Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 27, 2016 | Apr. 26, 2016 | |
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 | Mar. 27, 2016 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --12-25 | |
Entity Well Known Seasoned Issuer | Yes | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock Shares Outstanding | 44,877,030 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 27, 2016 | Dec. 27, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 79,390 | $ 146,638 |
Restricted cash | 3,200 | 6,967 |
Accounts receivable, net of allowance for doubtful accounts of $4,593 and $4,479 at March 27, 2016 and December 27, 2015, respectively | 118,560 | 136,249 |
Inventory | 17,517 | 15,744 |
Prepaid expenses | 20,497 | 14,549 |
Other current assets | 17,174 | 11,763 |
Total current assets | 256,338 | 331,910 |
Property, plant, and equipment, net of accumulated depreciation of $96,108 and $85,038 at March 27, 2016 and December 27, 2015, respectively | 381,414 | 384,824 |
Goodwill | 206,236 | 171,119 |
Intangible assets, net of accumulated amortization of $27,505 and $23,122 at March 27, 2016 and December 27, 2015, respectively | 339,339 | 303,575 |
Other assets | 9,863 | 5,692 |
Total assets | 1,193,190 | 1,197,120 |
Current liabilities: | ||
Current portion of long-term debt | 13,509 | 3,509 |
Accounts payable | 13,334 | 9,571 |
Accrued expenses | 73,512 | 100,173 |
Deferred revenue | 72,308 | 62,294 |
Total current liabilities | 172,663 | 175,547 |
Long-term liabilities: | ||
Long-term debt | 340,085 | 350,266 |
Long-term liabilities, less current portion | 11,289 | 9,192 |
Deferred income taxes | 4,459 | 3,988 |
Pension and other postretirement benefit obligations | 26,944 | 11,054 |
Total liabilities | 555,440 | 550,047 |
Stockholders’ equity: | ||
Common stock, $0.01 par value, 2,000,000,000 shares authorized at March 27, 2016 and December 27, 2015; 44,900,139 and 44,710,497 issued at March 27, 2016 and December 27, 2015, respectively | 445 | 445 |
Additional paid-in capital | 605,877 | 605,033 |
Accumulated other comprehensive loss | (3,134) | (3,158) |
Retained earnings | 34,915 | 44,753 |
Treasury stock, at cost, 23,109 and 0 shares at March 27, 2016 and December 27, 2015, respectively | (353) | 0 |
Total stockholders’ equity | 637,750 | 647,073 |
Total liabilities and stockholders’ equity | $ 1,193,190 | $ 1,197,120 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 27, 2016 | Dec. 27, 2015 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts | $ 4,593 | $ 4,479 |
Property, Plant and equipment, accumulated depreciation | 96,108 | 85,038 |
Intangible assets, accumulated amortization | $ 27,505 | $ 23,122 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 2,000,000,000 | 2,000,000,000 |
Common stock, shares issued | 44,900,139 | 44,710,497 |
Treasury stock, shares | 23,109 | 0 |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 27, 2016 | Mar. 29, 2015 | |
Revenues: | ||
Advertising | $ 163,637 | $ 143,795 |
Circulation | 103,877 | 81,054 |
Commercial printing and other | 32,590 | 25,768 |
Total revenues | 300,104 | 250,617 |
Operating costs and expenses: | ||
Operating costs | 174,453 | 140,712 |
Selling, general, and administrative | 100,084 | 89,130 |
Depreciation and amortization | 16,091 | 15,702 |
Integration and reorganization costs | 926 | 1,927 |
Loss on sale or disposal of assets | 1,520 | 545 |
Operating income | 7,030 | 2,601 |
Interest expense | 7,354 | 8,992 |
Other (income) expense | (164) | 1 |
Loss before income taxes | (160) | (6,392) |
Income tax benefit | (5,127) | (326) |
Net income (loss) | $ 4,967 | $ (6,066) |
Basic: | ||
Net income (loss) (in dollars per share) | $ 0.11 | $ (0.14) |
Diluted: | ||
Net income (loss) (in dollars per share) | 0.11 | (0.14) |
Dividends declared per share (in dollars per share) | $ 0.33 | $ 0.3 |
Comprehensive income (loss) | $ 4,991 | $ (6,043) |
Unaudited Condensed Consolidat5
Unaudited Condensed Consolidated Statement of Stockholders' Equity - 3 months ended Mar. 27, 2016 - USD ($) $ in Thousands | Total | Common stock [Member] | Additional paid-in capital [Member] | Accumulated other comprehensive income (loss) [Member] | Retained earnings [Member] | Treasury stock [Member] |
Stockholders' equity, beginning balance at Dec. 27, 2015 | $ 647,073 | $ 445 | $ 605,033 | $ (3,158) | $ 44,753 | $ 0 |
Common stock shares, beginning balance at Dec. 27, 2015 | 44,710,497 | 44,710,497 | ||||
Treasury stock shares, beginning balance at Dec. 27, 2015 | 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | $ 4,967 | 4,967 | ||||
Net actuarial loss and prior service cost, net of income taxes of $0 | 24 | 24 | ||||
Restricted share grants | 225 | 225 | ||||
Restricted share grants, shares | 189,642 | |||||
Non-cash compensation expense | 619 | 619 | ||||
