Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 28, 2015 | Jul. 30, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | New Media Investment Group Inc. | |
Trading Symbol | NEWM | |
Entity Central Index Key | 1,579,684 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 28, 2015 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --12-27 | |
Entity Well Known Seasoned Issuer | Yes | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock Shares Outstanding | 44,676,322 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 28, 2015 | Dec. 28, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 12,674 | $ 123,709 |
Restricted cash | 6,967 | 6,467 |
Accounts receivable, net of allowance for doubtful accounts of $4,304 and $3,462 at June 28, 2015 and December 28, 2014, respectively | 136,787 | 80,151 |
Inventory | 18,820 | 9,824 |
Prepaid expenses | 15,180 | 9,129 |
Deferred income taxes | 4,315 | 4,269 |
Other current assets | 11,585 | 10,632 |
Total current assets | 206,328 | 244,181 |
Property, plant, and equipment, net of accumulated depreciation of $65,139 and $40,172 at June 28, 2015 and December 28, 2014, respectively | 451,793 | 283,786 |
Goodwill | 175,147 | 134,042 |
Intangible assets, net of accumulated amortization of $15,625 and $7,709 at June 28, 2015 and December 28, 2014, respectively | 345,665 | 156,742 |
Deferred financing costs, net | 3,442 | 3,252 |
Other assets | 3,050 | 3,092 |
Total assets | 1,185,425 | 825,095 |
Current liabilities: | ||
Current portion of long-term liabilities | 632 | 650 |
Current portion of long-term debt | 3,509 | 2,250 |
Accounts payable | 12,257 | 9,306 |
Accrued expenses | 80,589 | 47,061 |
Deferred revenue | 66,028 | 35,806 |
Total current liabilities | 163,015 | 95,073 |
Long-term liabilities: | ||
Long-term debt | 383,101 | 219,802 |
Long-term liabilities, less current portion | 7,137 | 5,609 |
Deferred income taxes | 7,435 | 7,090 |
Pension and other postretirement benefit obligations | 12,709 | 13,394 |
Total liabilities | 573,397 | 340,968 |
Stockholders' equity: | ||
Common stock, $0.01 par value, 2,000,000,000 shares authorized at June 28, 2015 and December 28, 2014; 44,676,322 and 37,466,495 issued and outstanding at June 28, 2015 and December 28, 2014, respectively | 445 | 375 |
Additional paid-in capital | 606,876 | 484,220 |
Accumulated other comprehensive loss | (4,423) | (4,469) |
Retained earnings | 9,130 | 4,001 |
Total stockholders' equity | 612,028 | 484,127 |
Total liabilities and stockholders' equity | $ 1,185,425 | $ 825,095 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 28, 2015 | Dec. 28, 2014 |
Condensed Consolidated Balance Sheets [Abstract] | ||
Accounts receivable, allowance for doubtful accounts | $ 4,304 | $ 3,462 |
Property, Plant, and equipment, accumulated depreciation | 65,139 | 40,172 |
Intangible assets, accumulated amortization | $ 15,625 | $ 7,709 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 2,000,000,000 | 2,000,000,000 |
Common stock, shares issued | 44,676,322 | 37,466,495 |
Common stock, shares outstanding | 44,676,322 | 37,466,495 |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) - Scenario Unspecified [Domain] - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2015 | Jun. 29, 2014 | Jun. 28, 2015 | Jun. 29, 2014 | |
Revenues: | ||||
Advertising | $ 177,019 | $ 95,837 | $ 320,814 | $ 178,460 |
Circulation | 91,763 | 46,102 | 172,814 | 90,471 |
Commercial printing and other | 30,698 | 16,494 | 56,468 | 31,535 |
Total revenues | 299,480 | 158,433 | 550,096 | 300,466 |
Operating costs and expenses: | ||||
Operating costs | 160,347 | 87,615 | 301,059 | 172,470 |
Selling, general, and administrative | 99,667 | 52,235 | 188,797 | 102,251 |
Depreciation and amortization | 17,387 | 10,109 | 33,088 | 19,918 |
Integration and reorganization costs | 1,656 | 412 | 3,583 | 837 |
Loss on sale or disposal of assets | 925 | 688 | 1,470 | 687 |
Operating income | 19,498 | 7,374 | 22,099 | 4,303 |
Interest expense | 7,458 | 3,827 | 14,233 | 7,632 |
Amortization of deferred financing costs | 165 | 333 | 2,382 | 758 |
Loss on early extinguishment of debt | 0 | 9,047 | 0 | 9,047 |
Other income | (19) | (83) | (18) | (107) |
Income (loss) before income taxes | 11,894 | (5,750) | 5,502 | (13,027) |
Income tax expense (benefit) | 699 | (2,481) | 373 | (3,067) |
Net income (loss) | $ 11,195 | $ (3,269) | $ 5,129 | $ (9,960) |
Income (loss) per share, basic: | ||||
Net income (loss) | $ 0.25 | $ (0.11) | $ 0.12 | $ (0.33) |
Income (loss) per share, diluted: | ||||
Net income (loss) | 0.25 | (0.11) | 0.12 | (0.33) |
Dividends declared per share | $ 0.33 | $ 0 | $ 0.63 | $ 0 |
Basic weighted average shares outstanding | 44,676,322 | 30,000,000 | 43,762,848 | 30,000,000 |
Effect of dilutive securities | 201,430 | 0 | 240,084 | 0 |
Diluted weighted average shares outstanding | 44,877,752 | 30,000,000 | 44,002,932 | 30,000,000 |
Comprehensive income (loss) | $ 11,218 | $ (3,269) | $ 5,175 | $ (9,960) |
Unaudited Condensed Consolidat5
Unaudited Condensed Consolidated Statement of Stockholders' Equity - 6 months ended Jun. 28, 2015 - USD ($) $ in Thousands | Total | Common stock [Member] | Additional paid-in capital [Member] | Accumulated other comprehensive income (loss) [Member] | Retained earnings [Member] |
Balance at Dec. 28, 2014 | $ 484,127 | $ 375 | $ 484,220 | $ (4,469) | $ 4,001 |
Common stock shares at Dec. 28, 2014 | 37,466,495 | 37,466,495 | |||
Net income | $ 5,129 | 5,129 | |||
Net actuarial loss and prior service cost, net of income taxes of $0 | 46 | 46 | |||
Restricted share grants | 225 | 225 | |||
Restricted share grants, shares | 209,827 | ||||
Non-cash compensation expense | 515 | 515 | |||
Issuance of common stock, net of underwriter's discount | 150,129 | $ 70 | 150,059 | ||
Issuance of common stock, net of underwriter's discount, shares | 7,000,000 | ||||
Common stock cash dividend | $ (28,143) | (28,143) | |||
Common stock shares at Jun. 28, 2015 | 44,676,322 | 44,676,322 | |||
Balance at Jun. 28, 2015 | $ 612,028 | $ 445 | $ 606,876 | $ (4,423) | $ 9,130 |
Unaudited Condensed Consolidat6
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 28, 2015 | Jun. 29, 2014 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 5,129 | $ (9,960) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation and amortization | 33,088 | 19,918 |
Amortization of deferred financing costs | 324 | 758 |
Gain on derivative instruments | 0 | (25) |
Non-cash compensation expense | 515 | 21 |
Non-cash interest expense | 1,067 | 107 |
Non-cash loss on early extinguishment of debt | 0 | 5,949 |
Deferred income taxes | 299 | 0 |
Loss on sale or disposal of assets | 1,470 | 687 |
Pension and other postretirement benefit obligations | (657) | (669) |
Changes in assets and liabilities: | ||
Accounts receivable, net | 6,467 | 6,783 |
Inventory | 713 | 392 |
Prepaid expenses | (172) | 234 |
Other assets | (1,301) | (4,046) |
Accounts payable | (12,237) | (5,667) |
Accrued expenses | 17,260 | (12,106) |
Deferred revenue | (2,111) | 594 |
Other long-term liabilities | 1,333 | 211 |
Net cash provided by operating activities | 51,187 | 3,181 |
Cash flows from investing activities: | ||
Purchases of property, plant, and equipment | (3,886) | (1,639) |
Proceeds from sale of assets | 717 | 311 |
Acquisitions, net of cash acquired | (425,534) | (8,028) |
Net cash used in investing activities | (428,703) | (9,356) |
Cash flows from financing activities: | ||
Payment of debt issuance costs | (525) | (4,565) |
Borrowings under term loans | 122,872 | 193,275 |
Borrowings under revolving credit facility | 84,000 | 7,068 |
Repayments under term loans | (1,381) | (157,999) |
Repayments under revolving credit facility | (60,000) | (32,068) |
Payment of offering costs | (1,343) | 0 |
Issuance of common stock, net of underwriter's discount | 150,866 | 0 |
Payment of dividends | (28,008) | 0 |
Net cash provided by financing activities | 266,481 | 5,711 |
Net decrease in cash and cash equivalents | (111,035) | (464) |
Cash and cash equivalents at beginning of period | 123,709 | 31,811 |
Cash and cash equivalents at end of period | $ 12,674 | $ 31,347 |
Unaudited Financial Statements
Unaudited Financial Statements | 6 Months Ended |
Jun. 28, 2015 | |
Unaudited Financial Statements [Abstract] | |
Unaudited Financial Statements | (1) Unaudited Financial Statements The accompanying unaudited condensed consolidated financial statements of New Media Investment Group Inc. and its subsidiaries (together, the “Company” or “New Media”) have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and the instructions to Form 10-Q and applicable provisions of Regulation S-X, each as promulgated by the Securities and Exchange Commission (the “SEC”). Certain information and note disclosures normally included in comprehensive annual financial statements presented in accordance with GAAP have generally been condensed or omitted pursuant to SEC rules and regulations. Management believes that the accompanying condensed consolidated financial statements contain all adjustments (which include normal recurring adjustments) that, in the opinion of management, are necessary to present fairly the Company's consolidated financial condition, results of operations and cash flows for the periods presented. The results of operations for interim periods are not necessarily indicative of the results that may be expected for the full year. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes for the year ended December 28, 2014, included in the Company's Annual Report on Form 10-K. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent 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 from those estimates. New Media, formerly known as GateHouse Media, Inc. (“GateHouse” or “Predecessor”), was formed as a Delaware corporation on June 18, 2013. New Media was capitalized and issued 1,000 common shares to Newcastle Investment Corp. (“Newcastle”). Newcastle owned approximately 84.6% of New Media until February 13, 2014, upon which date Newcastle distributed the shares that it held in New Media to its shareholders on a pro rata basis. New Media had no operations until November 26, 2013, when it assumed control of GateHouse and Local Media Group Holdings LLC (“Local Media Parent”). The Predecessor and certain of its subsidiaries (collectively, the “Debtors”) filed voluntary petitions under Chapter 11 of title 11 of the U.S. Bankruptcy Code (the “Bankruptcy Code”), in the U.S. Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) on September 27, 2013. On November 6, 2013 (the “Confirmation Date”), the Bankruptcy Court confirmed the plan of reorganization (the “Plan” ) and on November 26, 2013 (the “Effective Date”), the Debtors emerged from Chapter 11. Local Media Parent, a wholly owned subsidiary of Newcastle, acquired Local Media Group, Inc. (“Local Media”), a publisher of daily and weekly newspaper publications, on September 3, 2013. Subject to the terms of the Plan, Newcastle contributed Local Media Parent and assigned its rights under the related stock purchase agreement to New Media on the Effective Date in exchange for shares of common stock in New Media (“New Media Common Stock”) equal in value to the cost of the Local Media acquisition (as adjusted pursuant to the Plan) based upon the equity value of New Media as of the Effective Date prior to the contribution. Upon emerging from Chapter 11 protection, the Debtors adopted fresh start accounting in accordance with Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”), Topic 852, “ Reorganizations” The Company's operating segments (Large Community Newspapers, Small Community Newspapers, Local Media, Recent Acquisitions and Ventures) are aggregated into one reportable segment. The newspaper industry, the Company and the Predecessor have experienced declining same store revenue and profitability over the past several years. As a result, the Company's Predecessor previously implemented, and the Company continues to implement, plans to reduce costs and preserve cash flow. This includes cost reduction programs and the sale of non-core assets. The Company believes these initiatives along with cash provided by operating activities will provide it with the financial resources necessary to invest in the business and provide sufficient cash flow to enable the Company to meet its commitments. Equity In September 2014, the Company issued 7,450,625 shares of its common stock in a public offering at a price to the public of $16.25 per share for net proceeds of approximately $115,058. Certain principals of Fortress Investment Group LLC (“Fortress”) and certain of the Company's officers and directors participated in this offering and purchased an aggregate of 224,038 shares at a price of $16.25 per share. For the purpose of compensating the Manager (as defined below) for its successful efforts in raising capital for the Company, in connection with this offering, the Company granted options to the Manager to purchase 745,062 shares of the Company's common stock at a price of $16.25, which had an aggregate fair value of approximately $2,963 as of the grant date. The options granted to the Manager, were fully vested on the date of grant and one thirtieth of the options become exercisable on the first day of each of the following thirty calendar months, or earlier upon the occurrence of certain events, such as a change in control of the Company or the termination of the Management Agreement (as defined below). The options expire ten years from the date of issuance. The fair value of the options issued as compensation to the Manager was recorded as an increase in equity with an offsetting reduction of capital proceeds received. In January 2015, the Company issued 7,000,000 shares of its common stock in a public offering at a price to the public of $21.70 per share for net proceeds of approximately $150,129. Certain principals of Fortress and certain of the Company's officers and directors participated in this offering and purchased an aggregate of 104,400 shares at a price of $21.70 per share. For the purpose of compensating the Manager for its successful efforts in raising capital for the Company, in connection with this offering, the Company granted options to the Manager to purchase 700,000 shares of the Company's common stock at a price of $21.70, which had an aggregate fair value of approximately $4,144 as of the grant date. The assumptions used in valuing the options were: a 2.0% risk-free rate, a 3.4% dividend yield, 36.8% volatility and a 10 year term. On February 24, 2015, a grant of restricted shares totaling 200,092 shares was made to the Company's Employees (as defined below). See Note 3. In March 2015, the Company issued 9,735 shares of its common stock to its Non-Officer Directors (as defined below) to settle a liability of $225 for 2014 services. For the three and six months ended June 28, 2015, the Company excluded 1,362,479 and 1,362,479 common stock warrants and 700,000 and 0 stock options, respectively, from the computation of diluted income per share because their effect would have been antidilutive. For the three and six months ended June 29, 2014, the Company excluded 1,362,479 common stock warrants and 15,870 restricted stock grants from the computation of diluted income per share because their effect would have been antidilutive. On April 30, 2015, the Company announced a first quarter 2015 cash dividend of $0.33 per share of Common Stock, par value $0.01 per share, of New Media. The dividend was paid on May 21, 2015, to shareholders of record as of the close of business on May 13, 2015. Accumulated Other Comprehensive Income (Loss) The changes in accumulated other comprehensive income (loss) by component for the six months ended June 28, 2015 and June 29, 2014 are outlined below. Net actuarial loss (1) Total For the six months ended June 29, 2014: Balance at December 29, 2013 $ 458 $ 458 Other comprehensive income before reclassifications — — Amounts reclassified from accumulated other comprehensive income — — Net current period other comprehensive income, net of taxes — — Balance at June 29, 2014 $ 458 $ 458 For the six months ended June 28, 2015: Balance at December 28, 2014 $ (4,469 ) $ (4,469 ) Other comprehensive income before reclassifications — — Amounts reclassified from accumulated other comprehensive income 46 46 Net current period other comprehensive income, net of taxes 46 46 Balance at June 28, 2015 $ (4,423 ) $ (4,423 ) (1) This accumulated other comprehensive income (loss) component is included in the computation of net periodic benefit cost and there was no amortization during the six months ended June 29, 2014 due to the impact of fresh start accounting. See Note 9. The following table presents reclassifications out of accumulated other comprehensive income (loss) for the three and six months ended June 28, 2015 and June 29, 2014. Amounts Reclassified from Accumulated Other Three months Three months Six months Six months Affected Line Item in the Amortization of unrecognized loss $ 23 $ — $ 46 $ — (1 ) Amounts reclassified from accumulated other comprehensive loss 23 — 46 — Income (loss) from continuing operations before income taxes Income tax expense — — — — Income tax expense (benefit) Amounts reclassified from accumulated other comprehensive loss, net of taxes $ 23 $ — $ 46 $ — Net income (loss) (1) This accumulated other comprehensive income (loss) component is included in the computation of net periodic benefit cost. See Note 9. Recently Issued Accounting Pronouncements In April 2014, the FASB issued ASU No. 2014-08, “Presentation of Financial Statements and Property, Plant, and Equipment: Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity”. ASU 2014-08 changes the criteria for reporting discontinued operations while enhancing disclosures in this area and is effective for annual and interim periods beginning after December 15, 2014. The amendments in ASU No. 2014-08 did not have a material impact on the financial statements. