiser lists, subscriber lists and developed technology), mastheads and goodwill | December 28, Acquired Disposition Impairment Amortization December 27, (in thousands) 2014 Adjustment Adjustment Charges Expense 2015 Intangible assets subject to amortization $ $ — $ — $ — $ — $ Accumulated amortization — — — — — — Mastheads — — — Goodwill — — — Total $ $ — $ — $ $ $ December 29, Acquired Disposition Impairment Amortization December 28, (in thousands) 2013 Adjustment Adjustment Charges Expense 2014 Intangible assets subject to amortization $ $ $ $ — $ — $ Accumulated amortization — — — — Mastheads — — — Goodwill — — — Total $ $ $ $ $ $ |
Summary of amortization expense with respect to intangible assets | December 27, 2015 December 28, 2014 Original Gross Accumulated Carrying Original Gross Accumulated Carrying (in thousands) Amount Impairment Amount Amount Impairment Amount Mastheads $ $ $ $ $ $ Goodwill Total $ $ $ $ $ $ |
Amortization expense for the five succeeding fiscal years | Amortization Expense Year (in thousands) 2016 $ 2017 2018 2019 2020 |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 12 Months Ended |
Dec. 27, 2015 | |
LONG-TERM DEBT | |
Summary of company's long-term debt | Face Value at Carrying Value December 27, December 27, December 28, (in thousands) 2015 2015 2014 Notes: 9.00% senior secured notes due in 2022 $ $ $ 5.750% notes due in 2017 7.150% debentures due in 2027 6.875% debentures due in 2029 Long-term debt $ $ $ |
Redeemed or repurchase of notes | (in thousands) Face Value 9.00% senior secured notes due in 2022 $ 5.750% notes due in 2017 Total notes repurchased $ |
Annual maturities of debt | Payments Year (in thousands) 2016 $ — 2017 2018 — 2019 — 2020 — Thereafter Debt principal $ |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 27, 2015 | |
INCOME TAXES | |
Schedule of income tax provision (benefit) related to continuing operations | Years Ended December 27, December 28, December 29, (in thousands) 2015 2014 2013 Current: Federal $ $ $ State Deferred: Federal State Income tax provision (benefit) $ $ $ |
Schedule of reconciliation of effective tax rate expense (benefit) for continuing operations and the statutory federal income tax rate | Years Ended December 27, December 28, December 29, (in thousands) 2015 2014 2013 Statutory rate % % % State taxes, net of federal benefit Changes in estimates — — Changes in unrecognized tax benefits — Settlements — Other — Goodwill impairment — — Stock compensation Effective tax rate % % % |
Schedule of components of deferred tax assets and liabilities | December 27, December 28, (in thousands) 2015 2014 Deferred tax assets: Compensation benefits $ $ State taxes State loss carryovers Other Total deferred tax assets Valuation allowance Net deferred tax assets Deferred tax liabilities: Depreciation and amortization Investments in unconsolidated subsidiaries Debt discount Deferred gain on debt Total deferred tax liabilities Net deferred tax (assets) liabilities $ $ |
Schedule of reconciliation of the beginning and ending amount of unrecognized tax benefits | Years Ended December 27, December 28, December 29, (in thousands) 2015 2014 2013 Balance at beginning of fiscal year $ $ $ Increases based on tax positions in prior year Decreases based on tax positions in prior year — Increases based on tax positions in current year Settlements — Lapse of statute of limitations Balance at end of fiscal year $ $ $ |
Schedule of tax years and related taxing jurisdictions that were open for audit | Open Years Under Taxing Jurisdiction Tax Year Exam Federal 2012-2015 2013 California 2011-2015 — Other States 2006-2015 2011-2014 |
EMPLOYEE BENEFITS (Tables)
EMPLOYEE BENEFITS (Tables) | 12 Months Ended |
Dec. 27, 2015 | |
EMPLOYEE BENEFITS | |
Schedule of elements of retirement expense | Years Ended December 27, December 28, December 29, (in thousands) 2015 2014 2013 Pension plans: Service Cost $ $ $ Interest Cost Expected return on plan assets Prior service cost amortization — Actuarial loss Net pension expense Net post-retirement benefit credit Net retirement expenses $ $ $ |
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) 2015 2014 2015 2014 Change in Benefit Obligation Benefit obligation, beginning of year $ $ $ $ Service cost — — Interest cost Plan participants’ contributions — — Actuarial (gain)/loss Gross benefits paid Plan amendment — — — Administrative expenses — — Benefit obligation, end of year $ $ $ $ Pension Benefits Post-retirement Benefits (in thousands) 2015 2014 2015 2014 Change in Plan Assets Fair value of plan assets, beginning of year $ $ $ — $ — Actual return on plan assets — — Employer contribution Plan participants’ contributions — — Gross benefits paid Administrative expenses — — Fair value of plan assets, end of year $ $ $ — $ — Pension Benefits Post-retirement Benefits (in thousands) 2015 2014 2015 2014 Funded Status Fair value of plan assets $ $ $ — $ — Benefit obligations Funded status and amount recognized, end of year $ $ $ $ |
Schedule of amounts recognized in the consolidated balance sheet | Pension Benefits Post-retirement Benefits (in thousands) 2015 2014 2015 2014 Current liability $ $ $ $ Noncurrent liability $ $ $ $ |
Schedule of amounts recognized in accumulated other comprehensive income | Pension Benefits Post-retirement Benefits (in thousands) 2015 2014 2015 2014 Net actuarial loss/(gain) $ $ $ $ Prior service cost/(credit) — — $ $ $ $ |
Schedule of weighted average assumptions used for valuing benefit obligations | Pension Benefit Post-retirement Obligations Obligations 2015 2014 2015 2014 Discount rate % % % % |
Schedule of weighted average assumptions used in calculating expense | Pension Benefit Expense Post-retirement Expense December 27, December 28, December 29, December 27, December 28, December 29, 2015 2014 2013 2015 2014 2013 Expected long-term return on plan assets % % % N/A N/A N/A Discount rate % % % % % % |
Summary of expected benefit payments to retirees under the Company's retirement and post-retirement plans | Retirement Post-retirement (in thousands) Plans (1) Plans 2016 $ $ 2017 2018 2019 2020 2021-2025 Total $ $ (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 | 2015 Plan Assets (in thousands) Level 1 Level 2 Level 3 Total Cash and cash equivalents $ $ — $ — $ Mutual funds — — Corporate debt instruments — — Common collective trusts — — Real estate — — Private equity funds — — Total $ $ $ $ Pending trades $ 2014 Plan Assets (in thousands) Level 1 Level 2 Level 3 Total Cash and cash equivalents $ $ — $ — $ Mutual funds — — Corporate debt instruments — — Common collective trusts — — Real estate — — Private equity funds — — Total $ $ $ $ |
Summary of changes in the fair value of the pension plan's Level 3 investment assets | (in thousands) Real Estate Private Equity Total Beginning Balance, December 28, 2014 $ $ $ Purchases, issuances, sales, settlements — — — Realized gains (losses) — Transfer in or out of level 3 — Unrealized gains (losses) Ending Balance, December 27, 2015 $ $ $ (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 (1) Total Beginning Balance, December 29, 2013 $ $ $ Purchases, issuances, sales, settlements — Realized gains Transfer in or out of level 3 Unrealized gains Ending Balance, December 28, 2014 $ $ $ |
CASH FLOW INFORMATION (Tables)
CASH FLOW INFORMATION (Tables) | 12 Months Ended |