Purchase of treasury stock, shares | 23,109 | |||||
Purchase of treasury stock | (353) | $ (353) | ||||
Common stock cash dividend | (14,805) | (14,805) | ||||
Stockholders' equity, ending balance at Mar. 27, 2016 | $ 637,750 | $ 445 | $ 605,877 | $ (3,134) | $ 34,915 | $ (353) |
Common stock shares, ending balance at Mar. 27, 2016 | 44,900,139 | 44,900,139 | ||||
Treasury stock shares, ending balance at Mar. 27, 2016 | 23,109 |
Unaudited Condensed Consolidat6
Unaudited Condensed Consolidated Statement of Stockholders’ Equity (Parenthetical) $ in Thousands | 3 Months Ended |
Mar. 27, 2016USD ($) | |
Statement of Stockholders' Equity [Abstract] | |
Net actuarial loss and prior service cost, income tax | $ 0 |
Unaudited Condensed Consolidat7
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 27, 2016 | Mar. 29, 2015 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 4,967 | $ (6,066) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation and amortization | 16,091 | 15,702 |
Non-cash compensation expense | 619 | 141 |
Non-cash interest expense | 696 | 718 |
Deferred income taxes | (5,124) | (326) |
Loss on sale or disposal of assets | 1,520 | 545 |
Pension and other postretirement benefit obligations | (60) | (329) |
Changes in assets and liabilities: | ||
Accounts receivable, net | 25,468 | 10,584 |
Inventory | (1,621) | 263 |
Prepaid expenses | (4,623) | (1,276) |
Other assets | (1,190) | (534) |
Accounts payable | 1,115 | (8,996) |
Accrued expenses | (30,542) | 14,048 |
Deferred revenue | 2,239 | (83) |
Other long-term liabilities | 273 | 664 |
Net cash provided by operating activities | 9,828 | 25,055 |
Cash flows from investing activities: | ||
Purchases of property, plant, and equipment | (2,588) | (1,692) |
Proceeds from sale of publications and other assets | 243 | 0 |
Acquisitions, net of cash acquired | (58,727) | (378,534) |
Net cash used in investing activities | (61,072) | (380,226) |
Cash flows from financing activities: | ||
Payment of debt issuance costs | 0 | (374) |
Borrowings under term loans | 0 | 98,685 |
Borrowings under revolving credit facility | 0 | 84,000 |
Repayments under term loans | (877) | (563) |
Repayments under revolving credit facility | 0 | (60,000) |
Payment of offering costs | 0 | (884) |
Issuance of common stock, net of underwriter’s discount | 0 | 150,866 |
Purchase of treasury stock | (353) | 0 |
Payment of dividends | (14,774) | (13,339) |
Net cash (used in) provided by financing activities | (16,004) | 258,391 |
Net decrease in cash and cash equivalents | (67,248) | (96,780) |
Cash and cash equivalents at beginning of period | 146,638 | 123,709 |
Cash and cash equivalents at end of period | $ 79,390 | $ 26,929 |
Unaudited Financial Statements
Unaudited Financial Statements | 3 Months Ended |
Mar. 27, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Unaudited Financial Statements | 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 27, 2015, 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 was formed as a Delaware corporation on June 18, 2013. New Media was capitalized by and issued 1,000 common shares to Newcastle Investment Corp. (“Newcastle”). New Media had no operations until November 26, 2013, when it assumed control of GateHouse Media, Inc. ("GateHouse") and Local Media Group Holdings LLC. Gatehouse was determined to be the predecessor to New Media, as the operations of GateHouse comprises substantially all of the business operations of the combined companies. 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. The Company’s operating segments (Eastern US Publishing, Central US Publishing, Western US Publishing) are aggregated into one reportable segment. The newspaper industry and the Company have experienced declining revenue and profitability over the past several years. As a result, the Company has implemented, and 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. Accumulated Other Comprehensive Income (Loss) The changes in accumulated other comprehensive income (loss) by component for the three months ended March 27, 2016 and March 29, 2015 are outlined below. Net actuarial loss and prior service cost (1) For the three months ended March 27, 2016: Balance at December 27, 2015 $ (3,158 ) Other comprehensive income before reclassifications — Amounts reclassified from accumulated other comprehensive income 24 Net current period other comprehensive income, net of taxes 24 Balance at March 27, 2016 $ (3,134 ) For the three months ended March 29, 2015: Balance at December 28, 2014 $ (4,469 ) Other comprehensive income before reclassifications — Amounts reclassified from accumulated other comprehensive income 23 Net current period other comprehensive income, net of taxes 23 Balance at March 29, 2015 $ (4,446 ) (1) This accumulated other comprehensive income (loss) component is included in