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers.” ASU 2014-09 will replace all current U.S. GAAP guidance on this topic and eliminate all industry-specific guidance. The new revenue recognition standard provides a unified model to determine when and how revenue is recognized. The core principle is that a company should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This guidance would have been effective for annual and interim reporting periods beginning after December 15, 2016. In July 2015, the FASB decided to defer for one year the effective date of the new revenue standard (ASU 2014-09) for public and non-public entities reporting under U.S. GAAP. The FASB also decided to permit entities to early adopt the standard. The Company is currently reviewing the amendments in ASU No. 2014-09, but does not expect them to have a material impact on the financial statements. In April 2015, the FASB issued ASU No. 2015-03, “Interest—Imputation of Interest” (Topic 835), which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance of debt issuance costs are not affected by the amendments in this update. The standard will be effective for the Company beginning in the first quarter of 2016 and requires the Company to apply the new guidance on a retrospective basis on adoption. The amendments in ASU No. 2015-03 are not expected to have a material impact on the financial statements. In April 2015, the FASB issued ASU No. 2015-04, “Compensation - Retirement Benefits” (Topic 716), which allows entities 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. The practical expedient, if elected, relieves an employer from having to adjust the asset values to the appropriate fair values as of its fiscal year end. The standard will be effective for the Company beginning in the first quarter of 2016. The amendments in ASU No. 2015-04 are not expected to have a material impact on the financial statements. In April 2015, the FASB issued ASU No. 2015-05, “Customer's Accounting for Fees Paid in a Cloud Computing Arrangement” (Subtopic 350-40), which clarifies the circumstances under which a cloud computing arrangement contains a software license. The standard will be effective for the Company beginning in the first quarter of 2016. Entities may adopt the guidance retrospectively or prospectively to arrangements entered into, or materially modified, after the effective date. The amendments in ASU No. 2015-05 are not expected to have a material impact on the financial statements. |
Business Combinations
Business Combinations | 6 Months Ended |
Jun. 28, 2015 | |
Business Combinations [Abstract] | |
Business Combinations | (2) Business Combinations Stephens Media, LLC On March 18, 2015, a wholly owned subsidiary of the Company completed its acquisition of the assets of Stephens Media, LLC (“Stephens Media”) for an aggregate purchase price, including estimated working capital, of $110,773. The Stephens Media acquisition was financed with cash on hand. The purchase price was allocated to the fair value of the net assets acquired and any excess value over the tangible and identifiable intangible assets was recorded as goodwill. The acquisition includes nine daily newspapers, 35 weekly publications and 15 shoppers serving communities throughout the United States with a combined average daily circulation of approximately 221 and 244 on Sunday. The acquisition was completed because of the attractive nature of the newspaper assets and cash flows as well as the cost saving opportunities. The Company accounted for the material business combination of Stephens Media under the acquisition method of accounting. The net assets, including goodwill have been recorded in the consolidated balance sheet at their fair values in accordance with ASC 805. The fair value determination of the assets acquired and liabilities assumed are preliminary based upon all information available to us at the present time and are subject to working capital and other adjustments. The value assigned to property, plant and equipment, intangible assets and goodwill is preliminary and subject to the completion of valuations to determine the fair market value of the tangible and intangible assets. The final calculation of working capital and other adjustments and determination of fair values for tangible and intangible assets may result in different allocations among the various asset classes from those set forth below and any such differences could be material. The following table summarizes the preliminary fair values of Stephens Media assets and liabilities: Current assets $ 16,189 Property, plant and equipment 55,453 Licensing agreements 18,150 Advertiser relationships 8,090 Subscriber relationships 3,070 Customer relationships 610 Mastheads 8,890 Goodwill 9,530 Total assets 119,982 Current liabilities 9,209 Total liabilities 9,209 Net assets $ 110,773 The Company obtained a third party independent valuation to assist in the determination of the fair values of certain assets acquired and liabilities assumed. The property, plant and equipment valuation includes an analysis of recent comparable sales and offerings of land parcels in each of the subject's markets. The estimated fair value is supported by the consideration paid and was determined using standard generally accepted appraisal practices and valuation procedures. The valuation firm used the three basic approaches to value: the cost approach (used for equipment where an active secondary market is not available and building improvements), the direct sales comparison (market) approach (used for land and equipment where an active secondary market is available) and the income approach (used for intangible assets). These approaches used are based on the cost to reproduce assets, market exchanges for comparable assets and the capitalization of income. Useful lives range from 1 to 15 years for personal property and 9 to 29 years for real property. The valuation utilized a relief from royalty method, an income approach, to determine the fair value of mastheads. Key assumptions utilized in this valuation include revenue projections, a royalty rate of 2.0%, a long-term growth rate of 0.0%, a tax rate of 40.0% and a discount rate of 22.0%. The following intangible assets were valued using the income approach, specifically the excess earnings method: subscriber relationships, advertiser relationships and customer relationships. In determining the fair value of these intangible assets, the excess earnings approach values the intangible asset at the present value of the incremental after-tax cash flows attributable only to the asset after deducting contributory asset charges. The incremental after-tax cash flows attributable to the subject intangible asset are then discounted to their present value. A static pool approach using historical attrition rates was used to estimate attrition rates of 5.0% to 10.0% for advertiser relationships, subscriber relationships and customer relationships. The long term growth rate was estimated to be 0.0% and the discount rate was estimated at 23.0%. The licensing agreement asset was valued using a discounted cash flow analysis, an income approach. In determining the fair value of this intangible asset, the discounted cash flow approach values the intangible asset at the present value of the incremental after-tax cash flows attributable to the asset. The terms of the licensing agreement provide for a $2,500 annual payment. A discount rate of 10.0% and income tax rate of 40.0% were used in the discounted cash flow calculation. Amortizable lives range from 14 to 16 years for subscriber relationships, advertiser relationships and customer relationships, while mastheads are considered a non-amortizable intangible asset and the licensing agreement is amortized over the remaining contract life of approximately 25 years. Trade accounts receivable, having an estimated fair value of $13,177, were included in the acquired assets. The gross contractual amount of these receivables was $14,398 and the contractual cash flows not expected to be collected were estimated at $1,221 as of the acquisition date. The Company recorded approximately $79 and $759 of selling, general and administrative expense for acquisition related costs for Stephens Media during the three and six months ended June 28, 2015. From the date of acquisition through June 28, 2015, Stephens Media had revenues of $37,630 and net income of $4,373. For tax purposes, the amount of goodwill that is expected to be deductible is $9,530 as of June 28, 2015. Halifax Media Group On January 9, 2015, the Company completed its acquisition of substantially all of the assets from Halifax Media Group for an aggregate purchase price, including estimated working capital and net of assumed debt, of $285,478. Of the purchase price, $17,000 is being held in an escrow account, to be available for application against indemnification and certain other obligations of the sellers arising during the first twelve months following the closing, with the remainder not so applied or subject to claims being delivered to the sellers after such twelve months. The acquisition includes twenty-four daily publications, thirteen weekly publications, and five shoppers serving areas of Alabama, Florida, Louisiana, Massachusetts, North Carolina, and South Carolina with a daily circulation of approximately 635 and 752 on Sunday. The acquisition was completed because of the attractive nature of the newspaper assets and cash flows as well as the cost saving opportunities. In conjunction with the acquisition on January 9, 2015, the New Media Credit Agreement (as defined below) was amended to provide for the 2015 Incremental Term Loan (as defined below) under the Incremental Facility (as defined below) in an aggregate principal amount of $102,000, the 2015 Incremental Revolver (as defined below) under the Incremental Facility (as defined below) in an aggregate principal amount of $50,000 and to make certain amendments to the Revolving Credit Facility (as defined below) in connection with the acquisition of the assets of Halifax Media Group. In addition, the New Media Borrower (as defined below) was required to pay an upfront fee of 1.00% of the aggregate amount of the 2015 Incremental Term Loan and 2015 Incremental Revolver as of the effective date of the amendment. The remaining amount of the purchase price was funded by operating cash. On January 20, 2015, the Company repaid the outstanding loans under the 2015 Incremental Revolver and the 2015 Incremental Revolver commitments were terminated. The Company accounted for the material business combination of Halifax Media Group under the acquisition method of accounting. The net assets, including goodwill have been recorded in the consolidated balance sheet at their fair values in accordance with ASC 805. The fair value determination of the assets acquired and liabilities assumed are preliminary based upon all information available to us at the present time and are subject to working capital and other adjustments. The value assigned to property, plant and equipment, intangible assets and goodwill is preliminary and subject to the completion of valuations to determine the fair market value of the tangible and intangible assets. The final calculation of working capital and other adjustments and determination of fair values for tangible and intangible assets may result in different allocations among the various asset classes from those set forth below and any such differences could be material. The following table summarizes the preliminary fair values of Halifax Media Group assets and liabilities: Current assets $ 42,119 Property, plant and equipment 95,369 Advertiser relationships 74,300 Subscriber relationships 36,200 Customer relationships 11,800 Mastheads 32,900 Goodwill 31,546 Total assets 324,234 Liabilities 38,756 Debt assumed 18,000 Total liabilities 56,756 Net assets $ 267,478 The Company obtained a third party independent valuation to assist in the determination of the fair values of certain assets acquired and liabilities assumed. The property, plant and equipment valuation included an analysis of recent comparable sales and offerings of land parcels in each of the subject's markets. The estimated fair value is supported by the consideration paid and was determined using standard generally accepted appraisal practices and valuation procedures. The valuation firm used three basic approaches to value: the cost approach (used for equipment where an active secondary market is not available and building improvements), the direct sales comparison (market) approach (used for land and equipment where an active secondary market is available) and the income approach (used for intangible assets). The approaches used are based on the cost to reproduce assets, market exchanges for comparable assets and the capitalization of income. Useful lives range from 1 to 17 years for personal property and 8 to 22 years for real property. The valuation utilized a relief from royalty method, an income approach, to determine the fair value of mastheads. Key assumptions utilized in this valuation include revenue projections, a royalty rate of 2.0%, long-term growth rate of 0.0%, tax rate of 40.0% and discount rate of 16.0%. The Company valued the following intangible assets using the income approach, specifically the excess earnings method: subscriber relationships, advertiser relationships and customer relationships. In determining the fair value of these intangible assets, the excess earnings approach will value the intangible asset at the present value of the incremental after-tax cash flows attributable only to the asset after deducting contributory asset charges. The incremental after-tax cash flows attributable to the subject intangible asset are then discounted to their present value. A static pool approach using historical attrition rates was used to stimate attrition rates of 5.0% to 10.0% for advertiser relationships, subscriber relationships and customer relationships. The long-term growth rate was estimated to be 0.0% and the discount rate was estimated at 16.5%. Amortizable lives range from 14 to 17 years for subscriber relationships, advertiser relationships and customer relationships, while mastheads are considered a non-amortizable intangible asset. Trade accounts receivable, having an estimated fair value of $34,216, were included in the acquired assets. The gross contractual amount of these receivables was $36,274 and the contractual cash flows not expected to be collected were estimated at $2,058 as of the acquisition date. The Company recorded approximately $156 and $1,645 of selling, general and administrative expense for acquisition related costs for Halifax Media Group during the three and six months ended June 28, 2015. From the date of acquisition through June 28, 2015, Halifax Media Group had revenues of $163,497 and net income of $16,656. For tax purposes, the amount of goodwill that is expected to be deductible is $31,546 as of June 28, 2015. The Providence Journal On September 3, 2014, the Company completed its acquisition of the assets of The Providence Journal Company for an aggregate purchase price, including working capital, of $48,666. The acquisition was completed because of the attractive nature of the newspaper assets and cash flows as well as the cost saving opportunities available by clustering with the Company's nearby newspapers. The purchase price reflects a working capital adjustment of $576 paid in November 2014. The Company accounted for the material acquisition of The Providence Journal under the acquisition method of accounting. The net assets, including goodwill have been recorded in the consolidated balance sheet at their fair values in accordance with ASC 805. The Providence Journal acquisition was financed with $9,000 of revolving debt, $25,000 of additional term debt under the New Media Credit Agreement, and the remaining amount from operating cash. The Providence Journal consists of one daily and one weekly publications serving areas of Rhode Island. The results of operations for The Providence Journal were included in the Company's consolidated financial statements from September 3, 2014. The following table summarizes the estimated fair values of The Providence Journal