Dec. 27, 2015 | |
CASH FLOW INFORMATION | |
Schedule of cash paid for interest and income taxes | Year Ended December 27, December 28, December 29, (in thousands) 2015 2014 2013 Interest paid (net of amount capitalized) $ $ $ Income taxes paid (net of refunds) |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 27, 2015 | |
COMMITMENTS AND CONTINGENCIES | |
Summary of minimum annual contractual obligations | Payments Due By Period (in thousands) 2016 2017 2018 2019 2020 Thereafter Total Purchase obligations (1) $ $ $ $ $ $ $ Operating leases (2) Lease obligations Sublease income Net lease obligation Workers’ compensation obligations (3) Total (4) $ $ $ $ $ $ $ (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. (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 $11.6 million, $12.5 million and $11.2 million in 2015, 2014 and 2013, 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 2024. Sublease income from operating leases totaled $4.6 million, $2.2 million and $3.9 million in 2015, 2014 and 2013, respectively. (3) Represents the expected insurance payments of undiscounted ultimate losses, net of estimated insurance recoveries of approximately $3.2 million, and was 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 27, 2015, 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 27, 2015, and December 28, 2014, were $16.6 million and $18.0 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 27, 2015, and December 28, 2014, the discount rate used was 1.8% and 2.0% , respectively. The present value of all self ‑insurance reserves, net of estimated insurance recoveries, for our workers’ compensation liability recorded at December 27, 2015, and December 28, 2014, was $15.3 million and $17.5 million, respectively. |
COMMONS STOCK AND STOCK PLANS (
COMMONS STOCK AND STOCK PLANS (Tables) | 12 Months Ended |
Dec. 27, 2015 | |
COMMON STOCK AND STOCK PLANS | |
Summary of the restricted stock units ("RSUs") activity | Weighted Average Grant Date Fair RSUs Value Nonvested — December 30, 2012 $ Granted $ Vested $ Forfeited $ Nonvested — December 29, 2013 $ Granted $ Vested $ Forfeited $ Nonvested — December 28, 2014 $ Granted $ Vested $ Forfeited $ Nonvested — December 27, 2015 $ |
Summary of the stock appreciation rights ("SARs") activity | Weighted Aggregate Average Intrinsic Value SARs Exercise Price (in thousands) Outstanding December 30, 2012 $ $ Granted $ Exercised $ $ Forfeited $ Expired $ Outstanding December 29, 2013 $ $ Exercised $ $ Forfeited $ Expired $ Outstanding December 28, 2014 $ $ Forfeited $ Expired $ Outstanding December 27, 2015 $ $ — Vested and Expected to Vest December 27, 2015 $ $ — Options exercisable: December 29, 2013 $ December 28, 2014 $ December 27, 2015 $ — |
Summary of stock-based compensation expense | Years Ended December 27, December 29, December 29, (in thousands) 2015 2014 2013 Stock-based compensation expense $ $ $ |
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 $ $ $9.73 – $35.94 $ $ $40.95 – $73.36 $ $ Total $ $ |
Schedule of weighted average assumptions used to estimate the fair value of SARs granted | 2013 Expected life in years Dividend yield NIL Volatility Risk-free interest rate % Weighted average exercise price of options/SARs granted $ Weighted average fair value of options/SARs granted $ |
QUARTERLY RESULTS OF OPERATIO33
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) (Tables) | 12 Months Ended |
Dec. 27, 2015 | |
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) | |
Schedule of the Company's quarterly results | Quarters Ended (in thousands, except per share March 29, June 28, September 27, December 27, amounts) 2015 2015 2015 2015 Net revenues $ $ $ $ Operating income (loss) $ $ $ $ Income (loss) from continuing operations $ $ $ $ Income (loss) from discontinued operations — — — — Net income (loss) $ $ $ $ Income (loss) from continuing operations per share - diluted $ $ $ $ Income (loss) from discontinued operations per share - diluted — — — — Net income (loss) per share - diluted $ $ $ $ Quarters Ended (in thousands, except per share March 30, June 29, September 28, December 28, amounts) 2014 2014 2014 2014 Net revenues $ $ $ $ Operating income $ $ $ $ Income (loss) from continuing operations $ $ $ $ Income from discontinued operations Net income (loss) $ $ $ $ Income (loss) from continuing operations per share - diluted $ $ $ $ Income from discontinued operations per share - diluted — — Net income (loss) per share - diluted $ $ $ $ |
SIGNIFICANT ACCOUNTING POLICI34
SIGNIFICANT ACCOUNTING POLICIES (Details) $ in Millions | 12 Months Ended | ||
Dec. 27, 2015USD ($)item | Dec. 28, 2014USD ($) | Dec. 29, 2013 | |
Investments in Unconsolidated Companies Activity | |||
Number of media companies | 29 | ||
Number of markets | 28 | ||
Number of states | 14 | ||
Length of fiscal year | 364 days | 364 days | 364 days |
Long-term debt fair value disclosure | |||
Estimated fair value of long-term debt | $ | $ 729.8 | $ 994.8 | |
Career Builder LLC | |||
Investments in Unconsolidated Companies Activity | |||
Ownership Interest (as a percent) | 15.00% | ||
Home Finder LLC | |||
Investments in Unconsolidated Companies Activity | |||
Ownership Interest (as a percent) | 33.30% |
SIGNIFICANT ACCOUNTING POLICI35
SIGNIFICANT ACCOUNTING POLICIES - Allowance (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | |
Changes in allowance for doubtful accounts | |||
Balance at beginning of year | $ 5,900 | $ 6,040 | $ 5,920 |
Charged to costs and expenses | 8,181 | 9,305 | 8,481 |
Amounts written off | (9,630) | (9,229) | (8,361) |
Disposition of discontinued operations | (216) | ||
Balance at end of year | $ 4,451 | 5,900 | $ 6,040 |
Newsprint, ink and other inventories | |||
Inventory Write-down | $ 2,000 |
SIGNIFICANT ACCOUNTING POLICI36
SIGNIFICANT ACCOUNTING POLICIES - Property thru Debt (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 28, 2014USD ($) | Dec. 27, 2015USD ($)item | Dec. 28, 2014USD ($)item | Dec. 29, 2013USD ($) | Dec. 30, 2012USD ($) | |
Depreciation | |||||
Property, plant and equipment, gross | $ 1,120,795 | $ 1,073,519 | $ 1,120,795 | ||
Less accumulated depreciation | (716,557) | (709,300) | (716,557) | ||
Property, plant and equipment, net | 404,238 | 364,219 | 404,238 | ||
Depreciation expense | 53,200 | 60,700 | $ 64,400 | ||
Accelerated depreciation incurred | 10,300 | $ 13,500 | |||
Number of newspapers impaired | item | 1 | ||||
Impairment charge of assets held for sale | 0 | ||||
Segment reporting | |||||
Number of operating segments | item | 2 | ||||
Goodwill and intangible impairment | |||||
Goodwill impairment charge | 290,941 | $ 0 | 0 | $ 0 | |
Impairment charge of newspaper masthead | 5,200 | $ 13,907 | 5,203 | 0 | |
Impairment of long-lived assets subject to amortization | 0 | $ 0 | $ 0 | ||
Stock-based compensation | |||||
Number of stock-based compensation plans | item | 2 | ||||
Long-term debt fair value disclosure | |||||
Estimated fair value of long-term debt | 994,800 | $ 729,800 | 994,800 | ||
Carrying value of long-term debt | 994,812 | 905,425 | 994,812 | ||
Land | |||||
Depreciation | |||||
Property, plant and equipment, gross | 89,083 | 85,721 | 89,083 | ||
Buildings and improvements | |||||
Depreciation | |||||
Property, plant and equipment, gross | 337,727 | $ 332,502 | 337,727 | ||
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 | $ 648,206 | 691,289 | ||