the computation of net periodic benefit cost. See Note 10. The following table presents reclassifications out of accumulated other comprehensive income (loss) for the three months ended March 27, 2016 and March 29, 2015 . Amounts Reclassified from Accumulated Other Comprehensive Loss Three months ended March 27, 2016 Three months ended March 29, 2015 Affected Line Item in the Consolidated Statements of Operations and Comprehensive Income (Loss) Amortization of unrecognized loss $ 24 $ 23 (1) Amounts reclassified from accumulated other comprehensive loss 24 23 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 $ 24 $ 23 Net income (loss) (1) This accumulated other comprehensive income (loss) component is included in the computation of net periodic benefit cost. See Note 10. Reclassifications Certain amounts in the prior period's condensed consolidated financial statements have been reclassified to conform to the current year presentation. Recently Issued Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers” (Topic 606). ASU No. 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 August 2015, the FASB issued ASU No. 2015-14, “Revenue from Contracts with Customers: Deferral of the Effective Date” which defers for one year the effective date of the new revenue standard (ASU No. 2014-09) for public and non-public entities reporting under U.S. GAAP. The standard is to be applied using one of two retrospective application methods. The FASB is permitting entities to adopt the standard as of the original effective date. In March 2016, the FASB issued ASU No. 2016-08, “Revenue from Contracts with Customers - Principal versus Agent Considerations” (Topic 606), which clarifies the implementation guidance on principal versus agent considerations. The Company is currently reviewing these amendments and application methods 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 is 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. In August 2015, the FASB issued ASU No. 2015-15, “Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements”, which addresses the presentation of debt issuance costs related to line-of-credit arrangements. As a result of these amendments, the Company’s deferred financing costs of $3,143 were reclassified from long-term assets to long-term debt as of December 27, 2015, on the Company’s consolidated balance sheet. 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 is 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 did not have a material impact on the financial statements. In July 2015, the FASB issued ASU No. 2015-11, “Simplifying the Measurement of Inventory” (Topic 330), which simplifies the measurement of inventory by requiring certain inventory to be measured at the “lower of cost and net realizable value” and options that currently exist for “market value” will be eliminated. The ASU defines net realizable value as the “estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation.” The standard will be effective for the Company beginning in the first quarter of 2017. Entities should adopt the guidance prospectively, and early adoption is permitted. The amendments in ASU No. 2015-11 are not expected to have a material impact on the financial statements. In September 2015, the FASB issued ASU No. 2015-16, “Simplifying the Accounting for Measurement-Period Adjustments” (Topic 805), which eliminates the requirement to restate prior period financial statements for measurement period adjustments. The ASU requires that the cumulative impact of a measurement period adjustment be recognized in the reporting period in which the adjustment is recognized. The standard is effective for the Company beginning in the first quarter of 2016. The amendments in ASU No. 2015-16 did not have a material impact on the financial statements. In February 2016, the FASB issued ASU No. 2016-02, “Leases” (Topic 842), which revises the accounting related to lessee accounting. Under the new guidance, lessees will be required to recognize a lease liability and a right-of-use asset for all leases with terms greater than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The provisions of ASU 2016-02 are effective for fiscal years beginning after December 15, 2018 and should be applied through a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. Early adoption is permitted. The Company is currently evaluating the impact this accounting standard will have on the Company’s consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, “Compensation - Stock Compensation” (Topic 718), which addresses several aspects of accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The provisions are effective for fiscal years beginning after December 15, 2016, and there are various adoptions methods. Early adoption is permitted. The Company is currently evaluating the impact this accounting standard will have on the Company’s consolidated financial statements. |