assets and liabilities: Current assets $ 10,068 Property, plant and equipment 32,080 Advertiser relationships 1,780 Subscriber relationships 1,510 Customer relationships 1,810 Mastheads 3,700 Goodwill 3,653 Total assets 54,601 Current liabilities 5,935 Total liabilities 5,935 Net assets $ 48,666 The Company obtained a third party independent valuation to assist in the determination of the fair values of certain assets acquired and liabilities assumed. The property, plant and equipment valuation included an analysis of recent comparable sales and offerings of land parcels in each of the subject's markets. The estimated fair value is supported by the consideration paid and was determined using standard generally accepted appraisal practices and valuation procedures. The valuation firm used the three basic approaches to value: the cost approach (used for equipment where an active secondary market is not available and building improvements), the direct sales comparison (market) approach (used for land and equipment where an active secondary market is available) and the income approach (used for intangible assets). The approaches used are based on the cost to reproduce assets, market exchanges for comparable assets and the capitalization of income. Useful lives range from 1 to 15 years for personal property and 4 to 28 years for real property. The valuation utilized a relief from royalty method, an income approach, to determine the fair value of mastheads. Key assumptions utilized in this valuation include revenue projections, a royalty rate of 1.5%, long-term growth rate of 0%, tax rate of 40.0% and discount rate of 21.5%. The Company valued the following intangible assets using the income approach, specifically the excess earnings method: subscriber relationships, advertiser relationships and customer relationships. In determining the fair value of these intangible assets, the excess earnings approach values the intangible asset at the present value of the incremental after-tax cash flows attributable only to the asset after deducting contributory asset charges. The incremental after-tax cash flows attributable to the subject intangible asset are then discounted to their present value. A static pool approach using historical attrition rates was used to estimate attrition rates of 3.0% to 10.0% for advertiser relationships, subscriber relationships and customer relationships. The long term growth rate was estimated to be 0.0% and the discount rate was estimated at 22.0%. Amortizable lives range from 13 to 16 years for subscriber relationships, advertiser relationships and customer relationships, while mastheads are considered a non-amortizable intangible asset. Trade accounts receivable, having an estimated fair value of $6,851, were included in the acquired assets. The gross contractual amount of these receivables was $7,032 and the contractual cash flows not expected to be collected were estimated at $181 as of the acquisition date. For tax purposes, the amount of goodwill that is expected to be deductible is $3,653 as of June 28, 2015. 2015 Other Acquisitions The Company acquired substantially all the assets, properties and business of publishing/operating certain newspapers on June 15, 2015 (“2015 Other Acquisitions”), which included one daily and twenty-seven weekly publications serving the Central Ohio area for an aggregate purchase price of $47,000. This acquisition was financed with $25,000 of additional term debt under the New Media Credit Agreement and the remaining amount from operating cash. The rationale for the acquisition was primarily due to the attractive nature of the newspaper assets and cash flows combined with cost saving opportunities available by clustering with the Company's nearby newspapers. The fair value determination of the assets acquired and liabilities assumed are preliminary based upon all information available to us at the present time. The Company obtained a preliminary third party independent valuation to assist in the determination of the fair values of certain assets acquired and liabilities assumed. The Company has accounted for this transaction under the acquisition method of accounting. The net assets, including goodwill have been recorded in the consolidated balance sheet at their preliminary fair values in accordance with ASC 805. The Company recorded approximately $152 of selling, general and administrative expense for acquisition related costs during the three and six months ended June 28, 2015. 2014 Other Acquisitions The Company acquired substantially all the assets, properties and business of publishing/operating certain newspapers on the following dates: February 28, 2014, June 30, 2014 and December 1, 2014 (“2014 Other Acquisitions”), which included eight daily, seventeen weekly publications, and eleven shoppers serving areas of California, Texas, Oklahoma, Kansas, Virginia, New Hampshire and Maine for an aggregate purchase price, including estimated working capital, of $29,092. The rationale for the acquisitions was primarily due to the attractive nature of the community newspaper assets and cash flows combined with cost saving opportunities available by clustering with the Company's nearby newspapers. The fair value determination of the assets acquired and liabilities assumed are preliminary for the December 1, 2014 acquisition based upon all information available to us at the present time and are subject to working capital adjustments for some acquisitions. The final calculation of working capital may result in different allocations among the various asset classes from those set forth below and any such differences could be material. The Company has accounted for these transactions under the acquisition method of accounting. The net assets, including goodwill have been recorded in the consolidated balance sheet at their preliminary fair values in accordance with ASC 805. The following table summarizes the preliminary and final fair values of the assets and liabilities: Current assets $ 4,402 Property, plant and equipment 13,766 Noncompete agreements 200 Advertiser relationships 5,196 Subscriber relationships 1,956 Customer relationships 364 Mastheads 1,922 Goodwill 4,490 Total assets 32,296 Current liabilities 3,204 Total liabilities 3,204 Net assets $ 29,092 The Company obtained third party independent valuations or performed similar calculations internally to assist in the determination of the fair values of certain assets acquired and liabilities assumed. The three basic approaches were used to estimate the fair values: the cost approach (used for equipment where an active secondary market is not available and building improvements), the direct sales comparison (market) approach (used for land and equipment where an active secondary market is available) and the income approach (used for subscriber relationships, advertiser relationships, customer relationships and mastheads). For tax purposes, the amount of goodwill that is expected to be deductible is $4,490 as of June 28, 2015. Pro-Forma Results The unaudited pro forma condensed consolidated statement of operations information for 2015 and 2014, set forth below, presents the results of operations as if the consolidation of the newspapers from The Providence Journal, Halifax Media Group, and Stephens Media had occurred on December 31, 2013. These amounts are not necessarily indicative of future results or actual results that would have been achieved had the acquisitions occurred as of the beginning of such period. There are no pro-forma adjustments needed for the three months ended June 28, 2015. Three months Six months Six months Revenues $ 306,969 $ 583,772 $ 596,904 Income (loss) from continuing operations $ 1,792 $ 4,756 $ (833 ) Income (loss) from continuing operations per common share: Basic $ 0.06 $ 0.11 $ (0.03 ) Diluted $ 0.06 $ 0.11 $ (0.03 ) |
Share-Based Compensation
Share-Based Compensation | 6 Months Ended |
Jun. 28, 2015 | |
Share-Based Compensation [Abstract] | |
Share-Based Compensation | (3) Share-Based Compensation The Company recognized compensation cost for share-based payments of $374, $18, $515 and $21 during the three and six months ended June 28, 2015 and June 29, 2014, respectively. The total compensation cost not yet recognized related to non-vested awards as of June 28, 2015 was $3,949, which is expected to be recognized over a weighted average period of 2.63 years through February 2018. On February 3, 2014, the Board of Directors of New Media (the “Board” or “Board of Directors”) adopted the New Media Investment Group Inc. Nonqualified Stock Option and Incentive Award Plan (the “Incentive Plan”) that authorized up to 15,000,000 shares that can be granted under the Incentive Plan. On the same date, the New Media Board adopted a form of the New Media Investment Group Inc. Non-Officer Director Restricted Stock Grant Agreement (the “Form Grant Agreement”) to govern the terms of awards of restricted stock (“New Media Restricted Stock”) granted under the Incentive Plan to directors who are not officers or employees of New Media (the “Non-Officer Directors”). On February 24, 2015, the New Media Board adopted a form of the New Media Investment Group Inc. Employee Restricted Stock Grant Agreement (the “Form Employee Grant Agreement”) to govern the terms of awards of New Media Restricted Stock granted under the Incentive Plan to employees of New Media and its subsidiaries (the “Employees”). Both the Form Grant Agreement and the Form Employee Grant Agreement provide for the grant of New Media Restricted Stock that vests in equal annual installments on each of the first, second and third anniversaries of the grant date, subject to continued service, and immediate vesting in full upon his or her death or disability. If service terminates for any other reason, all unvested shares of New Media Restricted Stock will be forfeited. Any dividends or other distributions that are declared with respect to the shares of New Media Restricted Stock will be paid at the time such shares vest. During the period prior to the lapse and removal of the vesting restrictions, a grantee of a restricted stock grant (“RSG”) will have all the rights of a stockholder, including without limitation, the right to vote and the right to receive all dividends or other distributions. As a result, the RSGs are reflected as outstanding common stock. The value of the RSGs on the date of issuance is recognized as selling, general and administrative expense over the vesting period with an increase to additional paid-in-capital. On March 14, 2014, a grant of restricted shares totaling 15,870 shares was made to the Company's Non-Officer Directors, 5,289 of which vested on March 14, 2015. On February 24, 2015, a grant of restricted shares totaling 200,092 shares was made to the Company's Employees. As of June 28, 2015 and June 29, 2014, there were 210,673 and 15,870 RSGs, respectively, issued and outstanding with a weighted average grant date fair value of $22.50 and $14.18, respectively. As of June 28, 2015, the aggregate intrinsic value of unvested RSGs was $3,841. During the six months ended June 28, 2015, the aggregate fair value of vested RSGs was $129. RSG activity during the six months ended June 28, 2015 was as follows: Number of RSGs Weighted-Average Unvested at December 28, 2014 15,870 $ 14.18 Granted 200,092 22.94 Vested (5,289 ) 14.18 Unvested at June 28, 2015 210,673 $ 22.50 FASB ASC Topic 718, “ Compensation - Stock Compensation |
Restructuring
Restructuring | 6 Months Ended |
Jun. 28, 2015 | |
Restructuring [Abstract] | |
Restructuring | (4) Restructuring Over the past several years, and in furtherance of the Company's cost reduction and cash flow preservation plans outlined in Note 1, the Company has engaged in a series of individual restructuring programs, designed primarily to right size the Company's employee base, consolidate facilities and improve its operations. These initiatives impact all of the Company's geographic regions and are often influenced by the terms of union contracts within each region. All costs related to these programs, which primarily reflect severance expense, are accrued in accrued expenses on the Company's consolidated balance sheet at the time of announcement or over the remaining service period. Information related to restructuring program activity for the six months ended June 28, 2015 is outlined below. Severance and Other (1) Total Balance at December 28, 2014 $ 1,679 $ — $ 1,679 Restructuring provision included in Integration and Reorganization 3,563 20 3,583 Cash payments (3,246 ) (20 ) (3,266 ) Balance at June 28, 2015 $ 1,996 $ — $ 1,996 (1) Other costs primarily included costs to consolidate operations. The restructuring reserve balance is expected to be paid out over the next twelve months. The following table summarizes the costs incurred and cash paid in connection with these restructuring programs for the three and six months ended June 28, 2015 and June 29, 2014. Three Months Ended Three Months Ended Six Months Ended Six Months Ended Severance and related costs $ 1,638 $ 1,040 $ 3,563 $ 1,465 Reversals of prior accruals — (628 ) — (628 ) Other costs 18 — 20 — Cash payments (2,090 ) (812 ) (3,266 ) (1,616 ) |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 6 Months Ended |
Jun. 28, 2015 | |
Goodwill and Intangible Assets [Abstract] | |
Goodwill and Intangible Assets | (5) Goodwill and Intangible Assets Goodwill and intangible assets consisted of the following: June 28, 2015 Gross carrying Accumulated Net carrying Amortized intangible assets: Licensing agreements $ 18,150 $ 180 $ 17,970 Advertiser relationships 147,308 8,986 138,322 Customer relationships 20,265 1,074 19,191 Subscriber relationships 78,815 5,317 73,498 Other intangible assets 470 68 402 Total $ 265,008 $ 15,625 $ 249,383 Nonamortized intangible assets: Goodwill $ 175,147 Mastheads 96,282 Total $ 271,429 December 28, 2014 Gross Carrying Accumulated Net Carrying Amortized intangible assets: Advertiser relationships $ 65,310 $ 4,484 $ 60,826 Customer relationships 7,864 470 7,394 Subscriber relationships 39,562 2,723 36,839 Other intangible assets 470 32 438 Total $ 113,206 $ 7,709 $ 105,497 Nonamortized intangible assets: Goodwill $ 134,042 Mastheads 51,245 Total $ 185,287 As of June 28, 2015, the weighted average amortization periods for amortizable intangible assets are 25.3 years for licensing agreements, 15.8 years for advertiser relationships, 16.5 years for customer relationships, 14.9 years for subscriber relationships, 10.0 years for trade names and 5.0 years for noncompete agreements. The weighted average amortization period in total for all amortizable intangible assets is 16.3 years. Amortization expense for the three and six months ended June 28, 2015 and June 29, 2014 was $4,160, $1,623, $7,958 and $3,216, respectively. Estimated future amortization expense as of June 28, 2015, is as follows: For the years ending the Sunday closest to December 31: 2015 $ 8,319 2016 16,639 2017 16,639 2018 16,639 2019 16,639 Thereafter 174,508 Total $ 249,383 The changes in the carrying amount of goodwill for the period from December 28, 2014 to June 28, 2015 are as follows: Balance at December 28, 2014 $ 134,042 Goodwill acquired in business combinations 41,105 Balance at June 28, 2015 $ 175,147 The Company's annual impairment assessment is made on the last day of its fiscal second quarter. The carrying value of goodwill and indefinite-lived intangible assets are evaluated for possible impairment on an annual basis or between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit or indefinite-lived intangible asset below its carrying value. The Company is required to determine its goodwill impairment using a two-step process. The first step is used to identify potential impairment by comparing the fair value of a reporting unit with its carrying amount. If the carrying amount of a reporting unit exceeds its fair value, the second step of the impairment test is performed to measure the amount of impairment loss, if any. If the carrying amount of the reporting unit's goodwill exceeds the implied fair value of that goodwill, an impairment loss is recognized in an amount equal to that excess. As part of the annual impairment assessments, as of June 28, 2015 the fair values of the Company's reporting units for goodwill impairment testing, which include Large Daily Newspapers, Metros, Small Community Newspapers, Local Media, and Ventures, and newspaper mastheads were estimated using the expected present value of future cash flows, recent industry multiples and using estimates, judgments and assumptions that management believes were appropriate in the circumstances. The estimates and judgments used in the assessment included multiples for revenue and EBITDA, the weighted average cost of capital and the terminal growth rate. The Company determined that the future cash flow and industry multiple analyses provided the best estimate of the fair value of its reporting units. As a result of the annual assessment's Step 1 analysis that was performed, no impairment of goodwill was identified. The Company uses a “relief from royalty” approach which utilizes a discounted cash flow model to determine the fair value of each masthead. Additionally, the estimated fair value exceeded carrying value for all mastheads. The Company performed a qualitative assessment for the Recent Acquisitions reporting unit and concluded that it is not more likely than not that the goodwill and indefinite-lived intangible assets are impaired. As a result, no quantitative impairment testing was performed for the Recent Acquisitions. The total Company's estimate of reporting unit fair value was reconciled to its then market capitalization (based upon the stock market price and fair value of debt) plus an estimated control premium. Given the recent revaluation of assets related to fresh start accounting, there is a relatively small amount of fair value excess for certain reporting units. Specifically the fair value of the Large Daily Newspapers and Ventures reporting units exceeded carrying value by less than 10%. In addition, the masthead fair value for Large Daily Newspapers and Metros exceeded carrying value by less than 3%. Considering a relatively low headroom for these reporting units and mastheads and declining same store revenue and profitability in the newspaper industry over the past several years, these are considered to be at risk for a future impairment in the event of decline in general economic, market or business conditions or any significant unfavorable changes in the forecasted cash flows, weighted-average cost of capital and/or market transaction multiples. The newspaper industry and the Company have experienced declining same store revenue and profitability over the past several years. Should general economic, market or business conditions decline, and have a negative impact on estimates of future cash flow and market transaction multiples, the Company may be required to record impairment charges in the future. |