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 | $ 7,090 | $ 2,696 | ||
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 POLICI37
SIGNIFICANT ACCOUNTING POLICIES - AOCI (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 27, 2015 | Sep. 27, 2015 | Jun. 28, 2015 | Mar. 29, 2015 | Dec. 28, 2014 | Sep. 28, 2014 | Jun. 29, 2014 | Mar. 30, 2014 | Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | |
Changes in accumulated other comprehensive loss | |||||||||||
Balance at the beginning of the period | $ (416,603) | $ (304,901) | $ (416,603) | $ (304,901) | |||||||
Other comprehensive income (loss) before reclassifications | (801) | (819) | |||||||||
Amounts reclassified from AOCL | (4,404) | (110,883) | |||||||||
Other comprehensive income (loss) | (5,205) | (111,702) | $ 176,415 | ||||||||
Balance at the end of the period | $ (421,808) | $ (416,603) | (421,808) | (416,603) | (304,901) | ||||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||||||||||
Compensation | 395,449 | 411,881 | 422,981 | ||||||||
Provision for income taxes | (11,797) | 231,230 | 11,659 | ||||||||
Net of tax | (8,830) | $ 1,149 | $ 296,497 | 11,346 | (302,642) | $ 2,760 | $ (89,949) | 15,842 | 300,162 | (373,989) | (18,803) |
Minimum Pension and Post-Retirement Liability | |||||||||||
Changes in accumulated other comprehensive loss | |||||||||||
Balance at the beginning of the period | (407,552) | (296,669) | (407,552) | (296,669) | |||||||
Amounts reclassified from AOCL | (4,404) | (110,883) | |||||||||
Other comprehensive income (loss) | (4,404) | (110,883) | |||||||||
Balance at the end of the period | (411,956) | (407,552) | (411,956) | (407,552) | (296,669) | ||||||
Minimum Pension and Post-Retirement Liability | Amount Reclassified from AOCI | |||||||||||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||||||||||
Compensation | (7,340) | (184,805) | |||||||||
Provision for income taxes | 2,936 | 73,922 | |||||||||
Net of tax | (4,404) | (110,883) | |||||||||
Other Comprehensive Loss Related to Equity Investments | |||||||||||
Changes in accumulated other comprehensive loss | |||||||||||
Balance at the beginning of the period | $ (9,051) | $ (8,232) | (9,051) | (8,232) | |||||||
Other comprehensive income (loss) before reclassifications | (801) | (819) | |||||||||
Other comprehensive income (loss) | (801) | (819) | |||||||||
Balance at the end of the period | $ (9,852) | $ (9,051) | $ (9,852) | $ (9,051) | $ (8,232) |
SIGNIFICANT ACCOUNTING POLICI38
SIGNIFICANT ACCOUNTING POLICIES - EPS (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | |
Anti-dilutive stock options, restricted stock units and restricted stock | |||
Weighted average anti-dilutive stock options | |||
Anti-dilutive stock options (in shares) | 5,173 | 1,519 | 4,941 |
SIGNIFICANT ACCOUNTING POLICI39
SIGNIFICANT ACCOUNTING POLICIES - Adopted Pronouncements (Details) - USD ($) $ in Thousands | Dec. 27, 2015 | Dec. 28, 2014 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Other assets | $ 65,078 | $ 62,160 |
Long-term debt | 905,425 | 994,812 |
Deferred income taxes | 25,108 | |
Current assets | 205,062 | $ 436,815 |
Accounting Standards Update 2015 03 | Adjustments for New Accounting Principle, Early Adoption | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Other assets | (12,100) | |
Long-term debt | (12,100) | |
Accounting Standards Update 2015 17 | Adjustments for New Accounting Principle, Early Adoption | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Deferred income taxes | (1,100) | |
Current assets | $ (1,100) |
DIVESTITURE (Details)
DIVESTITURE (Details) - USD ($) $ in Thousands | May. 05, 2014 | Dec. 28, 2014 | Sep. 28, 2014 | Jun. 29, 2014 | Mar. 30, 2014 | Dec. 28, 2014 | Dec. 29, 2013 |
Financial information for operations | |||||||
INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAXES | $ (368) | $ (141) | $ (1,699) | $ 220 | $ (1,988) | $ 2,359 | |
Anchorage Daily News | Discontinued Operations, Disposed of by Sale | |||||||
DIVESTITURE | |||||||
Proceeds from sale | $ 34,000 | ||||||
Financial information for operations | |||||||
Revenues | 9,071 | 27,389 | |||||
Loss from discontinued operations, before taxes | (203) | 3,956 | |||||
Income tax benefit | 251 | 1,597 | |||||
Loss from discontinued operations, net of tax, before loss on sale | (454) | 2,359 | |||||
Gain (loss) on sale of discontinued operations | 5,391 | ||||||
Income tax provisions | 6,925 | ||||||
Loss on sale of discontinued operations, net of tax | (1,534) | ||||||
INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAXES | $ (1,988) | $ 2,359 |
INVESTMENTS IN UNCONSOLIDATED41
INVESTMENTS IN UNCONSOLIDATED COMPANIES (Details) - USD ($) $ in Thousands | Oct. 01, 2014 | May. 07, 2014 | Apr. 01, 2014 | Apr. 30, 2015 | Dec. 27, 2015 | Mar. 29, 2015 | Dec. 28, 2014 | Jun. 29, 2014 | Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 |
Investments in unconsolidated companies and joint ventures | ||||||||||||
Investments in unconsolidated companies | $ 233,538 | $ 230,473 | $ 233,538 | $ 230,473 | ||||||||
Intangible asset - newswire content | 3,100 | |||||||||||
Equity Method Investment, Realized Gain (Loss) on Disposal | 8,061 | 705,247 | ||||||||||
Write down of certain unconsolidated investments | 7,800 | 8,200 | 7,800 | |||||||||
Dividends paid by the equity investees to the entity | 14,960 | 162,326 | ||||||||||
Amount payable to the entity's less-than 50% owned companies | 1,000 | 1,500 | 1,000 | 1,500 | ||||||||
Proceeds from sale of equity investments | 7,428 | 1,621 | $ 2,932 | |||||||||
Distributions of income from equity investments | 7,500 | 160,707 | 39,504 | |||||||||
Goodwill impairment charge | 290,941 | 0 | 0 | $ 0 | ||||||||
Apartments.Com Business | ||||||||||||
Investments in unconsolidated companies and joint ventures | ||||||||||||
Gain on sale | $ 144,200 | |||||||||||
Apartments.Com Business | Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||||||||||||
Investments in unconsolidated companies and joint ventures | ||||||||||||
Gain on sale | 144,200 | |||||||||||
Distributions of income from equity investments | $ 146,900 | |||||||||||
Classified Ventures LLC | ||||||||||||
Investments in unconsolidated companies and joint ventures | ||||||||||||
Gain on sale | 559,300 | |||||||||||
Classified Ventures LLC | Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||||||||||||
Investments in unconsolidated companies and joint ventures | ||||||||||||
Proceeds from sale | $ 606,200 | 25,600 | ||||||||||
Gain on sale | $ 7,500 | $ 600 | 559,300 | |||||||||
Proceeds before taxes and escrow | $ 631,800 | |||||||||||
Escrow Deposit | $ 25,600 | 25,600 | ||||||||||
Term of Agreement | 5 years | |||||||||||
McClatchy Tribune Information Services Member | ||||||||||||
Investments in unconsolidated companies and joint ventures | ||||||||||||
Gain on sale | $ 1,700 | |||||||||||
McClatchy Tribune Information Services Member | Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||||||||||||
Investments in unconsolidated companies and joint ventures | ||||||||||||
Gain on sale | $ 1,700 | |||||||||||
Term of Agreement | 10 years | |||||||||||
Newswire Content Cost | $ 0 | |||||||||||
Intangible asset - newswire content | $ 3,100 | |||||||||||
Career Builder LLC | ||||||||||||
Investments in unconsolidated companies and joint ventures | ||||||||||||