Indebtedness
Indebtedness | 6 Months Ended |
Jun. 28, 2015 | |
Indebtedness [Abstract] | |
Indebtedness | (6) Indebtedness GateHouse Credit Facilities The Revolving Credit, Term Loan and Security Agreement (the “First Lien Credit Facility”) dated November 26, 2013 by and among GateHouse, GateHouse Media Intermediate Holdco, LLC formerly known as GateHouse Media Intermediate Holdco, Inc. (“GMIH”), certain wholly-owned subsidiaries of GMIH, all of which are wholly owned subsidiaries of New Media (collectively with GMIH and GateHouse, the “Loan Parties”), PNC Bank, National Association, as the administrative agent, Crystal Financial LLC, as term loan B agent, and each of the lenders party thereto provided for (i) a term loan A in the aggregate principal amount of $25,000, (ii) a term loan B in the aggregate principal amount of $50,000, (iii) and a revolving credit facility in an aggregate principal amount of up to $40,000. The Term Loan and Security Agreement (the “Second Lien Credit Facility” and together with the First Lien Credit Facility, the “GateHouse Credit Facilities”) dated November 26, 2013 by and among the Loan Parties, Mutual Quest Fund and each of the lenders party thereto provided for a term loan in an aggregate principal amount of $50,000. The GateHouse Credit Facilities were secured by a first and second priority security interest in substantially all the assets of the Loan Parties. The GateHouse Credit Facilities imposed upon GateHouse certain financial and operating covenants, including, among others, requirements that GateHouse satisfy certain financial tests, including a minimum fixed charge coverage ratio of not less than 1.0 to 1.0, a maximum leverage ratio of not greater than 3.25 to 1.0, a minimum EBITDA and a limitation on capital expenditures, and restrictions on GateHouse's ability to incur additional debt, incur liens and encumbrances, consolidate, amalgamate or merge with any other person, pay dividends, dispose of assets, make certain restricted payments, engage in transactions with affiliates, materially alter the business it conducts and taking certain other corporate actions. The GateHouse Credit Facilities were paid in full on June 4, 2014. Local Media Credit Facility Certain of Local Media Parent's subsidiaries (together, the “Borrowers”) and Local Media Parent entered into a Credit Agreement, dated as of September 3, 2013, with a syndicate of financial institutions with Credit Suisse AG, Cayman Islands Branch, as administrative agent (the “Local Media Credit Facility”). The Local Media Credit Facility provided for: (a) a $33,000 term loan facility; and (b) a $10,000 revolving credit facility, with a $3,000 sub-facility for letters of credit and a $4,000 sub-facility for swing loans. The Borrowers used the proceeds of the Local Media Credit Facility to (a) fund a portion of the acquisition of Dow Jones Local Media Group, Inc., a Delaware corporation (the “Local Media Acquisition”), (b) provide for working capital and other general corporate purposes of the Borrowers and (c) fund certain fees, costs and expenses associated with the transactions contemplated by the Local Media Credit Facility and consummation of the Local Media Acquisition. The Local Media Credit Facility was secured by a first priority security interest in substantially all assets of the Borrowers and Local Media Parent. In addition, the loans and other obligations of the Borrowers under the Local Media Credit Facility were guaranteed by Local Media Group Holdings LLC. The Local Media Credit Facility contained financial covenants that required Local Media Parent and the Borrowers to maintain (a) a Leverage Ratio of not more than 2.5 to 1.0 and a Fixed Charge Coverage Ratio (as defined in the Local Media Credit Facility) of at least 2.0 to 1.0, each measured at the end of each fiscal quarter for the four-quarter period then ended. The Local Media Credit Facility contained affirmative and negative covenants applicable to Local Media and the Borrowers customarily found in loan agreements for similar transactions, including, but not limited to, restrictions on their ability to incur indebtedness, create liens on assets, engage in certain lines of business, engage in mergers or consolidations, dispose of assets, make investments or acquisitions, engage in transactions with affiliates, pay dividends or make other restricted payments. The Local Media Credit Facility contained customary events of default, including, but not limited to, defaults based on a failure to pay principal, interest, fees or other obligations, subject to specified grace periods (other than with respect to principal); any material inaccuracy of representation or warranty; breach of covenants; default in other material indebtedness; a Change of Control (as defined in the Local Media Credit Facility); bankruptcy and insolvency events; material judgments; certain ERISA events; and impairment of collateral. The Local Media Credit Facility was amended on October 17, 2013 and on February 28, 2014. The October 17, 2013 amendment corrected a typographical mistake. The February 28, 2014 amendment provided that among other things, sales of real property collateral and reinvestment of the proceeds from such sales could only be made with the consent of the Administrative Agent, modified the properties included in the real property collateral, and set forth in detail the documentary post-closing requirements with respect to the real property collateral. The Local Media Credit Facility was paid in full on June 4, 2014. New Media Credit Agreement On June 4, 2014, New Media Holdings II LLC (the “New Media Borrower”), a wholly owned subsidiary of New Media, entered into a credit agreement (the “New Media Credit Agreement”) among the New Media Borrower, New Media Holdings I LLC (“Holdings I”), the lenders party thereto, RBS Citizens, N.A. and Credit Suisse Securities (USA) LLC as joint lead arrangers and joint bookrunners, Credit Suisse AG, Cayman Islands Branch as syndication agent and Citizens Bank of Pennsylvania as administration agent which provides for (i) a $200,000 senior secured term facility (the “Term Loan Facility” and any loan thereunder, including as part of the Incremental Facility, “Term Loans”) and (ii) a $25,000 senior secured revolving credit facility, with a $5,000 sub-facility for letters of credit and a $5,000 sub-facility for swing loans, (the “Revolving Credit Facility” and together with the Term Loan Facility, the “Senior Secured Credit Facilities”). In addition, the New Media Borrower may request one or more new commitments for term loans or revolving loans from time to time up to an aggregate total of $75,000 (the “Incremental Facility”) subject to certain conditions. On June 4, 2014, the New Media Borrower borrowed $200,000 under the Term Loan Facility (the “Initial Term Loans”). The Term Loans mature on June 4, 2020 and the maturity date for the Revolving Credit Facility is June 4, 2019. The New Media Credit Agreement was amended on July 17, 2014 to cure an omission. On September 3, 2014, the New Media Credit Agreement was amended to provide for the 2014 Incremental Term Loan (as defined below). On November 20, 2014, the New Media Credit Agreement was amended to increase the amount of the Incremental Facility that may be requested after the date of the amendment to $225,000. On January 9, 2015, the New Media Credit Agreement was amended to provide for the 2015 Incremental Term Loan and the 2015 Incremental Revolver. On February 13, 2015, the New Media Credit Agreement was amended (the “Fourth Amendment”) to provide for the replacement of the existing term loans under the Term Loan Facility (including the 2014 Incremental Term Loan and the 2015 Incremental Term Loan) with a new class of replacement term loans (the “Replacement Term Loans”) on the same terms as the existing term loans except that the Replacement Term Loans are subject to a 1.00% prepayment premium for any prepayments made in connection with certain repricing transactions effected within six months of the date of the amendment. This amendment was considered a modification, and the related $104 of fees were expensed during the quarter. On March 6, 2015, the New Media Credit Agreement was amended to provide for $15,000 in additional revolving commitments under the Incremental Facility. In connection with this transaction, the Company incurred approximately $237 of fees and expenses which were capitalized as deferred financing costs. On May 29, 2015, the New Media Credit Agreement was amended to provide for the May 2015 Incremental Term Loan (as defined below). As of June 28, 2015, $29,000 was drawn under the Revolving Credit Facility. The proceeds of the Initial Term Loans, which included a $6,725 original issue discount, were used to repay in full all amounts outstanding under the GateHouse Credit Facilities and the Local Media Credit Facility and to pay fees associated with the financing, with the balance going to the Company for general corporate purposes. Borrowings under the Term Loan Facility bear interest, at the New Media Borrower's option, at a rate equal to either (i) the Eurodollar Rate (as defined in the New Media Credit Agreement), plus an applicable margin equal to 6.25% per annum (subject to a Eurodollar Rate floor of 1.00%) or (ii) the Base Rate (as defined in the New Media Credit Agreement), plus an applicable margin equal to 5.25% per annum (subject to a Base Rate floor of 2.00%). The New Media Borrower currently uses the Eurodollar Rate option. Borrowings under the Revolving Credit Facility bear interest, at the New Media Borrower's option, at a rate equal to either (i) the Eurodollar Rate, plus an applicable margin equal to 5.25% per annum or (ii) the Base Rate, plus an applicable margin equal to 4.25% per annum, with a step down based on achievement of a certain total leverage ratio. The New Media Borrower currently uses the Eurodollar Rate option. If any borrowings under the Incremental Facility have an all-in yield more than 50 basis points greater than the Term Loans (the “Incremental Yield”), the all-in yield for the Term Loans shall be adjusted to be 50 basis points less than the Incremental Yield. As of June 28, 2015 the New Media Credit Agreement had a weighted average interest rate of 7.07%. The Senior Secured Credit Facilities are unconditionally guaranteed by Holdings I and certain subsidiaries of the New Media Borrower (collectively, the “Guarantors”) and is required to be guaranteed by all future material wholly-owned domestic subsidiaries, subject to certain exceptions. All obligations under the New Media Credit Agreement are secured, subject to certain exceptions, by substantially all of the New Media Borrower's assets and the assets of the Guarantors, including (a) a pledge of 100% of the equity interests of the New Media Borrower and the Guarantors (other than Holdings I), (b) a mortgage lien on the New Media Borrower's material real property and that of the Guarantors and (c) all proceeds of the foregoing. Repayments made under the Term Loans are equal to 1.0% annually of the original principal amount in equal quarterly installments for the life of the Term Loans, with the remainder due at maturity. The New Media Borrower is permitted to make voluntary prepayments at any time without premium or penalty, except in the case of prepayments made in connection with certain repricing transactions with respect to the Term Loans effected within six months of the Fourth Amendment, to which a 1.00% prepayment premium applies. The New Media Borrower is required to repay borrowings under the Senior Secured Credit Facilities (without payment of a premium) with (i) net cash proceeds of certain debt obligations (except as otherwise permitted under the New Media Credit Agreement), (ii) net cash proceeds from non-ordinary course asset sales (subject to reinvestment rights and other exceptions), and (iii) commencing with the Company's fiscal year started December 30, 2013, 100% of Excess Cash Flow (as defined in the New Media Credit Agreement), subject to step-downs to 50%, 25% and 0% of Excess Cash Flow based on achievement of a total leverage ratio of less than or equal to 3.00 to 1.00 but greater than 2.75 to 1.00; less than or equal to 2.75 to 1.00 but greater than 2.50 to 1.00; and less than or equal to 2.50 to 1.00, respectively. The New Media Credit Agreement contains customary representations and warranties and customary affirmative and negative covenants applicable to Holdings I, the New Media Borrower and the New Media Borrower's subsidiaries, including, among other things, restrictions on indebtedness, liens, investments, fundamental changes, dispositions, and dividends and other distributions. The New Media Credit Agreement contains a financial covenant that requires Holdings I, the New Media Borrower and the New Media Borrower's subsidiaries to maintain a maximum total leverage ratio of 3.25 to 1.00. The New Media Credit Agreement contains customary events of default. The foregoing descriptions of the Senior Secured Credit Facilities are qualified in their entirety by reference to the Senior Secured Credit Facilities. In connection with the June 4, 2014 transaction, one lender under the New Media Credit Agreement was also a lender under the GateHouse Credit Facilities. This portion of the transaction was accounted for as a modification under ASC Subtopic 470-50, “ Debt Modifications and Extinguishments On September 3, 2014, the New Media Credit Agreement was amended to provide for additional term loans under the Incremental Facility in an aggregate principal amount of $25,000 (such term loans, the “2014 Incremental Term Loan,” and such amendment, the “2014 Incremental Amendment”) in connection with the acquisition of the assets of The Providence Journal. The 2014 Incremental Term Loan is on terms identical to the term loans that were extended pursuant to the New Media Credit Agreement and will mature on June 4, 2020. In addition, the New Media Borrower was required to pay an upfront fee of 2.00% and an underwriter fee of 1.50% of the aggregate amount of the 2014 Incremental Term Loan as of the effective date of the 2014 Incremental Amendment. This amendment was considered a modification and the related $595 of fees were expensed during the quarter. On January 9, 2015, the New Media Credit Agreement was amended (such amendment, the “2015 Incremental Amendment”) to provide for $102,000 in additional term loans (the “2015 Incremental Term Loan”) and $50,000 in additional revolving commitments (the “2015 Incremental Revolver”) under the Incremental Facility and to make certain amendments to the Revolving Credit Facility in connection with the Halifax Media acquisition. The 2015 Incremental Term Loan is on terms identical to the term loans that were extended pursuant to the New Media Credit Agreement and will mature on June 4, 2020. In addition, the New Media Borrower was required to pay an upfront fee of 1.00% and an underwriter fee of 2.25% of the aggregate amount of the 2015 Incremental Term Loan and the 2015 Incremental Revolver as of the effective date of the 2015 Incremental Amendment. On January 20, 2015, the outstanding loans under the 2015 Incremental Revolver were