Ownership Interest (as a percent) | 15.00% | 15.00% | ||||||||||
Investments in unconsolidated companies | $ 230,170 | 226,965 | $ 230,170 | 226,965 | ||||||||
Dividends paid by the equity investees to the entity | 7,500 | 6,750 | ||||||||||
Expenses incurred for products provided by the entity's less-than 50% owned companies | $ 1,001 | 1,024 | 1,109 | |||||||||
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% | ||||||||||
Expenses incurred for products provided by the entity's less-than 50% owned companies | $ 8,200 | 10,433 | $ 16,313 | |||||||||
Goodwill impairment charge | $ 7,500 | |||||||||||
Other | ||||||||||||
Investments in unconsolidated companies and joint ventures | ||||||||||||
Investments in unconsolidated companies | $ 3,368 | $ 3,508 | 3,368 | 3,508 | ||||||||
Dividends paid by the equity investees to the entity | $ 7,460 | $ 155,576 | ||||||||||
Classified Ventures, LLC Selling Partners | Classified Ventures LLC | Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||||||||||||
Investments in unconsolidated companies and joint ventures | ||||||||||||
Proceeds from sale | $ 2,500,000 | |||||||||||
Classified Ventures LLC | Apartments.Com Business | Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||||||||||||
Investments in unconsolidated companies and joint ventures | ||||||||||||
Proceeds from sale | $ 585,000 |
INVESTMENTS IN UNCONSOLIDATED42
INVESTMENTS IN UNCONSOLIDATED COMPANIES - Condensed info (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | |
Equity Method Investment, Summarized Financial Information [Abstract] | |||
Current assets | $ 365,993 | $ 359,349 | |
Noncurrent assets | 540,629 | 577,837 | |
Current liabilities | 236,630 | 247,825 | |
Noncurrent liabilities | 228,209 | 180,764 | |
Equity | 441,783 | 508,597 | |
Condensed financial information | |||
Net revenues | 988,871 | 1,368,593 | $ 1,512,534 |
Gross profit | 843,680 | 1,155,091 | 1,262,104 |
Operating income | 38,561 | 146,809 | 231,952 |
Net income | $ 39,143 | $ 151,519 | $ 247,441 |
INTANGIBLE ASSETS AND GOODWIL43
INTANGIBLE ASSETS AND GOODWILL (Details) - USD ($) $ in Thousands | May. 07, 2014 | Dec. 27, 2015 | Dec. 28, 2014 | Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 |
Intangible assets subject to amortization, gross | |||||||
Balance at the beginning of the period | $ 833,254 | $ 835,461 | |||||
Acquired Assets | 3,100 | ||||||
Disposition Adjustment | (5,307) | ||||||
Balance at the end of the period | $ 833,254 | $ 833,254 | 833,254 | 833,254 | $ 835,461 | ||
Accumulated amortization | |||||||
Balance at the beginning of the period | (615,378) | (567,737) | |||||
Disposition Adjustment | 5,307 | ||||||
Amortization Expense | (48,357) | (52,948) | (57,200) | ||||
Balance at the end of the period | (663,735) | (615,378) | (663,735) | (615,378) | (567,737) | ||
Intangible assets subject to amortization, net | |||||||
Balance at the beginning of the period | 217,876 | 267,724 | |||||
Finite-lived Intangible Assets Acquired | 3,100 | ||||||
Amortization Expense | (48,357) | (52,948) | (57,200) | ||||
Intangible assets, net | 169,519 | 217,876 | 217,876 | 267,724 | 267,724 | ||
Mastheads | |||||||
Balance at the beginning of the period | 193,039 | 198,242 | |||||
Impairment Charges | (5,200) | (13,907) | (5,203) | 0 | |||
Balance at the end of the period | 179,132 | 193,039 | 179,132 | 193,039 | 198,242 | ||
Goodwill [Roll Forward] | |||||||
Balance at the beginning of the period | 996,115 | 1,013,002 | |||||
Goodwill impairment charge | (290,941) | 0 | 0 | $ 0 | |||
Disposition Adjustment | (16,887) | ||||||
Balance at the end of the period | 705,174 | 996,115 | 705,174 | 996,115 | 1,013,002 | ||
Total | |||||||
Balance at the beginning of the period | 1,407,030 | 1,478,968 | |||||
Acquired Assets | 3,100 | ||||||
Impairment Charges | (304,848) | (5,203) | |||||
Amortization Expense | (48,357) | (52,948) | (57,200) | ||||
Balance at the end of the period | $ 1,053,825 | $ 1,407,030 | 1,053,825 | $ 1,407,030 | $ 1,478,968 | ||
McClatchy Tribune Information Services Member | Disposal Group, Disposed of by Sale, Not Discontinued Operations | |||||||
Intangible assets subject to amortization, net | |||||||
Finite-lived Intangible Assets Acquired | $ 3,100 | ||||||
Total | |||||||
Term of Agreement | 10 years | ||||||
Newswire Content Cost | $ 0 |
INTANGIBLE ASSETS AND GOODWIL44
INTANGIBLE ASSETS AND GOODWILL - Indefinite-lived (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Dec. 27, 2015 | Jun. 28, 2015 | Dec. 28, 2014 | Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | |
Indefinite lived intangible assets and goodwill | ||||||
Goodwill, Gross | $ 3,571,111 | $ 3,571,111 | $ 3,571,111 | $ 3,571,111 | ||
Original Gross Amount | 4,254,111 | 4,254,111 | 4,254,111 | 4,254,111 | ||
Accumulated Impairment, Goodwill | (2,865,937) | (2,574,996) | (2,865,937) | (2,574,996) | ||
Accumulated Impairment, Amount | (3,369,805) | (3,064,957) | (3,369,805) | (3,064,957) | ||
Carrying Amount, Mastheads | 179,132 | 193,039 | 179,132 | 193,039 | $ 198,242 | |
Goodwill | 705,174 | 996,115 | 705,174 | 996,115 | 1,013,002 | |
Carrying Amount, Total | 884,306 | 1,189,154 | 884,306 | 1,189,154 | ||
Impairment Charges | (5,200) | (13,907) | (5,203) | $ 0 | ||
Newspaper mastheads | ||||||
Indefinite lived intangible assets and goodwill | ||||||
Original Gross Amount, Mastheads | 683,000 | 683,000 | 683,000 | 683,000 | ||
Accumulated Impairment, Mastheads | (503,868) | (489,961) | (503,868) | (489,961) | ||
Carrying Amount, Mastheads | 179,132 | $ 193,039 | $ 179,132 | $ 193,039 | ||
Impairment Charges | $ (4,400) | $ (9,500) |
INTANGIBLE ASSETS AND GOODWIL45
INTANGIBLE ASSETS AND GOODWILL - Amortization (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | |
INTANGIBLE ASSETS AND GOODWILL | |||
Amortization expense | $ 48,357 | $ 52,948 | $ 57,200 |
Estimated amortization expense | |||
2,016 | 47,986 | ||
2,017 | 48,907 | ||
2,018 | 47,275 | ||
2,019 | 23,769 | ||
2,020 | $ 418 |
LONG-TERM DEBT (Details)
LONG-TERM DEBT (Details) - USD ($) $ in Thousands | Dec. 27, 2015 | Dec. 28, 2014 |
Long-term debt disclosures | ||
Face Value | $ 937,275 | |
Carrying value | 905,425 | $ 994,812 |
Total long-term debt, net of current | 905,425 | 994,812 |
Unamortized discounts | $ 31,900 | $ 37,600 |
9.00% senior secured notes due in 2022 | ||
Long-term debt disclosures | ||
Interest rate (as a percent) | 9.00% | 9.00% |
Face Value | $ 516,415 | |
Carrying value | $ 506,571 | $ 543,640 |
5.750% notes due in 2017 | ||
Long-term debt disclosures | ||
Interest rate (as a percent) | 5.75% | 5.75% |
Face Value | $ 55,442 | |
Carrying value | $ 54,551 | $ 108,489 |
7.150% debentures due in 2027 | ||
Long-term debt disclosures | ||
Interest rate (as a percent) | 7.15% | 7.15% |
Face Value | $ 89,188 | |
Carrying value | $ 84,469 | $ 84,076 |
6.875% debentures due in 2029 | ||
Long-term debt disclosures | ||
Interest rate (as a percent) | 6.875% | 6.875% |
Face Value | $ 276,230 | |
Carrying value | $ 259,834 | $ 258,607 |
LONG-TERM DEBT - Notes and Cove
LONG-TERM DEBT - Notes and Covenants (Details) $ in Thousands | Oct. 21, 2014USD ($) | Dec. 28, 2014USD ($) | Dec. 27, 2015USD ($) | Dec. 28, 2014USD ($) | Dec. 29, 2013USD ($) | Jan. 31, 2016USD ($) | Jul. 31, 2013 |
LONG-TERM DEBT | |||||||
Face value of notes redeemed or repurchased | $ 95,227 | $ 494,200 | $ 155,900 | ||||
Gain (loss) on extinguishment of debt, net | $ (72,800) | 1,167 | $ (72,777) | $ (13,643) | |||
Notes repurchased privately | 95,200 | ||||||
Amendment 21 October 2014 | |||||||
LONG-TERM DEBT | |||||||
Maximum borrowing capacity | $ 65,000 | ||||||
Revolving credit facility | LIBOR | |||||||
LONG-TERM DEBT | |||||||
Variable rate basis | London Interbank Offered Rate | ||||||
Revolving credit facility | LIBOR | Minimum | |||||||
LONG-TERM DEBT | |||||||
Basis spread on variable rate (as a percent) | 2.75% | ||||||
Revolving credit facility | LIBOR | Maximum | |||||||
LONG-TERM DEBT | |||||||
Basis spread on variable rate (as a percent) | 4.25% | ||||||
Revolving credit facility | Base rate | Minimum | |||||||
LONG-TERM DEBT | |||||||
Basis spread on variable rate (as a percent) | 1.75% | ||||||
Revolving credit facility | Base rate | Maximum | |||||||
LONG-TERM DEBT | |||||||
Basis spread on variable rate (as a percent) | 3.25% | ||||||
Revolving credit facility | Amendment 21 October 2014 | |||||||
LONG-TERM DEBT | |||||||
Outstanding line of credit | $ 0 | ||||||
Maximum consolidated leverage ratio | 6 | ||||||
Minimum threshold amount of debt used to calculate consolidated total leverage ratio | $ 20,000 | ||||||
Dividends restricted if consolidated leverage ratio is exceeded | 5.25 | ||||||
Revolving credit facility | Amendment 21 October 2014 | Minimum | |||||||
LONG-TERM DEBT | |||||||
Commitment fees for the unused revolving credit (as a percent) | 0.50% | ||||||
Revolving credit facility | Amendment 21 October 2014 | Maximum | |||||||
LONG-TERM DEBT | |||||||
Commitment fees for the unused revolving credit (as a percent) | 0.625% | ||||||
Letter of credit | |||||||
LONG-TERM DEBT | |||||||
Maximum borrowing capacity | $ 35,000 | ||||||
Percentage of aggregate undrawn amount of letter of credit required to provide cash collateral | 101.00% | ||||||
Outstanding letters of credit | $ 33,000 | ||||||
Letter of credit | Expected | |||||||
LONG-TERM DEBT | |||||||
Outstanding letters of credit | $ 31,000 | ||||||
9.00% Notes | |||||||
LONG-TERM DEBT | |||||||
Ownership percentage in each of the guarantor subsidiaries | 100.00% | ||||||
9.00% Notes | Original notes | |||||||
LONG-TERM DEBT | |||||||
Interest rate (as a percent) | 9.00% | ||||||
9.00% senior secured notes due in 2022 | |||||||
LONG-TERM DEBT | |||||||
Interest rate (as a percent) | 9.00% | 9.00% | 9.00% | ||||
Face value of notes redeemed or repurchased | $ 39,370 | ||||||
5.750% notes due in 2017 | |||||||
LONG-TERM DEBT | |||||||
Interest rate (as a percent) | 5.75% | 5.75% | 5.75% | ||||
Face value of notes redeemed or repurchased | $ 55,857 |
LONG-TERM DEBT - Maturities (De
LONG-TERM DEBT - Maturities (Details) $ in Thousands | Dec. 27, 2015USD ($) |
Annual maturities of debt for the next five years and thereafter | |
2,017 | $ 55,442 |
Thereafter | 881,833 |
Debt principal | $ 937,275 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | |
Current: | |||
Federal | $ 13,317 | $ 233,247 | $ 16,100 |
State | (2,027) | 30,216 | 5,108 |
Deferred: | |||
Federal | (17,642) | (29,182) | (7,262) |
State | (5,445) | (3,051) | (2,287) |
Income Tax Expense (Benefit), Total | $ (11,797) | $ 231,230 | $ 11,659 |
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) | (2.10%) | 3.00% | 12.30% |
Changes in estimates (as a percent) | 0.10% | ||
Changes in unrecognized tax benefits (as a percent) | 0.30% | (6.00%) | |
Settlements (as a percent) | (0.10%) | (1.50%) | |
Other (as a percent) | 0.10% | 3.10% | |
Goodwill impairment (as a percent) | 32.50% | ||
Stock compensation (as a percent) | 0.40% | 0.10% | (1.40%) |
Effective tax rate (as a percent) | (3.80%) | 38.10% | 41.50% |
Deferred tax assets: | |||
Compensation benefits | $ 233,101 | $ 248,585 | |
State taxes | 3,586 | 6,061 | |
State loss carryovers | 2,877 | 2,266 | |
Other | 3,765 | 4,508 | |
Total deferred tax assets | 243,329 | 261,420 | |
Valuation allowance | (2,877) | (2,265) | |
Net deferred tax assets | 240,452 | 259,155 | |
Net deferred tax assets | 1,312 | ||
Deferred tax liabilities: | |||
Depreciation and amortization | 160,752 | 195,616 | |
Investments in unconsolidated subsidiaries | 50,434 | 52,711 | |
Debt discount | 8,301 | 9,618 | |
Deferred gain on debt | 19,653 | 26,318 | |
Total deferred tax liabilities | 239,140 | 284,263 | |
Net deferred tax liabilities | 25,108 | ||
Valuation allowance | |||
Decrease in valuation allowance | $ 600 | $ 1,500 |
INCOME TAXES - Credits (Details
INCOME TAXES - Credits (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 | |
INCOME TAXES | ||||
Operating Loss Carryforwards | $ 196,500 | |||
Long-term liabilities relating to uncertain tax positions | 18,100 | |||
Unrecognized tax benefits | 15,621 | $ 13,046 | $ 12,889 | $ 8,649 |
Gross accrued interest and penalties | 2,500 | |||
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | 8,100 | |||
Decreases in unrecognized tax benefits | 1,100 | |||
Unrecognized Tax Benefits, Interest on Income Taxes Expense | (300) | 100 | (700) | |
Unrecognized Tax Benefits, Income Tax Penalties Expense | 100 | (100) | ||
Net accrued interest and penalties | $ 2,500 | $ 2,700 | $ 2,700 |
INCOME TAXES - Unrecognized (De
INCOME TAXES - Unrecognized (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | |
Reconciliation of the beginning and ending amount of unrecognized tax benefits | |||
Balance at beginning of fiscal year | $ 13,046 | $ 12,889 | $ 8,649 |
Increases based on tax positions in prior year | 4,433 | 1 | 7,631 |
Decreases based on tax positions in prior year | (363) | (935) | |
Increases based on tax positions in current year | 1,435 | 1,357 | 1,386 |
Settlements | (49) | (259) | |
Lapse of statute of limitations | (3,293) | (789) | (3,583) |
Balance at end of fiscal year | $ 15,621 | $ 13,046 | $ 12,889 |
EMPLOYEE BENEFITS (Details)
EMPLOYEE BENEFITS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 27, 2015 | Dec. 28, 2014 | |
Changes in the fair value of the plan's Level 3 investment assets | |||||
Fair value of plan assets, end of year | $ 1,349,603 | ||||
Funded Status | |||||
Fair value of plan assets | 1,349,603 | $ 1,349,603 | |||
Amounts recognized in the statement of financial position consist of: | |||||
Noncurrent liability | (581,852) | $ (574,024) | |||
Pension plan | |||||
Change in Benefit Obligation | |||||
Benefit obligation, beginning of year | 2,051,907 | $ 1,849,321 | |||
Service cost | 11,680 | 8,030 | $ 5,545 | ||
Interest cost | 84,994 | 91,004 | 84,596 | ||
Actuarial (gain)/loss | (101,952) | 213,176 | |||
Gross benefits paid | (103,062) | (101,441) | |||
Administrative expenses | (12,247) | (8,183) | |||
Benefit obligation, end of year | 1,931,320 | 2,051,907 | 1,849,321 | ||
Changes in the fair value of the plan's Level 3 investment assets | |||||
Fair value of plan assets, beginning of year | 1,478,686 | 1,432,695 | |||
Actual return on plan assets | (22,307) | 122,133 | |||
Employer contribution | 8,533 | 33,482 | |||
Gross benefits paid | (103,062) | (101,441) | |||
Administrative expenses | (12,247) | (8,183) | |||
Fair value of plan assets, end of year | 1,349,603 | 1,478,686 | 1,432,695 | ||
Funded Status | |||||
Fair value of plan assets | 1,478,686 | 1,432,695 | 1,432,695 | 1,349,603 | 1,478,686 |
Benefit obligations | (2,051,907) | (1,849,321) | (1,849,321) | (1,931,320) | (2,051,907) |