repaid with the proceeds of a common stock offering by New Media and the 2015 Incremental Revolver commitments were terminated. This amendment was treated as new debt for new lenders and as a modification for existing lenders. In connection with this transaction, the Company incurred approximately $5,379 of fees and expenses. The lender fees for the 2015 Incremental Term Loan increased the original issue discount by $3,315. Third party expenses of $110 were allocated to new lenders, capitalized as deferred financing costs, and will be amortized over the remaining term of the loan. Third party expenses of $185 were allocated to existing lenders and were expensed during the quarter. Lender fees and third party expenses of $1,769 were allocated to the 2015 Incremental Revolver, capitalized, and written off to amortization of deferred financing costs after the balance of the 2015 Incremental Revolver was repaid. On May 29, 2015, the New Media Credit Agreement was amended (such amendment, the “May 2015 Incremental Amendment”) to provide for $25,000 in additional term loans (the “May 2015 Incremental Term Loan”) under the Incremental Facility. The 2015 Incremental Term Loan is on terms identical to the Replacement Term Loans and will mature on June 4, 2020. In addition, the New Media Borrower was required to pay an upfront fee of 1.00% and an underwriter fee of 2.25% of the aggregate amount of the May 2015 Incremental Term Loan as of the effective date of the May 2015 Incremental Amendment. In connection with this transaction, the Company incurred approximately $878 of fees and expenses. This amendment was considered a modification and the related $65 of third-party fees were expensed during the quarter. The lender fees for the May 2015 Incremental Term Loan increased the original issue discount by $813. As of June 28, 2015, the Company is in compliance with all of the covenants and obligations under the New Media Credit Agreement. Advantage Credit Agreements In connection with the purchase of the assets of Halifax Media, which closed on January 9, 2015, CA Daytona Holdings, Inc. (the “Florida Advantage Borrower”) and CA Alabama Holdings, Inc. (the “Alabama Advantage Borrower”, and, collectively with the Florida Advantage Borrower, the “Advantage Borrowers”), each subsidiaries of the Company, agreed to assume all of the obligations of Halifax Media and its affiliates required to be performed after the closing date in respect of each of (i) that certain Consolidated Amended and Restated Credit Agreement dated January 6, 2012 among Halifax Media Acquisition LLC, Advantage Capital Community Development Fund XXVIII, L.L.C., and Florida Community Development Fund II, L.L.C., as amended pursuant to that certain First Amendment to Consolidated Amended and Restated Credit Agreement dated June 27, 2012 and that certain Second Amendment to Consolidated Amended and Restated Credit Agreement, dated June 18, 2013, and all rights and obligations thereunder and related thereto (the “Halifax Florida Credit Agreement”), and (ii) that certain Credit Agreement dated June 18, 2013 between Halifax Alabama, LLC and Southeast Community Development Fund V, L.L.C. (the “Halifax Alabama Credit Agreement” and, together with the Halifax Florida Credit Agreement, the “Advantage Credit Agreements”), respectively. In consideration therefore, the amount of cash payable by the Company to Halifax Media on the closing date was reduced by approximately $18,000, representing the aggregate principal amount outstanding plus the aggregate amount of accrued interest through the closing date under each of the Advantage Credit Agreements (the debt under the Halifax Florida Credit Agreement, the “Advantage Florida Debt”; the debt under the Halifax Alabama Credit Agreement, the “Advantage Alabama Debt”; and the Advantage Florida Debt and the Advantage Alabama Debt, collectively, the “Advantage Debt”). On May 5, 2015, the Halifax Alabama Credit Agreement was amended to cure an omission. The Advantage Florida Debt is in the principal amount of $10,000 and bears interest at the rate of 5.25% per annum, payable quarterly in arrears, maturing on December 31, 2016. The Advantage Alabama Debt is in the principal amount of $8,000 and bears interest at the rate of LIBOR plus 6.25% per annum (with a minimum of 1% LIBOR) payable quarterly in arrears, maturing on March 31, 2019. The Advantage Debt is secured by a perfected second priority security interest in all the assets of the Borrowers and certain other subsidiaries of the Company, subject to the limitation that the maximum amount of secured obligations is $15,000. The Advantage Credit Facilities are unconditionally guaranteed by Holdings I and certain subsidiaries of the New Media Borrowers and are required to be guaranteed by all future material wholly-owned domestic subsidiaries, subject to certain exceptions. The Advantage Debt is subordinated to the New Media Credit Facilities pursuant to an intercreditor agreement. The Advantage Credit Agreements contain covenants substantially consistent with those contained in the New Media Credit Facilities in addition to those required for compliance with the New Markets Tax Credit program. The Advantage Borrowers are permitted to make voluntary prepayments at any time without premium or penalty. The Advantage Borrowers are required to repay borrowings under the Advantage Credit Agreements (without payment of a premium) with (i) net cash proceeds of certain debt obligations (except as otherwise permitted under the Advantage Credit Agreements) and (ii) net cash proceeds from non-ordinary course asset sales (subject to reinvestment rights and other exceptions). The Advantage Credit Agreements contain customary representations and warranties and customary affirmative and negative covenants applicable to the Advantage Borrowers and certain of the Company subsidiaries, including, among other things, restrictions on indebtedness, liens, investments, fundamental changes, dispositions, and dividends and other distributions. The Advantage Credit Agreements contain a financial covenant that requires Holdings I, the New Media Borrower and the New Media Borrower's subsidiaries to maintain a maximum total leverage ratio of 3.75 to 1.00. The Advantage Credit Agreements contain customary events of default. Fair Value The fair value of long-term debt under the Senior Secured Credit Facilities and the Advantage Credit Agreements was estimated at $397,057 as of June 28, 2015, based on discounted future contractual cash flows and a market interest rate adjusted for necessary risks, including the Company's own credit risk as there are no rates currently observable in publically traded debt markets of risk with similar terms and average maturities. Accordingly, the Company's long-term debt under the Senior Secured Credit Facilities is classified within Level 3 of the fair value hierarchy. Payment Schedule As of June 28, 2015, scheduled principal payments of outstanding debt are as follows: 2015 1,755 2016 3,509 2017 13,509 2018 3,509 2019 40,509 Thereafter 334,266 $ 397,057 Less: Short-term debt 3,509 Less: Remaining original issue discount 10,447 Long-term debt $ 383,101 |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 28, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | (7) Related Party Transactions As of December 29, 2013, Newcastle (an affiliate of the Manager) beneficially owned approximately 84.6% of the Company's outstanding common stock. On February 13, 2014, Newcastle completed the spin-off of the Company. On February 14, 2014 New Media became a separate, publicly traded company trading on the NYSE under the ticker symbol “NEWM”. As a result of the spin-off, the fees included in the Management Agreement with the Company's Manager became effective. As of June 28, 2015, Fortress and its affiliates owned approximately 1.5% of the Company's outstanding stock and approximately 41.1% of the Company's outstanding warrants. In addition, the Company's Chairman, Wesley Edens, is also the Co-Chairman of the board of directors of Fortress. The Company does not pay Mr. Edens a salary or any other form of compensation. The Company's Chief Operating Officer owns an interest in a company, from which the Company recognized revenue of $119, $100, $191 and $178 during the three and six months ended June 28, 2015 and June 29, 2014, respectively, for commercial printing services and managed information technology services which is included in commercial printing and other on the Unaudited Condensed Consolidated Statement of Operations and Comprehensive Income (Loss). The Company's Chief Executive Officer and Chief Financial Officer are employees of Fortress, and their salaries are paid by Fortress. Management Agreement On the Effective Date, the Company entered into a management agreement with FIG LLC (the “Manager”) (as amended and restated, the “Management Agreement”). The Management Agreement requires the Manager to manage the Company's business affairs subject to the supervision of the Company's Board of Directors. On March 6, 2015, the Company's independent directors on the Board approved an amendment to the Management Agreement. The initial term of our Management Agreement will expire on March 6, 2018 and will be automatically renewed for one-year terms thereafter unless terminated either by the Company or the Manager. From the commencement date of the Company's Common Stock trading on the “regular way” market on a major U.S. national securities exchange (the “Listing”), the Manager is (a) entitled to receive from the Company a management fee, (b) eligible to receive incentive compensation that is based on the Company's performance and (c) eligible to receive options to purchase New Media Common Stock upon the successful completion of an offering of shares of the Company's Common Stock or any shares of preferred stock with an exercise price equal to the price per share paid by the public or other ultimate purchaser in the offering, see Note 1. In addition, the Company is obligated to reimburse certain expenses incurred by the Manager. The Manager is also entitled to receive a termination fee from the Company under certain circumstances. The Company recognized $2,390, $1,464, $4,659 and $2,229 for management fees and $4,997, $0, $5,264 and $0 for incentive compensation within selling, general and administrative expense and $3,166, $1,741, $3,909 and $1,741 was paid to FIG LLC during the three and six months ended June 28, 2015 and June 29, 2014, respectively. Registration Rights Agreement with Omega The Company entered into a registration rights agreement (the “Omega Registration Rights Agreement”) with Omega Advisors, Inc. and its affiliates (collectively, “Omega”). Under the terms of the Omega Registration Rights Agreement, upon request by Omega the Company is required to use commercially reasonable efforts to file a resale shelf registration statement providing for the registration and sale on a continuous or delayed basis by Omega of its New Media Common Stock acquired pursuant to the Plan (the “Registrable Securities”) (the “Shelf Registration”), subject to customary exceptions and limitations. Omega is entitled to initiate up to three offerings or sales with respect to some or all of the Registrable Securities pursuant to the Shelf Registration. Omega may only exercise its right to request Shelf Registrations if Registrable Securities to be sold pursuant to such Shelf Registration are at least 3% of the then-outstanding New Media Common Stock. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 28, 2015 | |
Income Taxes [Abstract] | |
Income Taxes | (8) Income Taxes The Company performs a quarterly assessment of its deferred tax assets and liabilities. ASC 740 limits the ability to use future taxable income to support the realization of deferred tax assets when a company has experienced a history of losses even if future taxable income is supported by detailed forecasts and projections. In assessing the realizability of deferred tax assets, the Company considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible. The Company considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning strategies in making this assessment. The Company concluded that during the six months ended June 28, 2015, a reduction to the valuation allowance of $ $ The realization of the remaining deferred tax assets is primarily dependent on the scheduled reversals of deferred taxes. Any changes in the scheduled reversals of deferred taxes may require an additional valuation allowance against the remaining deferred tax assets. Any increase or decrease in the valuation allowance could result in an increase or decrease in income tax expense in the period of adjustment. The computation of the annual expected effective tax rate at each interim period requires certain estimates and assumptions including, but not limited to, the expected operating income (loss) for the year, projections of the proportion of income (or loss), permanent and temporary differences, including the likelihood of recovering deferred tax assets generated in the current year. The accounting estimates used to compute the provision for income taxes may change as new events occur, more experience is acquired, or as additional information is obtained. To the extent that the estimated annual effective tax rate changes during a quarter, the effect of the change on prior quarters is included in tax expense for the current quarter. For the six months ended June 28, 2015, the expected federal tax expense at 34% is $1,898. The difference between the expected tax and the tax charge of $373 is primarily attributable to the tax effect of the federal valuation allowance release of $1,625, the tax effect related to non-deductible expenses of $53, deferred tax benefits that expired of $7, and a state tax provision of $40. The Company and its subsidiaries file a U.S. federal consolidated income tax return. The U.S. federal and state statute of limitations generally remains open for the 2011 tax year and beyond. In accordance with ASC 740, the Company recognizes penalties and interest relating to uncertain tax positions in the provision for income taxes. As of June 28, 2015 and December 28, 2014, the Company had unrecognized tax benefits of approximately $1,040 and $1,040, respectively. The Company did not record significant amounts of interest and penalties related to unrecognized tax benefits for the periods ending June 28, 2015 and December 28, 2014. The Company does not expect significant changes in unrecognized tax benefits within the next 12 months. |
Pension and Postretirement Bene
Pension and Postretirement Benefits | 6 Months Ended |
Jun. 28, 2015 | |
Pension and Postretirement Benefits [Abstract] | |
Pension and Postretirement Benefits | (9) Pension and Postretirement Benefits As a result of the Enterprise News Media LLC and Copley Press, Inc. acquisitions, the Company maintains a pension plan and several postretirement medical and life insurance plans which cover certain employees. The Company uses the accrued benefit actuarial method and best estimate assumptions to determine pension costs, liabilities and other pension information for defined benefit plans. The Enterprise News Media, LLC pension plan was amended to freeze all future benefit accruals as of December 31, 2008, except for a select group of union employees whose benefits were frozen during 2009. Also, during 2008, the medical and life insurance benefits were frozen, and the plan was amended to limit future benefits to a select group of active employees under the Enterprise News Media, LLC postretirement medical and life insurance plan. The following provides information on the pension plan and postretirement medical and life insurance plans for the three and six months ended June 28, 2015 and June 29, 2014: Three Months Three Months Six Months Six Months Pension Postretirement Pension Postretirement Pension Postretirement Pension Postretirement Components of net periodic benefit costs: Service cost $ 75 $ 5 $ 75 $ 9 $ 150 $ 9 $ 150 $ 17 Interest cost 289 55 295 63 578 111 590 127 Expected return on plan assets (397 ) — (406 ) — (821 ) — (812 ) — Amortization of unrecognized loss 23 — — — 46 — — — Total $ (10 ) $ 60 $ (36 ) $ 72 $ (47 ) $ 120 $ (72 ) $ 144 For the three and six months ended June 28, 2015 and June 29, 2014, the Company recognized a total of $50, $36, $73 and $72 in pension and postretirement benefit expense, respectively. The following assumptions were used in connection with the Company's 2015 estimates related to its defined benefit pension and postretirement plans: Pension Postretirement Weighted average discount rate 4.2 % 3.78 % Rate of increase in future compensation levels — — Expected return on assets 7.75 % — Current health care cost trend rate — 7.67 % Ultimate health care cost trend rate — 4.50 % Year of ultimate trend rate — 2025 |
Fair Value Measurement
Fair Value Measurement | 6 Months Ended |
Jun. 28, 2015 | |
Fair Value Measurement [Abstract] | |