Funded status and amount recognized, end of year | (581,717) | (573,221) | |||
Amounts recognized in the statement of financial position consist of: | |||||
Current liability | (8,450) | (8,529) | |||
Noncurrent liability | (573,267) | (564,692) | |||
Amounts recognized in the statement of financial position | (581,717) | (573,221) | |||
Amounts recognized in accumulated other comprehensive income consist of: | |||||
Net actuarial loss/(gain) | 705,853 | 701,408 | |||
Amounts recognized in accumulated other comprehensive income | 705,853 | 701,408 | |||
Supplemental retirement plans | |||||
Changes in the fair value of the plan's Level 3 investment assets | |||||
Employer contribution | 8,500 | 8,500 | 8,300 | ||
Post-retirement plans | |||||
Change in Benefit Obligation | |||||
Benefit obligation, beginning of year | 10,602 | 12,586 | |||
Interest cost | 368 | 514 | |||
Plan participants' contributions | 35 | 267 | |||
Actuarial (gain)/loss | (87) | 467 | |||
Gross benefits paid | (1,035) | (1,611) | |||
Plan amendment | (1,621) | ||||
Benefit obligation, end of year | 9,883 | 10,602 | 12,586 | ||
Changes in the fair value of the plan's Level 3 investment assets | |||||
Employer contribution | 1,000 | 1,344 | |||
Plan participants' contributions | 35 | 267 | |||
Gross benefits paid | (1,035) | (1,611) | |||
Funded Status | |||||
Benefit obligations | $ (10,602) | $ (12,586) | $ (12,586) | (9,883) | (10,602) |
Funded status and amount recognized, end of year | (9,883) | (10,602) | |||
Amounts recognized in the statement of financial position consist of: | |||||
Current liability | (1,298) | (1,270) | |||
Noncurrent liability | (8,585) | (9,332) | |||
Amounts recognized in the statement of financial position | (9,883) | (10,602) | |||
Amounts recognized in accumulated other comprehensive income consist of: | |||||
Net actuarial loss/(gain) | (8,568) | (9,385) | |||
Prior service cost/(credit) | (10,690) | (12,768) | |||
Amounts recognized in accumulated other comprehensive income | $ (19,258) | $ (22,153) |
EMPLOYEE BENEFITS - Obligation
EMPLOYEE BENEFITS - Obligation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | |
Change in Benefit Obligation | |||
Net retirement expenses | $ 9,971 | $ 4,632 | $ 12,162 |
Pension plan | |||
Change in Benefit Obligation | |||
Service cost | 11,680 | 8,030 | 5,545 |
Interest cost | 84,994 | 91,004 | 84,596 |
Expected return on plan assets | (106,283) | (107,460) | (101,053) |
Prior service cost amortization | 12 | 14 | |
Actuarial loss | 22,194 | 16,009 | 25,557 |
Net pension expense | 12,585 | 7,595 | 14,659 |
Post-retirement plans | |||
Change in Benefit Obligation | |||
Interest cost | 368 | 514 | |
Net pension expense | $ (2,614) | $ (2,963) | $ (2,497) |
EMPLOYEE BENEFITS - Assumptions
EMPLOYEE BENEFITS - Assumptions (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Feb. 29, 2016 | Dec. 31, 2016 | Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | |
Pension plan | |||||
Weighted average assumptions used for valuing benefit obligations | |||||
Discount rate (as a percent) | 4.71% | 4.24% | |||
Weighted average assumptions used in calculating expense | |||||
Expected long-term return on plan assets (as a percent) | 7.75% | 8.00% | 8.00% | ||
Discount rate (as a percent) | 4.24% | 5.01% | 4.17% | ||
Medical cost trend rates | |||||
Value of contributions to plan | $ 8,533 | $ 33,482 | |||
Contribution | $ 25,000 | $ 7,600 | |||
Gain or loss recognized on the contribution of property | 0 | ||||
Financing obligation from contribution of real property | 32,400 | ||||
Expected benefit payments | |||||
2,016 | 101,524 | ||||
2,017 | 104,592 | ||||
2,018 | 107,158 | ||||
2,019 | 112,402 | ||||
2,020 | 113,173 | ||||
2021-2025 | 612,003 | ||||
Total | $ 1,150,852 | ||||
Post-retirement plans | |||||
Weighted average assumptions used for valuing benefit obligations | |||||
Discount rate (as a percent) | 4.21% | 3.69% | |||
Weighted average assumptions used in calculating expense | |||||
Discount rate (as a percent) | 3.69% | 4.36% | 3.39% | ||
Medical cost trend rates | |||||
Value of contributions to plan | $ 1,000 | $ 1,344 | |||
Expected benefit payments | |||||
2,016 | 1,297 | ||||
2,017 | 1,198 | ||||
2,018 | 1,105 | ||||
2,019 | 1,026 | ||||
2,020 | 942 | ||||
2021-2025 | 3,567 | ||||
Total | $ 9,135 | ||||
Expected | Pension plan | |||||
Medical cost trend rates | |||||
Value of contributions to plan | $ 47,100 | $ 2,000 |
EMPLOYEE BENEFITS - Contributio
EMPLOYEE BENEFITS - Contributions (Details) - Pension plan | 12 Months Ended |
Dec. 27, 2015 | |
Equity securities | |
Contributions and Cash Flows [Line Items] | |
Target Allocation (as a percent) | 61.00% |
Debt securities | |
Contributions and Cash Flows [Line Items] | |
Target Allocation (as a percent) | 33.00% |
Real estate | |
Contributions and Cash Flows [Line Items] | |
Target Allocation (as a percent) | 6.00% |
Minimum | |
Contributions and Cash Flows [Line Items] | |
Investment horizon of plan assets | 10 years |
EMPLOYEE BENEFITS - Fair value
EMPLOYEE BENEFITS - Fair value (Details) - USD ($) $ in Thousands | Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 |
EMPLOYEE BENEFITS | |||
Pending trades | $ 9,003 | ||
Fair value of plan assets | 1,349,603 | ||
Pension plan | |||
EMPLOYEE BENEFITS | |||
Total | 1,340,600 | $ 1,478,686 | |
Fair value of plan assets | 1,349,603 | 1,478,686 | $ 1,432,695 |
Cash and cash equivalents | Pension plan | |||
EMPLOYEE BENEFITS | |||
Total | 844 | 1,068 | |
Mutual funds | Pension plan | |||
EMPLOYEE BENEFITS | |||
Total | 436,316 | 485,488 | |
Corporate debt instruments | Pension plan | |||
EMPLOYEE BENEFITS | |||
Total | 112 | 106 | |
Common collective trust | Pension plan | |||
EMPLOYEE BENEFITS | |||
Total | 845,686 | 937,809 | |
Real Estate | Pension plan | |||
EMPLOYEE BENEFITS | |||
Total | 50,360 | 47,579 | |
Other | Pension plan | |||
EMPLOYEE BENEFITS | |||
Total | 7,282 | 6,636 | |
Level 1 | Pension plan | |||
EMPLOYEE BENEFITS | |||
Total | 437,160 | 486,556 | |
Level 1 | Cash and cash equivalents | Pension plan | |||
EMPLOYEE BENEFITS | |||
Total | 844 | 1,068 | |
Level 1 | Mutual funds | Pension plan | |||
EMPLOYEE BENEFITS | |||
Total | 436,316 | 485,488 | |
Level 2 | Pension plan | |||
EMPLOYEE BENEFITS | |||
Total | 845,798 | 937,915 | |
Level 2 | Corporate debt instruments | Pension plan | |||
EMPLOYEE BENEFITS | |||
Total | 112 | 106 | |
Level 2 | Common collective trust | Pension plan | |||
EMPLOYEE BENEFITS | |||
Total | 845,686 | 937,809 | |
Level 3 | Pension plan | |||
EMPLOYEE BENEFITS | |||
Total | 57,642 | 54,215 | $ 59,432 |
Level 3 | Real Estate | Pension plan | |||
EMPLOYEE BENEFITS | |||
Total | 50,360 | 47,579 | |
Level 3 | Other | Pension plan | |||
EMPLOYEE BENEFITS | |||
Total | $ 7,282 | $ 6,636 |
EMPLOYEE BENEFITS - Investmt as
EMPLOYEE BENEFITS - Investmt assets (Details) - Pension plan $ in Thousands | Jan. 14, 2011item | Dec. 27, 2015USD ($)item | Dec. 28, 2014USD ($) |
Changes in the fair value of the plan's Level 3 investment assets | |||
Fair value of plan assets, beginning of year | $ 1,478,686 | ||
Fair value of plan assets, end of year | 1,340,600 | $ 1,478,686 | |
Additional disclosures on plan assets | |||
Number of locations from which properties were contributed | item | 7 | ||
Level 3 | |||
Changes in the fair value of the plan's Level 3 investment assets | |||
Fair value of plan assets, beginning of year | 54,215 | 59,432 | |
Purchases, issuances, sales, settlements | (3,312) | ||
Realized gains | 2,479 | (12,180) | |
Transfer in or out of level 3 | (3,936) | (4,456) | |
Unrealized gains | 4,884 | 14,731 | |
Fair value of plan assets, end of year | 57,642 | 54,215 | |
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 | 47,579 | 52,265 | |
Purchases, issuances, sales, settlements | (3,312) | ||
Realized gains | 2,479 | 3,973 | |
Transfer in or out of level 3 | (3,936) | (3,973) | |
Unrealized gains | 4,238 | (1,374) | |
Fair value of plan assets, end of year | $ 50,360 | 47,579 | |
Private Equity | |||
Additional disclosures on plan assets | |||
Number of funds closed out | item | 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 | $ 6,636 | 7,167 | |
Realized gains | (16,153) | ||
Transfer in or out of level 3 | (483) | ||
Unrealized gains | 646 | 16,105 | |
Fair value of plan assets, end of year | $ 7,282 | $ 6,636 |
CASH FLOW INFORMATION (Details)
CASH FLOW INFORMATION (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | |
Cash paid for interest and income taxes | |||
Interest paid (net of amount capitalized) | $ 80,514 | $ 121,375 | $ 127,257 |
Income taxes paid (net of refunds) | 207,043 | 77,622 | 21,019 |
Non-cash transactions | |||
Intangible asset - newswire content | 3,100 | ||
Non-cash financing activities related to purchases of PP&E on credit | $ 500 | $ 1,300 | 200 |
Sale of land and building | |||
Non-cash transactions | |||
Financing obligations released | 238,100 | ||
Investing obligations released | $ 227,700 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Obligations by year (Details) - USD ($) $ in Thousands | Dec. 27, 2015 | Dec. 28, 2014 |
Purchase obligations | ||
2,016 | $ 19,364 | |
2,017 | 10,035 | |
2,018 | 6,669 | |
2,019 | 5,829 | |
2,020 | 5,031 | |
Thereafter | 23,581 | |
Total | 70,509 | |
Lease Obligation | ||
2,016 | 11,467 | |
2,017 | 10,146 | |
2,018 | 8,819 | |
2,019 | 7,122 | |
2,020 | 5,219 | |
Thereafter | 24,735 | |
Total | 67,508 | |
Sublease Income | ||
2,016 | (3,336) | |
2,017 | (2,342) | |
2,018 | (1,441) | |
2,019 | (1,028) | |
2,020 | (611) | |
Thereafter | (1,748) | |
Total | (10,506) | |
Net lease obligations | ||
2,016 | 8,131 | |
2,017 | 7,804 | |
2,018 | 7,378 | |
2,019 | 6,094 | |
2,020 | 4,608 | |
Thereafter | 22,987 | |
Total | 57,002 | |
Contractual Obligation, Fiscal Year Maturity [Abstract] | ||
2,016 | 31,094 | |
2,017 | 20,264 | |
2,018 | 15,869 | |
2,019 | 13,279 | |
2,020 | 10,684 | |
Thereafter | 52,929 | |
Total | 144,119 | |
Self-Insurance | ||
Workers' compensation obligations | ||
2,016 | 3,599 | |
2,017 | 2,425 | |
2,018 | 1,822 | |
2,019 | 1,356 | |
2,020 | 1,045 | |
Thereafter | 6,361 | |
Total | $ 16,608 | $ 18,000 |
COMMITMENTS AND CONTINGENCIES60
COMMITMENTS AND CONTINGENCIES - Purchases and Leases (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | |
Operating leases | |||
Total rental expense, included in other operating expenses, from continuing operations | $ 11.6 | $ 12.5 | $ 11.2 |
Sublease income from operating leases | $ 4.6 | $ 2.2 | $ 3.9 |
COMMITMENTS AND CONTINGENCIES61
COMMITMENTS AND CONTINGENCIES - Obligations disclosures (Details) - Self-Insurance - USD ($) $ in Thousands | Dec. 27, 2015 | Dec. 28, 2014 |
Loss Contingencies [Line Items] | ||
Estimated Insurance Recoveries | $ 3,200 | |
Additional disclosures | ||
Undiscounted ultimate losses of all self-insurance reserves related to our workers' compensation liabilities, net of insurance recoveries | $ 16,608 | $ 18,000 |
Discount rate of ultimate losses (as a percent) | 1.80% | 2.00% |
Present value of self-insurance reserves | $ 15,300 | $ 17,500 |
COMMITMENTS AND CONTINGENCIES62
COMMITMENTS AND CONTINGENCIES - Legal Proceedings (Details) $ in Millions | 12 Months Ended |
Dec. 27, 2015USD ($)item | |
Letter of credit | |
Additional disclosures | |
Outstanding letters of credit | $ | $ 33 |
"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. 27, 2015itemshares | Dec. 28, 2014shares | |
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 | shares | 154,000 | 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 -
COMMON STOCK AND STOCK PLANS - Share Repurchase (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||
Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | Aug. 31, 2015 | Apr. 30, 2015 | |
Equity, Class of Treasury Stock [Line Items] | |||||
Treasury stock, acquried (in shares) | 6,494,482 | 1,594,115 | 580,219 | ||
Treasury stock, acquired | $ 8,434 | $ 7,603 | $ 1,793 | ||
Share Repurchase Program 2015 | |||||
Equity, Class of Treasury Stock [Line Items] | |||||
Stock repurchase program, authorized amount | $ 15,000 | $ 7,000 | |||
Treasury stock, acquried (in shares) | 6,100,000 | ||||
Repurchase weighted average price (in dollars per share) | $ 1.28 | ||||
Treasury stock, acquired | $ 7,800 |
COMMON STOCK AND STOCK PLANS 65
COMMON STOCK AND STOCK PLANS - Activity and FV (Details) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 27, 2015USD ($)item$ / sharesshares | Dec. 28, 2014USD ($)$ / sharesshares | Dec. 29, 2013USD ($)$ / sharesshares | May. 31, 2012shares | |
Stock Plans Activity | ||||
Number of stock-based compensation plans | item | 2 | |||
Options/SARs | ||||
Outstanding at the beginning of the period (in shares) | 3,848,750 | 6,110,500 | 6,194,500 | |
Granted (in shares) | 775,000 | |||
Exercised (in shares) | (1,678,250) | (545,750) | ||
Forfeited (in shares) | (68,750) | (67,250) | (58,500) | |
Expired (in shares) | (578,750) | (516,250) | (254,750) | |
Outstanding at the end of the period (in shares) | 3,201,250 | 3,848,750 | 6,110,500 | |
Vested and Expected to Vest at the end of the period (in shares) | 3,179,366 | |||
Options exercisable (in shares) | 2,774,125 | 2,719,750 | 3,983,875 | |
Weighted Average Exercise Price | ||||
Outstanding at the beginning of the period (in dollars per share) | $ / shares | $ 9.28 | $ 9.69 | $ 11.45 | |
Granted (in dollars per share) | $ / shares | 2.46 | |||
Exercised (in dollars per share) | $ / shares | 2.86 | 1.72 | ||
Forfeited (in dollars per share) | $ / shares | 2.61 | 3.38 | 3.30 | |
Expired (in dollars per share) | $ / shares | 20.76 | 35.74 | 48.97 | |
Outstanding at the end of the period (in dollars per share) | $ / shares | 7.35 | $ 9.28 | $ 9.69 | |
Vested and Expected to Vest at the end of the period (in dollars per share) | $ / shares | $ 8.09 | |||
Aggregate Intrinsic Value | ||||
Outstanding at the beginning of the period (in dollars) | $ | $ 1,542 | $ 2,384 | $ 1,846 | |
Exercised (in dollars) | $ | 3,138 | 847 | ||
Outstanding at the end of the period (in dollars) | $ | 1,542 | 2,384 | ||
Options exercisable (in dollars) | $ | $ 716 | $ 1,306 | ||
2004 Plan | ||||
Stock Plans Activity | ||||
Vesting period | 4 years | |||
Terms of award | 10 years | |||
Stock options and SARs | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized [Abstract] | ||||
Unrecognized compensation costs | $ | $ 300 | |||
Period in which compensation costs will be recognized | 1 year 1 month 6 days | |||
Weighted Average Exercise Price | ||||
Granted (in dollars per share) | $ / shares | $ 2.46 | |||
Stock Appreciation Rights (SARs) [Member] | ||||
Stock Plans Activity | ||||
Vesting period | 4 years | |||