Fair Value Measurement | (10) Fair Value Measurement Fair value measurements and disclosures require the use of valuation techniques to measure fair value that maximize the use of observable inputs and minimize the use of unobservable inputs. These inputs are prioritized as follows: • Level 1: Observable inputs such as quoted prices in active markets for identical assets or liabilities; • Level 2: Inputs other than quoted prices included within Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities or market corroborated inputs; and • Level 3: Unobservable inputs for which there is little or no market data and which require the Company to develop their own assumptions about how market participants price the asset or liability. The valuation techniques that may be used to measure fair value are as follows: • Market approach - Uses prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities; • Income approach - Uses valuation techniques to convert future amounts to a single present amount based on current market expectation about those future amounts; • Cost approach - Based on the amount that currently would be required to replace the service capacity of an asset (replacement cost). The following table provides information for the Company's major categories of financial assets and liabilities measured or disclosed at fair value on a recurring basis for the periods presented: Fair Value Measurements at Reporting Date Using Quoted Prices in Significant Other Significant Total Fair Value As of December 28, 2014 Assets Cash and cash equivalents $ 123,709 $ — $ — $ 123,709 Restricted cash 6,467 — — 6,467 As of June 28, 2015 Assets Cash and cash equivalents $ 12,674 $ — $ — $ 12,674 Restricted cash 6,967 — — 6,967 Certain assets are measured at fair value on a nonrecurring basis; that is, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments only in certain circumstances (for example, when there is evidence of impairment). Refer to Note 2 for discussion of the valuation techniques and significant inputs and assumptions utilized and the fair value recognized. For the acquisitions during the quarters ended March 30, 2014, September 28, 2014, December 28, 2014, March 29, 2015, and June 28, 2015, the Company consolidated the assets and liabilities under the acquisition method of accounting. Accordingly, the assets acquired and liabilities assumed were recorded at their fair value. Property, plant and equipment was valued using Level 2 inputs and intangible assets were valued using Level 3 inputs. Refer to Note 6 for the discussion on the fair value of the Company's total long-term debt. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 28, 2015 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | (11) Commitments and Contingencies The Company becomes involved from time to time in claims and lawsuits incidental to the ordinary course of its business, including with respect to matters such as libel, invasion of privacy, intellectual property infringement, wrongful termination actions, and complaints alleging employment discrimination. In addition, the Company is involved from time to time in governmental and administrative proceedings concerning employment, labor, environmental and other claims. Insurance coverage maintained by the Company mitigates potential loss for certain of these matters. Historically, such claims and proceedings have not had a material effect upon the Company's condensed consolidated results of operations or financial condition. While the Company is unable to predict the ultimate outcome of any currently outstanding legal actions, it is the opinion of the Company's management that it is a remote possibility that the disposition of these matters would have a material adverse effect upon the Company's condensed consolidated results of operations, financial condition or cash flows. Restricted cash at June 28, 2015 and December 28, 2014, in the aggregate amount of $6,967 and $6,467, respectively, is used to collateralize standby letters of credit in the name of the Company's insurers in accordance with certain insurance policies and as cash collateral for certain business operations. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 28, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | (12) Subsequent Events On July 30, 2015, the Company announced a second quarter 2015 cash dividend of $0.33 per share of Common Stock, par value $0.01 per share, of New Media. The dividend will be paid on August 20, 2015, to shareholders of record as of the close of business on August 12, 2015. |
Unaudited Financial Statements
Unaudited Financial Statements (Tables) | 6 Months Ended |
Jun. 28, 2015 | |
Unaudited Financial Statements [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | The changes in accumulated other comprehensive income (loss) by component for the six months ended June 28, 2015 and June 29, 2014 are outlined below. Net actuarial loss (1) Total For the six months ended June 29, 2014: Balance at December 29, 2013 $ 458 $ 458 Other comprehensive income before reclassifications — — Amounts reclassified from accumulated other comprehensive income — — Net current period other comprehensive income, net of taxes — — Balance at June 29, 2014 $ 458 $ 458 For the six months ended June 28, 2015: Balance at December 28, 2014 $ (4,469 ) $ (4,469 ) Other comprehensive income before reclassifications — — Amounts reclassified from accumulated other comprehensive income 46 46 Net current period other comprehensive income, net of taxes 46 46 Balance at June 28, 2015 $ (4,423 ) $ (4,423 ) (1) This accumulated other comprehensive income (loss) component is included in the computation of net periodic benefit cost and there was no amortization during the six months ended June 29, 2014 due to the impact of fresh start accounting. See Note 9. |
Reclassification Out of Accumulated Other Comprehensive Income | The following table presents reclassifications out of accumulated other comprehensive income (loss) for the three and six months ended June 28, 2015 and June 29, 2014. Amounts Reclassified from Accumulated Other Three months Three months Six months Six months Affected Line Item in the Amortization of unrecognized loss $ 23 $ — $ 46 $ — (1 ) Amounts reclassified from accumulated other comprehensive loss 23 — 46 — Income (loss) from continuing operations before income taxes Income tax expense — — — — Income tax expense (benefit) Amounts reclassified from accumulated other comprehensive loss, net of taxes $ 23 $ — $ 46 $ — Net income (loss) (1) This accumulated other comprehensive income (loss) component is included in the computation of net periodic benefit cost. See Note 9. |
Business Combinations (Tables)
Business Combinations (Tables) | 6 Months Ended |
Jun. 28, 2015 | |
Business Combinations [Abstract] | |
Schedule of Assets Acquired and Liabilities Assumed | Stephens Media, LLC The following table summarizes the preliminary fair values of Stephens Media assets and liabilities: Current assets $ 16,189 Property, plant and equipment 55,453 Licensing agreements 18,150 Advertiser relationships 8,090 Subscriber relationships 3,070 Customer relationships 610 Mastheads 8,890 Goodwill 9,530 Total assets 119,982 Current liabilities 9,209 Total liabilities 9,209 Net assets $ 110,773 Halifax Media Group The following table summarizes the preliminary fair values of Halifax Media Group assets and liabilities: Current assets $ 42,119 Property, plant and equipment 95,369 Advertiser relationships 74,300 Subscriber relationships 36,200 Customer relationships 11,800 Mastheads 32,900 Goodwill 31,546 Total assets 324,234 Liabilities 38,756 Debt assumed 18,000 Total liabilities 56,756 Net assets $ 267,478 The Providence Journal The following table summarizes the estimated fair values of The Providence Journal assets and liabilities: Current assets $ 10,068 Property, plant and equipment 32,080 Advertiser relationships 1,780 Subscriber relationships 1,510 Customer relationships 1,810 Mastheads 3,700 Goodwill 3,653 Total assets 54,601 Current liabilities 5,935 Total liabilities 5,935 Net assets $ 48,666 2014 Other Acquisitions The following table summarizes the preliminary and final fair values of the assets and liabilities: Current assets $ 4,402 Property, plant and equipment 13,766 Noncompete agreements 200 Advertiser relationships 5,196 Subscriber relationships 1,956 Customer relationships 364 Mastheads 1,922 Goodwill 4,490 Total assets 32,296 Current liabilities 3,204 Total liabilities 3,204 Net assets $ 29,092 |
Schedule of Unaudited Pro Forma Results | Pro-Forma Results The unaudited pro forma condensed consolidated statement of operations information for 2015 and 2014, set forth below, presents the results of operations as if the consolidation of the newspapers from The Providence Journal, Halifax Media Group, and Stephens Media had occurred on December 31, 2013. These amounts are not necessarily indicative of future results or actual results that would have been achieved had the acquisitions occurred as of the beginning of such period. There are no pro-forma adjustments needed for the three months ended June 28, 2015. Three months Six months Six months Revenues $ 306,969 $ 583,772 $ 596,904 Income (loss) from continuing operations $ 1,792 $ 4,756 $ (833 ) Income (loss) from continuing operations per common share: Basic $ 0.06 $ 0.11 $ (0.03 ) Diluted $ 0.06 $ 0.11 $ (0.03 ) |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 6 Months Ended |
Jun. 28, 2015 | |
Share-Based Compensation [Abstract] | |
RSG Activity | RSG activity during the six months ended June 28, 2015 was as follows: Number of RSGs Weighted-Average Unvested at December 28, 2014 15,870 $ 14.18 Granted 200,092 22.94 Vested (5,289 ) 14.18 Unvested at June 28, 2015 210,673 $ 22.50 |
Restructuring (Tables)
Restructuring (Tables) | 6 Months Ended |
Jun. 28, 2015 | |
Restructuring [Abstract] | |
Restructuring Program Activity | Information related to restructuring program activity for the six months ended June 28, 2015 is outlined below. Severance and Other (1) Total Balance at December 28, 2014 $ 1,679 $ — $ 1,679 Restructuring provision included in Integration and Reorganization 3,563 20 3,583 Cash payments (3,246 ) (20 ) (3,266 ) Balance at June 28, 2015 $ 1,996 $ — $ 1,996 (1) Other costs primarily included costs to consolidate operations. |
Schedule of Restructuring Costs and Cash Paid | The following table summarizes the costs incurred and cash paid in connection with these restructuring programs for the three and six months ended June 28, 2015 and June 29, 2014. Three Months Ended Three Months Ended Six Months Ended Six Months Ended Severance and related costs $ 1,638 $ 1,040 $ 3,563 $ 1,465 Reversals of prior accruals — (628 ) — (628 ) Other costs 18 — 20 — Cash payments (2,090 ) (812 ) (3,266 ) (1,616 ) |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Jun. 28, 2015 | |
Goodwill and Intangible Assets [Abstract] | |
Schedule of Goodwill and Intangible Assets | Goodwill and intangible assets consisted of the following: June 28, 2015 Gross carrying Accumulated Net carrying Amortized intangible assets: Licensing agreements $ 18,150 $ 180 $ 17,970 Advertiser relationships 147,308 8,986 138,322 Customer relationships 20,265 1,074 19,191 Subscriber relationships 78,815 5,317 73,498 Other intangible assets 470 68 402 Total $ 265,008 $ 15,625 $ 249,383 Nonamortized intangible assets: Goodwill $ 175,147 Mastheads 96,282 Total $ 271,429 December 28, 2014 Gross Carrying Accumulated Net Carrying Amortized intangible assets: Advertiser relationships $ 65,310 $ 4,484 $ 60,826 Customer relationships 7,864 470 7,394 Subscriber relationships 39,562 2,723 36,839 Other intangible assets 470 32 438 Total $ 113,206 $ 7,709 $ 105,497 Nonamortized intangible assets: Goodwill $ 134,042 Mastheads 51,245 Total $ 185,287 |
Intangible Assets Future Amortization Expense | Estimated future amortization expense as of June 28, 2015, is as follows: For the years ending the Sunday closest to December 31: 2015 $ 8,319 2016 16,639 2017 16,639 2018 16,639 2019 16,639 Thereafter 174,508 Total $ 249,383 |
Summary of the Change in Goodwill | The changes in the carrying amount of goodwill for the period from December 28, 2014 to June 28, 2015 are as follows: Balance at December 28, 2014 $ 134,042 Goodwill acquired in business combinations 41,105 Balance at June 28, 2015 $ 175,147 |
Indebtedness (Tables)
Indebtedness (Tables) | 6 Months Ended |
Jun. 28, 2015 | |
Indebtedness [Abstract] | |
Schedule of Principal Payments of Outstanding Debt | Payment Schedule As of June 28, 2015, scheduled principal payments of outstanding debt are as follows: 2015 1,755 2016 3,509 2017 13,509 2018 3,509 2019 40,509 Thereafter 334,266 $ 397,057 Less: Short-term debt 3,509 Less: Remaining original issue discount 10,447 Long-term debt $ 383,101 |
Pension and Postretirement Be25
Pension and Postretirement Benefits (Tables) | 6 Months Ended |
Jun. 28, 2015 | |
Pension and Postretirement Benefits [Abstract] | |
Pension and Postretirement Net Periodic Benefit Costs | The following provides information on the pension plan and postretirement medical and life insurance plans for the three and six months ended June 28, 2015 and June 29, 2014: Three Months Three Months Six Months Six Months Pension Postretirement Pension Postretirement Pension Postretirement Pension Postretirement Components of net periodic benefit costs: Service cost $ 75 $ 5 $ 75 $ 9 $ 150 $ 9 $ 150 $ 17 Interest cost 289 55 295 63 578 111 590 127 Expected return on plan assets (397 ) — (406 ) — (821 ) — (812 ) — Amortization of unrecognized loss 23 — — — 46 — — — Total $ (10 ) $ 60 $ (36 ) $ 72 $ (47 ) $ 120 $ (72 ) $ 144 |
Assumptions Used to Determine Defined Benefit Pension and Postretirement Plans Costs | The following assumptions were used in connection with the Company's 2015 estimates related to its defined benefit pension and postretirement plans: Pension Postretirement Weighted average discount rate 4.2 % 3.78 % Rate of increase in future compensation levels — — Expected return on assets 7.75 % — Current health care cost trend rate — 7.67 % Ultimate health care cost trend rate — 4.50 % Year of ultimate trend rate — 2025 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 6 Months Ended |
Jun. 28, 2015 | |
Fair Value Measurement [Abstract] | |
Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis | The following table provides information for the Company's major categories of financial assets and liabilities measured or disclosed at fair value on a recurring basis for the periods presented: Fair Value Measurements at Reporting Date Using Quoted Prices in Significant Other Significant Total Fair Value As of December 28, 2014 Assets Cash and cash equivalents $ 123,709 $ — $ — $ 123,709 Restricted cash 6,467 — — 6,467 As of June 28, 2015 Assets Cash and cash equivalents $ 12,674 $ — $ — $ 12,674 Restricted cash 6,967 — — 6,967 |
Unaudited Financial Statement27
Unaudited Financial Statements (Detail) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 4 Months Ended | 6 Months Ended | 12 Months Ended | ||||||||||
Jul. 31, 2015USD ($) | Apr. 30, 2015$ / shares | Mar. 01, 2015shares | Feb. 01, 2015USD ($)$ / sharesshares | Sep. 28, 2014USD ($)$ / sharesshares | Mar. 30, 2014shares | Jun. 28, 2015USD ($)$ / sharesshares | Jun. 29, 2014USD ($)shares | Jun. 28, 2015USD ($)$ / sharesshares | Jun. 28, 2015USD ($)$ / sharesshares | Jun. 29, 2014USD ($)shares | Dec. 29, 2013USD ($) | Jul. 30, 2015$ / shares | Dec. 28, 2014$ / sharesshares | Sep. 29, 2013shares | |
Changes in Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||
Net current period other comprehensive income, net of taxes | $ 46 | ||||||||||||||
Beginning balance | $ (4,423) | $ (4,469) | (4,469) | $ 458 | |||||||||||
Other comprehensive income before reclassifications | 0 | 0 | |||||||||||||
Amounts reclassified from accumulated other comprehensive income | $ 23 | $ 0 | 46 | 0 | |||||||||||
Net current period other comprehensive income, net of taxes | 46 | 0 | |||||||||||||
Ending balance | (4,423) | 458 | $ (4,423) | (4,423) | 458 | $ 458 | |||||||||
Amounts reclassified from accumulated other comprehensive income (loss) [Line Items] | |||||||||||||||
Amortization of unrecognized loss | 23 | 0 | |||||||||||||
Amounts reclassified from accumulated other comprehensive loss | 23 | 0 | |||||||||||||
Income tax benefit | 0 | 0 | |||||||||||||
Amounts reclassified from accumulated other comprehensive loss, net of tax | $ 23 | $ 0 | $ 46 | $ 0 | |||||||||||
Unaudited Financial Statements, Additional Information [Abstract] | |||||||||||||||
Common stock, shares issued | shares | 44,676,322 | 44,676,322 | 44,676,322 | 37,466,495 | 1,000 | ||||||||||
Percent of the Company owned by | 84.60% | ||||||||||||||
Restricted share grants granted in the period | shares | 200,092 | 15,870 | 9,735 | 200,092 | 0 | ||||||||||
Equity | |||||||||||||||
Issuance of common stock, shares | shares | 7,000,000 | 7,450,625 | |||||||||||||
Issuance of common stock, price per share | $ / shares | $ 21.70 | $ 16.25 | |||||||||||||
Issuance of common stock, value | $ 150,129 | $ 115,058 | |||||||||||||
Option to purchase shares of common stock, shares | shares | 700,000 | ||||||||||||||
Option to purchase shares of common stock, price per share | $ / shares | $ 21.70 | $ 16.25 | |||||||||||||
Restricted share grants granted in the period | shares | 200,092 | 15,870 | 9,735 | 200,092 | 0 | ||||||||||
Common stock warrants excluded from computation of diluted shares | shares | 1,362,479 | 1,362,479 | 1,362,479 | 1,362,479 | |||||||||||
Restricted share grants excluded from computation of diluted shares | shares | 15,870 | 15,870 | |||||||||||||
Stock options excluded from computation of diluted shares | shares | 700,000 | 0 | |||||||||||||
Dividends declared, per share | $ / shares | $ 0.33 | $ 0.33 | |||||||||||||
Common stock, par value | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||
Dividend payable date | Aug. 20, 2015 | May 21, 2015 | |||||||||||||
Dividend record date | Aug. 12, 2015 | May 13, 2015 | |||||||||||||
New Castle Investment Group, Inc. [Member] | |||||||||||||||
Unaudited Financial Statements, Additional Information [Abstract] | |||||||||||||||
Percent of the Company owned by | 84.60% | ||||||||||||||
Fortress and certain of Company's officers and directors [Member] | |||||||||||||||
Equity | |||||||||||||||
Issuance of common stock, shares | shares | 104,400 | 224,038 | |||||||||||||
Issuance of common stock, price per share | $ / shares | $ 21.70 | $ 16.25 | |||||||||||||
Manager [Member] | |||||||||||||||
Equity | |||||||||||||||
Option to purchase shares of common stock, shares | shares | 745,062 | ||||||||||||||
Fair value of options granted to manager | $ 4,144 | $ 2,963 | |||||||||||||
Risk-free rate in valuing options granted to manager | 2.00% | ||||||||||||||
Dividend yield in valuing options granted to manager | 3.40% | ||||||||||||||
Volatility in valuing options granted to manager | 36.80% | ||||||||||||||
Expected term in valuing options granted to manager, in years | 10 | ||||||||||||||
Amounts Reclassified From Accumulated Other Comprehensive Income (Loss) [Member] | |||||||||||||||
Amounts reclassified from accumulated other comprehensive income (loss) [Line Items] | |||||||||||||||
Amortization of unrecognized loss | $ 46 | $ 0 | |||||||||||||
Amounts Reclassified From Accumulated Other Comprehensive Income (Loss) [Member] | Loss From Continuing Operations Before Income Taxes [Member] | |||||||||||||||
Amounts reclassified from accumulated other comprehensive income (loss) [Line Items] | |||||||||||||||
Amounts reclassified from accumulated other comprehensive loss | 46 | 0 | |||||||||||||
Amounts Reclassified From Accumulated Other Comprehensive Income (Loss) [Member] | Income Tax Benefit [Member] | |||||||||||||||
Amounts reclassified from accumulated other comprehensive income (loss) [Line Items] | |||||||||||||||
Income tax benefit | 0 | 0 | |||||||||||||
Amounts Reclassified From Accumulated Other Comprehensive Income (Loss) [Member] | Net Loss [Member] | |||||||||||||||
Changes in Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||
Amounts reclassified from accumulated other comprehensive income | 46 | 0 | |||||||||||||
Amounts reclassified from accumulated other comprehensive income (loss) [Line Items] | |||||||||||||||
Amounts reclassified from accumulated other comprehensive loss, net of tax | 46 | 0 | |||||||||||||
Net actuarial loss and prior service cost [Member] | |||||||||||||||
Changes in Accumulated Other Comprehensive Income (Loss) [Line Items] | |||||||||||||||
Beginning balance | $ (4,423) | $ (4,469) | (4,469) | 458 | |||||||||||
Other comprehensive income before reclassifications | 0 | 0 | |||||||||||||
Amounts reclassified from accumulated other comprehensive income | 46 | 0 | |||||||||||||
Net current period other comprehensive income, net of taxes | 46 | 0 | |||||||||||||
Ending balance | $ (4,423) | $ 458 | $ (4,423) | $ (4,423) | $ 458 | $ 458 |
Business Combinations (Detail)
Business Combinations (Detail) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2015USD ($) | Jun. 29, 2014USD ($)$ / shares | Jun. 28, 2015USD ($)$ / shares | Jun. 29, 2014USD ($)$ / shares | |
Proforma Results [Abstract] | ||||
Revenues | $ 306,969 | $ 583,772 | $ 596,904 | |
Loss from continuing operations | $ 1,792 | $ 4,756 | $ (833) | |
Loss from continuing operations per common share, basic | $ / shares | $ 0.06 | $ 0.11 | $ (0.03) | |
Loss from continuing operations per common share, diluted | $ / shares | $ 0.06 | $ 0.11 | $ (0.03) | |
Stephens Media [Member] | ||||
Business Combinations, Assets Acquired and Liabilities Assumed [Abstract] | ||||
Current assets | $ 16,189 | $ 16,189 | ||
Property, plant and equipment | 55,453 | 55,453 | ||
Licensing agreements | 18,150 | 18,150 | ||
Advertiser relationships | 8,090 | 8,090 | ||
Subscriber relationships | 3,070 | 3,070 | ||
Customer relationships | 610 | 610 | ||
Mastheads | 8,890 | 8,890 | ||
Goodwill | 9,530 | 9,530 | ||
Total assets | 119,982 | 119,982 | ||
Current liabilities | 9,209 | 9,209 | ||
Total liabilities | 9,209 | 9,209 | ||
Net assets acquired | 110,773 | 110,773 | ||
Business Combinations, Additional Information [Abstract] | ||||
Acquisition purchase price, net working capital | 110,773 | $ 110,773 | ||
Personal property useful life minimum (in years) | 1 | |||
Personal property useful life maximum (in years) | 15 | |||
Real property useful life minimum (in years) | 9 | |||
Real property useful life maximum (in years) | 29 | |||
Royalty rate used to determine fair value of mastheads | 2.00% | |||
Long term growth rate used to determine fair value of mastheads | 0.00% | |||
Tax rate used to determine fair value of mastheads | 40.00% | |||
Discount rate used to determine fair value of mastheads | 22.00% | |||
Attrition rates, definite lived intangibles, low range | 5.00% | |||
Attrition rates, definite lived intangibles, high range | 10.00% | |||
Long term growth rate, definite lived intangibles | 0.00% | |||
Discount rates, definite lived intangibles | 23.00% | |||
Licensing agreement annual payment | 2,500 | $ 2,500 | ||
Discount rate, licensing agreement | 10.00% | |||
Tax rate, licensing agreement | 40.00% | |||
Definite lived intangible assets useful life minimum (in years) | 14 | |||
Definite lived intangible assets useful life maximum (in years) | 16 | |||
Licensing agreement useful life (in years) | 25 | |||
Acquired trade recievables fair value | 13,177 | $ 13,177 | ||
Acquired trade recievables contractual amount | 14,398 | 14,398 | ||
Acquired trade recievables estimated uncollectible | 1,221 | 1,221 | ||
Goodwill expected to be tax deductible | 9,530 | 9,530 | ||
Acquisition related costs recognized in selling, general, and administrative expense | $ 79 | 759 | ||
Acquired entity revenue | 37,630 | |||
Acquired entity net income | $ 4,373 | |||
Number of daily publications acquired | 9 | 9 | ||
Number of weekly publications acquired | 35 | 35 | ||
Number of shoppers acquired | 15 | 15 | ||
Daily circulation | 221 | 221 | ||
Sunday circulation | 244 | 244 | ||
Halifax Media Group [Member] | ||||
Business Combinations, Assets Acquired and Liabilities Assumed [Abstract] | ||||
Current assets | $ 42,119 | $ 42,119 | ||
Property, plant and equipment | 95,369 | 95,369 | ||
Advertiser relationships | 74,300 | 74,300 | ||
Subscriber relationships | 36,200 | 36,200 | ||
Customer relationships | 11,800 | 11,800 | ||
Mastheads | 32,900 | 32,900 | ||
Goodwill | 31,546 | 31,546 | ||
Total assets | 324,234 | 324,234 | ||
Current liabilities | 38,756 | 38,756 | ||
Debt assumed | 18,000 | 18,000 | ||
Total liabilities | 56,756 | 56,756 | ||
Net assets acquired | 267,478 | 267,478 | ||
Business Combinations, Additional Information [Abstract] | ||||
Acquisition purchase price, net working capital | 285,478 | 285,478 | ||
Purchase price held in escrow | 17,000 | 17,000 | ||
Debt issued for acquistion, revolving debt | 50,000 | 50,000 | ||
Debt issued for acquisition, term loans | 102,000 | $ 102,000 | ||
Debt fee percent | 1.00% | |||
Personal property useful life minimum (in years) | 1 | |||
Personal property useful life maximum (in years) | 17 | |||
Real property useful life minimum (in years) | 8 | |||
Real property useful life maximum (in years) | 22 | |||
Royalty rate used to determine fair value of mastheads | 2.00% | |||
Long term growth rate used to determine fair value of mastheads | 0.00% | |||
Tax rate used to determine fair value of mastheads | 40.00% | |||
Discount rate used to determine fair value of mastheads | 16.00% | |||
Attrition rates, definite lived intangibles, low range | 5.00% | |||
Attrition rates, definite lived intangibles, high range | 10.00% | |||
Long term growth rate, definite lived intangibles | 0.00% | |||
Discount rates, definite lived intangibles | 16.50% | |||
Definite lived intangible assets useful life minimum (in years) | 14 | |||
Definite lived intangible assets useful life maximum (in years) | 17 | |||
Acquired trade recievables fair value | 34,216 | $ 34,216 | ||
Acquired trade recievables contractual amount | 36,274 | 36,274 | ||
Acquired trade recievables estimated uncollectible | 2,058 | 2,058 | ||
Goodwill expected to be tax deductible | 31,546 | 31,546 | ||
Acquisition related costs recognized in selling, general, and administrative expense | $ 156 | 1,645 | ||
Acquired entity revenue | 163,497 | |||
Acquired entity net income | $ 16,656 | |||
Number of daily publications acquired | 24 | 24 | ||
Number of weekly publications acquired | 13 | 13 | ||
Number of shoppers acquired | 5 | 5 | ||
Daily circulation | 635 | 635 | ||
Sunday circulation | 752 | 752 | ||
Providence Journal [Member] | ||||
Business Combinations, Assets Acquired and Liabilities Assumed [Abstract] | ||||
Current assets | $ 10,068 | $ 10,068 | ||
Property, plant and equipment | 32,080 | 32,080 | ||
Advertiser relationships | 1,780 | 1,780 | ||
Subscriber relationships | 1,510 | 1,510 | ||
Customer relationships | 1,810 | 1,810 | ||
Mastheads | 3,700 | 3,700 | ||
Goodwill | 3,653 | 3,653 | ||
Total assets | 54,601 | 54,601 | ||
Current liabilities | 5,935 | 5,935 | ||
Total liabilities | 5,935 | 5,935 | ||
Net assets acquired | 48,666 | 48,666 | ||
Business Combinations, Additional Information [Abstract] | ||||
Acquisition purchase price, net working capital | 48,666 | 48,666 | ||
Working capital adjustment | 576 | 576 | ||
Debt issued for acquistion, revolving debt | 9,000 | 9,000 | ||
Debt issued for acquisition, term loans | 25,000 | $ 25,000 | ||
Personal property useful life minimum (in years) | 1 | |||
Personal property useful life maximum (in years) | 15 | |||
Real property useful life minimum (in years) | 4 | |||
Real property useful life maximum (in years) | 28 | |||
Royalty rate used to determine fair value of mastheads | 1.50% | |||
Long term growth rate used to determine fair value of mastheads | 0.00% | |||
Tax rate used to determine fair value of mastheads | 40.00% | |||
Discount rate used to determine fair value of mastheads | 21.50% | |||
Attrition rates, definite lived intangibles, low range | 3.00% | |||
Attrition rates, definite lived intangibles, high range | 10.00% | |||
Long term growth rate, definite lived intangibles | 0.00% | |||
Discount rates, definite lived intangibles | 22.00% | |||
Definite lived intangible assets useful life minimum (in years) | 13 | |||
Definite lived intangible assets useful life maximum (in years) | 16 | |||
Acquired trade recievables fair value | 6,851 | $ 6,851 | ||
Acquired trade recievables contractual amount | 7,032 | 7,032 | ||
Acquired trade recievables estimated uncollectible | 181 | 181 | ||
Goodwill expected to be tax deductible | $ 3,653 | $ 3,653 | ||
Number of daily publications acquired | 1 | 1 | ||
Number of weekly publications acquired | 1 | 1 | ||
2014 Other Acquisitions [Member] | ||||
Business Combinations, Assets Acquired and Liabilities Assumed [Abstract] | ||||
Current assets | $ 4,402 | $ 4,402 | ||
Property, plant and equipment | 13,766 | 13,766 | ||
Noncompete agreements | 200 | 200 | ||
Advertiser relationships | 5,196 | 5,196 | ||
Subscriber relationships | 1,956 | 1,956 | ||
Customer relationships | 364 | 364 | ||
Mastheads | 1,922 | 1,922 | ||
Goodwill | 4,490 | 4,490 | ||
Total assets | 32,296 | 32,296 | ||
Current liabilities | 3,204 | 3,204 | ||
Total liabilities | 3,204 | 3,204 | ||
Net assets acquired | 29,092 | 29,092 | ||
Business Combinations, Additional Information [Abstract] | ||||
Acquisition purchase price, net working capital | 29,092 | 29,092 | ||
Goodwill expected to be tax deductible | $ 4,490 | $ 4,490 | ||
Number of daily publications acquired | 8 | 8 | ||
Number of weekly publications acquired | 17 | 17 | ||
Number of shoppers acquired | 11 | 11 | ||
2015 Other Acquisition [Member] | ||||
Business Combinations, Additional Information [Abstract] | ||||
Acquisition purchase price, net working capital | $ 47,000 | $ 47,000 | ||
Debt issued for acquisition, term loans | 25,000 | 25,000 | ||
Acquisition related costs recognized in selling, general, and administrative expense | $ 152 | $ 152 | ||
Number of daily publications acquired | 1 | 1 | ||
Number of weekly publications acquired | 27 | 27 |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Detail) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 4 Months Ended | 6 Months Ended | |||
Mar. 01, 2015shares | Mar. 30, 2014shares | Jun. 28, 2015USD ($)$ / sharesshares | Jun. 29, 2014USD ($)$ / sharesshares | Jun. 28, 2015USD ($)$ / sharesshares | Jun. 28, 2015USD ($)$ / sharesshares | Jun. 29, 2014USD ($)$ / sharesshares | |
Share-Based Compensation Costs [Abstract] | |||||||
Share-based compensation cost | $ | $ 374 | $ 18 | $ 515 | $ 21 | |||
Share-based compensation cost, unrecognized, related to non-vested rewards | $ | $ 3,949 | $ 3,949 | $ 3,949 | ||||
Share-based compensation cost, unrecognized, related to non-vested rewards, weighted average period of recognition in years | 2.63 | ||||||
Restricted Share Grants [Abstract] | |||||||
Restricted share grants authorized | 15,000,000 | ||||||
Restricted share grants granted in the period | 200,092 | 15,870 | 9,735 | 200,092 | 0 | ||
Restricted share grants vested in the period | 5,289 | 5,289 | |||||
Unvested RSGs | 210,673 | 15,870 | 210,673 | 210,673 | 15,870 | ||
Unvested RSGs, weighted average grant date fair value | $ / shares | $ 22.50 | $ 14.18 | $ 22.50 | $ 22.50 | $ 14.18 | ||
Aggregate intrinsic value, unvested RSGs | $ / shares | $ 3,841 | $ 3,841 | 3,841 | ||||
Aggregate fair value, vested RSGs | $ / shares | $ 129 | ||||||
Number of RSGs | |||||||
Unvested, beginning balance | 15,870 | ||||||
Granted | 200,092 | 15,870 | 9,735 | 200,092 | 0 | ||
Vested | (5,289) | (5,289) | |||||
Unvested, ending balance | 210,673 | 15,870 | 210,673 | 210,673 | 15,870 | ||
Weighted-Average Grant Date Fair Value | |||||||
Unvested, beginning balance | $ / shares | $ 14.18 | ||||||
Granted | $ / shares | 22.94 | ||||||
Vested | $ / shares | 14.18 | ||||||
Unvested, ending balance | $ / shares | $ 22.50 | $ 14.18 | $ 22.50 | $ 22.50 | $ 14.18 |
Restructuring (Detail)
Restructuring (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2015 | Jun. 29, 2014 | Jun. 28, 2015 | Jun. 29, 2014 | |
Restructuring Costs and Cash Paid [Abstract] | ||||
Severance and related costs | $ 1,638 | $ 1,040 | $ 3,563 | $ 1,465 |
Reversals of prior accruals | 0 | (628) | 0 | (628) |
Other Restructuring Costs | 18 | 0 | 20 | 0 |
Cash payments | (2,090) | (812) | (3,266) | (1,616) |
Restructuring reserve [RollForward] | ||||
Balance at beginning of period | 1,679 | |||
Restructuring provision included in Integration and Reorganization | 3,583 | |||
Cash payments | (2,090) | $ (812) | (3,266) | $ (1,616) |
Balance at end of period | 1,996 | 1,996 | ||
Severance and Related Costs [Member] | ||||
Restructuring Costs and Cash Paid [Abstract] | ||||
Cash payments | (3,246) | |||
Restructuring reserve [RollForward] | ||||
Balance at beginning of period | 1,679 | |||
Restructuring provision included in Integration and Reorganization | 3,563 | |||
Cash payments | (3,246) | |||
Balance at end of period | 1,996 | 1,996 | ||
Other Costs [Member] | ||||
Restructuring Costs and Cash Paid [Abstract] | ||||
Cash payments | (20) | |||
Restructuring reserve [RollForward] | ||||
Balance at beginning of period | 0 | |||
Restructuring provision included in Integration and Reorganization | 20 | |||
Cash payments | (20) | |||
Balance at end of period | $ 0 | $ 0 |
Goodwill and Intangible Asset31
Goodwill and Intangible Assets (Detail) - USD ($) $ in Thousands | Jun. 28, 2015 | Dec. 28, 2014 |
Goodwill and Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 265,008 | $ 113,206 |
Accumulated Amortization | 15,625 | 7,709 |
Net Carrying Amount | 249,383 | 105,497 |
Goodwill [Member] | ||
Goodwill and Intangible Assets [Line Items] | ||
Gross Carrying Amount | 175,147 | 134,042 |
Mastheads [Member] | ||
Goodwill and Intangible Assets [Line Items] | ||
Gross Carrying Amount | 96,282 | 51,245 |
Licensing Agreements [Member] | ||
Goodwill and Intangible Assets [Line Items] | ||
Gross Carrying Amount | 18,150 | |
Accumulated Amortization | 180 | |
Net Carrying Amount | 17,970 | |
Advertiser Relationships [Member] | ||
Goodwill and Intangible Assets [Line Items] | ||
Gross Carrying Amount | 147,308 | 65,310 |
Accumulated Amortization | 8,986 | 4,484 |