Stock Appreciation Rights (SARs) [Member] | 2012 Plan | Maximum | ||||
Stock Plans Activity | ||||
Terms of award | 10 years | |||
RSUs | ||||
Stock Plans Activity | ||||
Granted (in shares) | 1,365,300 | 856,950 | 483,150 | |
RSU's | ||||
Nonvested at the beginning of the period (in shares) | 1,329,550 | 1,231,650 | 1,102,000 | |
Granted (in shares) | 1,365,300 | 856,950 | 483,150 | |
Vested (in shares) | (970,000) | (717,150) | (320,000) | |
Forfeited (in shares) | (186,050) | (41,900) | (33,500) | |
Nonvested at the end of the period (in shares) | 1,538,800 | 1,329,550 | 1,231,650 | |
Weighted Average Grant Date Fair Value | ||||
Outstanding at the beginning of the period (in dollars per share) | $ / shares | $ 3.62 | $ 2.50 | $ 2.98 | |
Granted (in dollars per share) | $ / shares | 2.28 | 4.61 | 2.46 | |
Vested (in dollars per share) | $ / shares | 2.85 | 2.92 | 4.08 | |
Forfeited (in dollars per share) | $ / shares | 3.08 | 2.93 | 2.48 | |
Outstanding at the end of the period (in dollars per share) | $ / shares | $ 2.98 | $ 3.62 | $ 2.50 | |
Additional disclosures | ||||
Total fair value | $ | $ 1,600 | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized [Abstract] | ||||
Unrecognized compensation costs | $ | $ 3,000 | |||
Period in which compensation costs will be recognized | 1 year 9 months 18 days | |||
RSUs | Maximum | ||||
Stock Plans Activity | ||||
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 | ||||
Granted (in shares) | 15,000 | 15,000 | 15,000 | |
Issued (in shares) | 150,000 | 150,000 | 165,000 | |
RSU's | ||||
Granted (in shares) | 15,000 | 15,000 | 15,000 |
COMMON STOCK AND STOCK PLANS 66
COMMON STOCK AND STOCK PLANS - Outstanding Options and SARs (Details) - Stock options and SARs | 12 Months Ended |
Dec. 27, 2015$ / sharesshares | |
Share Based Compensation Shares Authorized under Stock Option and SARs Exercise Price Range Outstanding Options [Abstract] | |
Number of Options/SARs (in shares) | shares | 3,201,250 |
Average Remaining Contractual Life | 3 years 11 months 16 days |
Weighted Average Exercise Price (in dollars per share) | $ 7.35 |
Options/SARs Exercisable | |
Number of Options/SARs (in shares) | shares | 2,774,125 |
Weighted Average Exercise Price (in dollars per share) | $ 8.09 |
Weighted average remaining contractual life | 3 years 6 months |
Weighted average remaining contractual term for fully vested and expected to vest | 3 years 6 months |
$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) | shares | 2,426,250 |
Average Remaining Contractual Life | 4 years 8 months 12 days |
Weighted Average Exercise Price (in dollars per share) | $ 3.06 |
Options/SARs Exercisable | |
Number of Options/SARs (in shares) | shares | 1,999,125 |
Weighted Average Exercise Price (in dollars per share) | $ 3.17 |
$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) | shares | 574,000 |
Average Remaining Contractual Life | 1 year 10 months 28 days |
Weighted Average Exercise Price (in dollars per share) | $ 13.17 |
Options/SARs Exercisable | |
Number of Options/SARs (in shares) | shares | 574,000 |
Weighted Average Exercise Price (in dollars per share) | $ 13.17 |
$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) | shares | 201,000 |
Average Remaining Contractual Life | 11 months 1 day |
Weighted Average Exercise Price (in dollars per share) | $ 42.48 |
Options/SARs Exercisable | |
Number of Options/SARs (in shares) | shares | 201,000 |
Weighted Average Exercise Price (in dollars per share) | $ 42.48 |
COMMON STOCK AND STOCK PLANS 67
COMMON STOCK AND STOCK PLANS - Assumptions (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | |
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 | ||
Stock-based compensation expense | $ 3,178 | $ 3,479 | $ 3,481 |
Stock options and SARs | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected life | 4 years 6 months 4 days | ||
Volatility (as a percent) | 1.08% | ||
Risk-free interest rate (as a percent) | 0.76% | ||
Weighted average exercise price of options/SARs granted (in dollars per share) | $ 2.46 | ||
Weighted average fair value of options/SARs granted (in dollars per share) | $ 1.85 |
QUARTERLY RESULTS OF OPERATIO68
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 27, 2015 | Sep. 27, 2015 | Jun. 28, 2015 | Mar. 29, 2015 | Dec. 28, 2014 | Sep. 28, 2014 | Jun. 29, 2014 | Mar. 30, 2014 | Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | |
Selected Quarterly Financial Information [Abstract] | |||||||||||
Net Revenues | $ 285,825 | $ 251,211 | $ 262,360 | $ 257,178 | $ 310,091 | $ 272,899 | $ 287,391 | $ 276,171 | $ 1,056,574 | $ 1,146,552 | $ 1,214,848 |
Operating income | 36,396 | 8,389 | (288,966) | (1,158) | 41,164 | 18,550 | 27,307 | (4,698) | (245,339) | 82,323 | 120,944 |
INCOME (LOSS) FROM CONTINUING OPERATIONS | 8,830 | (1,149) | (296,497) | (11,346) | 303,010 | (2,619) | 91,648 | (16,062) | (300,162) | 375,977 | 16,444 |
INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET OF TAXES | (368) | (141) | (1,699) | 220 | (1,988) | 2,359 | |||||
NET INCOME (LOSS) | $ 8,830 | $ (1,149) | $ (296,497) | $ (11,346) | $ 302,642 | $ (2,760) | $ 89,949 | $ (15,842) | $ (300,162) | $ 373,989 | $ 18,803 |
Income (loss) from continuing operations - diluted (in dollars per share) | $ 0.10 | $ (0.01) | $ (3.39) | $ (0.13) | $ 3.45 | $ (0.03) | $ 1.03 | $ (0.18) | $ (3.47) | $ 4.26 | $ 0.19 |
Loss from discontinued operations - diluted (in dollars per share) | (0.01) | (0.01) | (0.03) | 0.03 | |||||||
Net income (loss) per share - diluted (in dollars per share) | $ 0.10 | $ (0.01) | $ (3.39) | $ (0.13) | $ 3.44 | $ (0.03) | $ 1.02 | $ (0.18) | $ (3.47) | $ 4.23 | $ 0.22 |
QUARTERLY RESULTS OF OPERATIO69
QUARTERLY RESULTS OF OPERATIONS (UNAUDITED) - Debt, Tax (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||
Dec. 27, 2015 | Jun. 28, 2015 | Dec. 28, 2014 | Jun. 29, 2014 | Dec. 27, 2015 | Dec. 28, 2014 | Dec. 29, 2013 | Dec. 30, 2012 | |
Debt Instrument [Line Items] | ||||||||
Gains (Losses) on Extinguishment of Debt | $ (72,800) | $ 1,167 | $ (72,777) | $ (13,643) | ||||
Goodwill impairment charge | 290,941 | 0 | 0 | $ 0 | ||||
Impairment Charges | 5,200 | 13,907 | 5,203 | $ 0 | ||||
Write down of certain unconsolidated investments | 7,800 | $ 8,200 | $ 7,800 | |||||
Newspaper mastheads | ||||||||
Debt Instrument [Line Items] | ||||||||
Impairment Charges | $ 4,400 | $ 9,500 | ||||||
McClatchy Tribune Information Services Member | ||||||||
Debt Instrument [Line Items] | ||||||||
Gain on sale | $ 1,700 | |||||||
Apartments.Com Business | ||||||||
Debt Instrument [Line Items] | ||||||||
Gain on sale | $ 144,200 | |||||||
Classified Ventures LLC | ||||||||
Debt Instrument [Line Items] | ||||||||
Gain on sale | $ 559,300 |
CONTRIBUTION OF REAL PROPERTY70
CONTRIBUTION OF REAL PROPERTY TO QUALIFIED DEFINED BENEFIT PLAN (Details) - Pension plan - Expected $ in Thousands | 1 Months Ended | 3 Months Ended |
Feb. 29, 2016USD ($)property | Mar. 27, 2016USD ($) | |
Defined Benefit Plan Real Property Contributed Number of Locations | property | 6 | |
Lease Term of Contributed Property | 11 years | |
Financing Obligations Not Long Term Debt Current and Noncurrent | $ 47,100 | |
Aggregate Annual Rent Payments On Contributed Property | $ 3,500 | |
Gain or loss recognized on the contribution of property | $ 0 | |
Real Estate | ||
Defined Benefit Plan, Contributions by Employer | $ 47,100 |