Net Carrying Amount | 138,322 | 60,826 |
Customer Relationships [Member] | ||
Goodwill and Intangible Assets [Line Items] | ||
Gross Carrying Amount | 20,265 | 7,864 |
Accumulated Amortization | 1,074 | 470 |
Net Carrying Amount | 19,191 | 7,394 |
Subscriber Relationships [Member] | ||
Goodwill and Intangible Assets [Line Items] | ||
Gross Carrying Amount | 78,815 | 39,562 |
Accumulated Amortization | 5,317 | 2,723 |
Net Carrying Amount | 73,498 | 36,839 |
Other Intangible Assets [Member] | ||
Goodwill and Intangible Assets [Line Items] | ||
Gross Carrying Amount | 470 | 470 |
Accumulated Amortization | 68 | 32 |
Net Carrying Amount | $ 402 | $ 438 |
Goodwill and Intangible Asset32
Goodwill and Intangible Assets - Additional Information (Detail) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 28, 2015USD ($) | Jun. 29, 2014USD ($) | Jun. 28, 2015USD ($) | Jun. 29, 2014USD ($) | Dec. 28, 2014USD ($) | |
Goodwill and Intangible Assets [Line Items] | |||||
Weighted average amortization period (in years) | 16.3 | ||||
Amortization expense, intangible assets | $ 4,160 | $ 1,623 | $ 7,958 | $ 3,216 | |
Fair Value Exceeds Carrying Value | 10.00% | ||||
Estimated Future Amortization Expense [Abstract] | |||||
2,015 | $ 8,319 | 8,319 | |||
2,016 | 16,639 | 16,639 | |||
2,017 | 16,639 | 16,639 | |||
2,018 | 16,639 | 16,639 | |||
2,019 | 16,639 | 16,639 | |||
Thereafter | 174,508 | 174,508 | |||
Total | 249,383 | $ 249,383 | $ 105,497 | ||
Licensing Agreements [Member] | |||||
Goodwill and Intangible Assets [Line Items] | |||||
Weighted average amortization period (in years) | 25.3 | ||||
Estimated Future Amortization Expense [Abstract] | |||||
Total | 17,970 | $ 17,970 | |||
Advertiser Relationships [Member] | |||||
Goodwill and Intangible Assets [Line Items] | |||||
Weighted average amortization period (in years) | 15.8 | ||||
Estimated Future Amortization Expense [Abstract] | |||||
Total | 138,322 | $ 138,322 | 60,826 | ||
Customer Relationships [Member] | |||||
Goodwill and Intangible Assets [Line Items] | |||||
Weighted average amortization period (in years) | 16.5 | ||||
Estimated Future Amortization Expense [Abstract] | |||||
Total | 19,191 | $ 19,191 | 7,394 | ||
Subscriber Relationships [Member] | |||||
Goodwill and Intangible Assets [Line Items] | |||||
Weighted average amortization period (in years) | 14.9 | ||||
Estimated Future Amortization Expense [Abstract] | |||||
Total | $ 73,498 | $ 73,498 | $ 36,839 | ||
Trade Names [Member] | |||||
Goodwill and Intangible Assets [Line Items] | |||||
Weighted average amortization period (in years) | 10 | ||||
Noncompete Agreements [Member] | |||||
Goodwill and Intangible Assets [Line Items] | |||||
Weighted average amortization period (in years) | 5 | ||||
Mastheads [Member] | |||||
Goodwill and Intangible Assets [Line Items] | |||||
Fair Value Exceeds Carrying Value | 3.00% |
Goodwill and Intangible Asset33
Goodwill and Intangible Assets - Goodwill Rollforward (Detail) $ in Thousands | 6 Months Ended |
Jun. 28, 2015USD ($) | |
Goodwill Roll Forward | |
Goodwill, beginning balance | $ 134,042 |
Goodwill acquired in business combination | 41,105 |
Goodwill, ending balance | $ 175,147 |
Indebtedness (Detail)
Indebtedness (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 28, 2015 | Jun. 29, 2014 | Jun. 28, 2015 | Jun. 29, 2014 | Dec. 28, 2014 | |
Credit Facility [Line Items] | |||||
Long-term debt | $ 383,101 | $ 383,101 | $ 219,802 | ||
Original issue discount | 10,447 | 10,447 | |||
Loss on early extinguishment of debt | 0 | $ (9,047) | 0 | $ (9,047) | |
Term Loan Facility [Member] | |||||
Credit Facility [Line Items] | |||||
Long-term debt | 200,000 | $ 200,000 | |||
Maturity date | Jun. 4, 2020 | ||||
Incremental Facility [Member] | |||||
Credit Facility [Line Items] | |||||
Additional revolving commitments | 15,000 | $ 15,000 | |||
Deferred financing costs capitalized | 237 | 237 | |||
Replacement Term Loans [Member] | |||||
Credit Facility [Line Items] | |||||
Debt fees expensed | 104 | $ 104 | |||
Debt fee percent | 1.00% | ||||
2014 Incremental Term Loan [Member] | |||||
Credit Facility [Line Items] | |||||
Debt, principal amount | 25,000 | $ 25,000 | |||
Maximum borrowing amount | 225,000 | 225,000 | |||
Debt fees expensed | 595 | $ 595 | |||
Debt fee percent | 2.00% | ||||
Underwriter fee percent | 1.50% | ||||
2015 Incremental Term Loan [Member] | |||||
Credit Facility [Line Items] | |||||
Debt, principal amount | 102,000 | $ 102,000 | |||
Maturity date | Jun. 4, 2020 | ||||
Original issue discount | 3,315 | $ 3,315 | |||
Deferred Finance Costs, Own-share Lending Arrangement, Issuance Costs, Net | 5,379 | 5,379 | |||
Deferred financing costs capitalized | 110 | 110 | |||
Debt fees expensed | 185 | $ 185 | |||
Debt fee percent | 1.00% | ||||
Underwriter fee percent | 2.25% | ||||
2015 Incremental Revolver [Member] | |||||
Credit Facility [Line Items] | |||||
Debt, principal amount | 50,000 | $ 50,000 | |||
Debt fee percent | 1.00% | ||||
Underwriter fee percent | 2.25% | ||||
May 2015 Incremental Term Loan | |||||
Credit Facility [Line Items] | |||||
Debt, principal amount | 25,000 | $ 25,000 | |||
Original issue discount | 813 | 813 | |||
Deferred Finance Costs, Own-share Lending Arrangement, Issuance Costs, Net | 878 | 878 | |||
Debt fees expensed | 65 | $ 65 | |||
Debt fee percent | 1.00% | ||||
Underwriter fee percent | 2.25% | ||||
Local Media Credit Facility [Member] | Successor [Member] | |||||
Credit Facility [Line Items] | |||||
Debt, principal amount | 33,000 | $ 33,000 | |||
Debt covenant - maximum fixed charge coverage ratio | 250.00% | ||||
Debt covenant - minimum fixed charge coverage ratio | 200.00% | ||||
Local Media Credit Facility [Member] | Revolving Credit Facility [Member] | Successor [Member] | |||||
Credit Facility [Line Items] | |||||
Maximum borrowing amount | 10,000 | $ 10,000 | |||
Local Media Credit Facility [Member] | Letter Of Credit [Member] | Successor [Member] | |||||
Credit Facility [Line Items] | |||||
Maximum borrowing amount | 3,000 | 3,000 | |||
Local Media Credit Facility [Member] | Swingline Facility [Member] | Successor [Member] | |||||
Credit Facility [Line Items] | |||||
Maximum borrowing amount | 4,000 | $ 4,000 | |||
GateHouse Credit Facilities [Member] | Successor [Member] | |||||
Credit Facility [Line Items] | |||||
Debt covenant - maximum fixed charge coverage ratio | 325.00% | ||||
Debt covenant - minimum fixed charge coverage ratio | 100.00% | ||||
First Lien Credit Facility [Member] | Revolving Credit Facility [Member] | Successor [Member] | |||||
Credit Facility [Line Items] | |||||
Maximum borrowing amount | 40,000 | $ 40,000 | |||
First Lien Credit Facility [Member] | Term Loan A [Member] | Successor [Member] | |||||
Credit Facility [Line Items] | |||||
Debt, principal amount | 25,000 | 25,000 | |||
First Lien Credit Facility [Member] | Term Loan B [Member] | Successor [Member] | |||||
Credit Facility [Line Items] | |||||
Debt, principal amount | 50,000 | 50,000 | |||
Second Lien Credit Facility [Member] | Successor [Member] | |||||
Credit Facility [Line Items] | |||||
Debt, principal amount | 50,000 | 50,000 | |||
New Media Credit Agreement [Member] | Successor [Member] | |||||
Credit Facility [Line Items] | |||||
Original issue discount | $ 6,725 | $ 6,725 | |||
Weighted average interest rate | 7.07% | 7.07% | |||
Percentage of excess cash flow to be paid - alternative 1 | 100.00% | ||||
Percentage of excess cash flow to be paid - alternative 2 | 50.00% | ||||
Percentage of excess cash flow to be paid - alternative 3 | 25.00% | ||||
Percentage of excess cash flow to be paid - alternative 4 | 0.00% | 0.00% | |||
Leverage ratio - alternative 1, less than or equal to | 300.00% | ||||
Leverage ratio - alternative 2, greater than | 275.00% | ||||
Leverage ratio - alternative 3, less than or equal to | 275.00% | ||||
Leverage ratio - alternative 4, greater than | 250.00% | ||||
Leverage ratio - alternative 5, less than or equal to | 250.00% | ||||
Debt covenant - maximum fixed charge coverage ratio | 325.00% | ||||
Difference between present value of cash flows under two credit facilities | 10.00% | ||||
Deferred Finance Costs, Own-share Lending Arrangement, Issuance Costs, Net | $ 10,202 | $ 10,202 | |||
Deferred financing costs capitalized | 1,700 | 1,700 | |||
Loss on early extinguishment of debt | 9,047 | ||||
Long-term debt fair value | 397,057 | 397,057 | |||
New Media Credit Agreement [Member] | Term Loan Facility [Member] | Successor [Member] | |||||
Credit Facility [Line Items] | |||||
Debt, principal amount | 200,000 | 200,000 | |||
Original issue discount | $ 6,725 | $ 6,725 | |||
Change in all-in yield, less than Incremental Yield | 0.50% | ||||
Percent of assets as pledge of equity interest | 100.00% | 100.00% | |||
Repayment amount as a percent of original principal amount | 1.00% | 1.00% | |||
Frequency of periodic payment | Quarterly | ||||
Percentage of excess cash flow to be paid - alternative 1 | 1.00% | ||||
New Media Credit Agreement [Member] | Term Loan Facility [Member] | Successor [Member] | Alternate Base Rate [Member] | |||||
Credit Facility [Line Items] | |||||
Long-term debt, percentage bearing fixed interest, percentage rate | 5.25% | 5.25% | |||
Long-term debt, percentage bearing variable interest, percentage rate | 2.00% | 2.00% | |||
New Media Credit Agreement [Member] | Term Loan Facility [Member] | Successor [Member] | Eurodollar [Member] | |||||
Credit Facility [Line Items] | |||||
Long-term debt, percentage bearing fixed interest, percentage rate | 6.25% | 6.25% | |||
Long-term debt, percentage bearing variable interest, percentage rate | 1.00% | 1.00% | |||
New Media Credit Agreement [Member] | Incremental Facility [Member] | Successor [Member] | |||||
Credit Facility [Line Items] | |||||
Maximum borrowing amount | $ 75,000 | $ 75,000 | |||
Maturity date | Jun. 4, 2020 | ||||
Difference between two credit facility yields, greater than | 0.50% | 0.50% | |||
Deferred Finance Costs, Own-share Lending Arrangement, Issuance Costs, Net | $ 595 | $ 595 | |||
Debt fee percent | 2.00% | ||||
New Media Credit Agreement [Member] | Revolving Credit Facility [Member] | Successor [Member] | |||||
Credit Facility [Line Items] | |||||
Maximum borrowing amount | 25,000 | $ 25,000 | |||
Amount outstanding | $ 29,000 | $ 29,000 | |||
Maturity date | Jun. 4, 2019 | ||||
New Media Credit Agreement [Member] | Revolving Credit Facility [Member] | Successor [Member] | Alternate Base Rate [Member] | |||||
Credit Facility [Line Items] | |||||
Long-term debt, percentage bearing fixed interest, percentage rate | 4.25% | 4.25% | |||
New Media Credit Agreement [Member] | Revolving Credit Facility [Member] | Successor [Member] | Eurodollar [Member] | |||||
Credit Facility [Line Items] | |||||
Long-term debt, percentage bearing fixed interest, percentage rate | 5.25% | 5.25% | |||
New Media Credit Agreement [Member] | Letter Of Credit [Member] | Successor [Member] | |||||
Credit Facility [Line Items] | |||||
Maximum borrowing amount | $ 5,000 | $ 5,000 | |||
New Media Credit Agreement [Member] | Swingline Facility [Member] | Successor [Member] | |||||
Credit Facility [Line Items] | |||||
Maximum borrowing amount | 5,000 | $ 5,000 | |||
Advantage Credit Agreements [Member] | |||||
Credit Facility [Line Items] | |||||
Debt covenant - maximum fixed charge coverage ratio | 375.00% | ||||
Debt assumed | 18,000 | $ 18,000 | |||
Maximum secured debt | 15,000 | 15,000 | |||
Advantage Credit Agreements [Member] | Advantage Florida Debt [Member] | |||||
Credit Facility [Line Items] | |||||
Debt, principal amount | 10,000 | $ 10,000 | |||
Interest rate | 5.25% | ||||
Advantage Credit Agreements [Member] | Advantage Alabama Debt [Member] | |||||
Credit Facility [Line Items] | |||||
Debt, principal amount | $ 8,000 | $ 8,000 | |||
Interest rate | 6.25% | ||||
Margin Rate For Libor | 1.00% |
Indebtedness, Outstanding Debt
Indebtedness, Outstanding Debt Payment Schedule (Detail) - USD ($) $ in Thousands | Jun. 28, 2015 | Dec. 28, 2014 |
Debt Instrument [Line Items] | ||
2,015 | $ 1,755 | |
2,016 | 3,509 | |
2,017 | 13,509 | |
2,018 | 3,509 | |
2,019 | 40,509 | |
Thereafter | 334,266 | |
Total outstanding debt | 397,057 | |
Less: Short-term debt | 3,509 | $ 2,250 |
Less: Remaining original issue discount | 10,447 | |
Total long-term debt | $ 383,101 | $ 219,802 |
Related Party Transactions (Det
Related Party Transactions (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 28, 2015 | Jun. 29, 2014 | Jun. 28, 2015 | Jun. 29, 2014 | Dec. 29, 2013 | |
Related Party Transaction [Line Items] | |||||
Percentage of the Company's outstanding common stock owned by | 84.60% | ||||
Commercial printing revenue for a related party | $ 119 | $ 100 | $ 191 | $ 178 | |
Management fee | 2,390 | 1,464 | 4,659 | 2,229 | |
Incentive compensation | 4,997 | 0 | 5,264 | 0 | |
Paid management fee | $ 3,166 | $ 1,741 | $ 3,909 | $ 1,741 | |
Shelf Registration Rights | Omega may only exercise its right to request Shelf Registrations if Registrable Securities to be sold pursuant to such Shelf Registration are at least 3% of the then-outstanding New Media Common Stock. | ||||
Fortress and its affiliates [Member] | |||||
Related Party Transaction [Line Items] | |||||
Percentage of the Company's outstanding common stock owned by | 1.50% | ||||
Percentage of the Company's outstanding warrants owned by | 41.10% | ||||
New Castle Investment Group, Inc. [Member] | |||||
Related Party Transaction [Line Items] | |||||
Percentage of the Company's outstanding common stock owned by | 84.60% |
Income Taxes (Detail)
Income Taxes (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 28, 2015 | Dec. 28, 2014 | |
Disclosure Income Taxes [Abstract] | ||
Net increase to the valuation allowance | $ 1,889 | |
Valuation allowance recognized in income | $ 1,889 | |
Federal tax rate | 34.00% | |
Expected federal tax benefit | $ 1,898 | |
Effective tax expense | 373 | |
Federal valuation allowance, tax effect | 1,625 | |
Non-deductible expenses, tax effect | (53) | |
Deferred tax benefits that expired, tax effect | (7) | |
Unrecognized tax benefits | 1,040 | $ 1,040 |
State tax benefit | $ (40) |
Pension and Postretirement Be38
Pension and Postretirement Benefits (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2015 | Jun. 29, 2014 | Jun. 28, 2015 | Jun. 29, 2014 | |
Components of net periodic benefit costs [Abstract] | ||||
Amortization of unrecognized loss | $ (23) | $ 0 | ||
Pension and Other Postretirement Benefit Expense [Abstract] | ||||
Pension and other postretirement benefit expense | 50 | 36 | $ 73 | $ 72 |
Pension [Member] | ||||
Components of net periodic benefit costs [Abstract] | ||||
Service cost | 75 | 75 | 150 | 150 |
Interest cost | 289 | 295 | 578 | 590 |
Expected return on plan assets | (397) | (406) | (821) | (812) |
Amortization of unrecognized loss | 23 | 0 | 46 | 0 |
Total | (10) | (36) | $ (47) | (72) |
Assumptions used in connection with defined benefit plan [Abstract] | ||||
Weighted average discount rate | 4.20% | |||
Rate of increase in future compensation levels | 0.00% | |||
Expected return on assets | 7.75% | |||
Current health care cost trend rate | 0.00% | |||
Ultimate health care cost trend rate | 0.00% | |||
Postretirement [Member] | ||||
Components of net periodic benefit costs [Abstract] | ||||
Service cost | 5 | 9 | $ 9 | 17 |
Interest cost | 55 | 63 | 111 | 127 |
Expected return on plan assets | 0 | 0 | 0 | 0 |
Amortization of unrecognized loss | 0 | 0 | 0 | 0 |
Total | $ 60 | $ 72 | $ 120 | $ 144 |
Assumptions used in connection with defined benefit plan [Abstract] | ||||
Weighted average discount rate | 3.78% | |||
Rate of increase in future compensation levels | 0.00% | |||
Expected return on assets | 0.00% | |||
Current health care cost trend rate | 7.67% | |||
Ultimate health care cost trend rate | 4.50% | |||
Year of ultimate trend rate | 2,025 | 2,025 |
Fair Value Measurement (Detail)
Fair Value Measurement (Detail) - USD ($) $ in Thousands | Jun. 28, 2015 | Dec. 28, 2014 | Jun. 29, 2014 | Dec. 29, 2013 |
Assets, Fair Value Disclosure [Abstract] | ||||
Cash and cash equivalents | $ 12,674 | $ 123,709 | $ 31,347 | $ 31,811 |
Restricted cash | 6,967 | 6,467 | ||
Fair Value, Measurements, Recurring [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||||
Assets, Fair Value Disclosure [Abstract] | ||||
Cash and cash equivalents | 12,674 | 123,709 | ||
Restricted cash | $ 6,967 | $ 6,467 |
Commitments and Contingencies (
Commitments and Contingencies (Detail) - USD ($) $ in Thousands | Jun. 28, 2015 | Dec. 28, 2014 |
Restricted Cash and Investments Current [Abstract] | ||
Restricted cash - Collateral standby letters of credit in the name of the Companys insurers | $ 6,967 | $ 6,467 |
Subsequent Events (Detail)
Subsequent Events (Detail) - $ / shares | 1 Months Ended | ||||
Jul. 31, 2015 | Apr. 30, 2015 | Jul. 30, 2015 | Jun. 28, 2015 | Dec. 28, 2014 | |
Disclosure Subsequent Events [Abstract] | |||||
Dividends declared, per share | $ 0.33 | $ 0.33 | |||
Common stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |
Dividend payable date | Aug. 20, 2015 | May 21, 2015 | |||
Dividend record date | Aug. 12, 2015 | May 13, 2015 |