Acquisitions and Dispositions
Acquisitions and Dispositions | 3 Months Ended |
Mar. 27, 2016 | |
Business Combinations [Abstract] | |
Acquisitions and Dispositions | Acquisitions and Dispositions Acquisitions 2016 Other Acquisitions The Company acquired substantially all the assets, properties and business of certain publications and businesses on December 31, 2015, January 12, 2016, and March 18, 2016 (“2016 Other Acquisitions”), which included 62 business publications, one daily newspaper, two shoppers, and a marketing software business for an aggregate purchase price of $59,533 , including estimated working capital. The acquisitions were financed from cash on hand. The rationale for the acquisitions was primarily due to the attractive nature of the newspaper assets and digital marketing technology platform and cash flows combined with cost saving and revenue generating opportunities available. The Company accounted for the 2016 Other Acquisitions 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 Accounting Standards Codification (“ASC”) Topic 805, "Business Combinations" (“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. liabilities 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 the assets and liabilities: Current assets $ 9,381 Other assets 4,192 Property, plant and equipment 7,696 Advertiser relationships 7,860 Subscriber relationships 22,990 Software 4,112 Mastheads 5,400 Goodwill 35,117 Total assets 96,748 Current liabilities 15,438 Pension 15,968 Other long-term liabilities 5,809 Total liabilities 37,215 Net assets $ 59,533 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 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 obligation assumed for the defined benefit pension plan was measured in accordance with ASC 715-20, "Compensation-Retirement Benefits". The Company recorded approximately $268 of selling, general and administrative expense for acquisition related costs for the 2016 Other Acquisitions during the three months ended March 27, 2016. For tax purposes, the amount of goodwill that is expected to be deductible is $8,914 . 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 of $110,767 , including working capital. 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, thirty-five weekly publications and fifteen 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 purchase price reflects a working capital adjustment of $312 paid in July 2015. 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 following table summarizes the fair values of Stephens Media assets and liabilities: Current assets $ 16,187 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 9,525 Total assets 119,975 Current liabilities 9,208 Total liabilities 9,208 Net assets $ 110,767 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. For tax purposes, the amount of goodwill that is expected to be deductible is $3,082 , after the allocation of goodwill to the Review Journal (as defined below). 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 of $285,369 , including working capital and net of assumed debt. 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. Subsequently, the escrow period was extended four 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. The purchase price reflects a working capital adjustment of $750 received in August 2015. 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 cash on hand. 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 following table summarizes the fair values of Halifax Media Group assets and liabilities: Current assets $ 42,114 Property, plant and equipment 95,369 Advertiser relationships 74,300 Subscriber relationships 36,200 Customer relationships 11,800 Mastheads 32,900 Goodwill 31,744 Total assets 324,427 Liabilities 39,058 Debt assumed 18,000 Total liabilities 57,058 Net assets $ 267,369 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 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 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 $34,255 , were included in the acquired assets. The gross contractual amount of these receivables was $36,266 and the contractual cash flows not expected to be collected were estimated at $2,011 as of the acquisition date. For tax purposes, the amount of goodwill that is expected to be deductible is $31,744 . 2015 Other Acquisitions The Company acquired substantially all the assets, properties and business of publishing/operating certain newspapers on June 15, 2015 and September 23, 2015 (“2015 Other Acquisitions”), which included two daily newspapers, twenty-eight weekly publications, and two shoppers serving Central Ohio and Southern Michigan for an aggregate purchase price, including estimated working capital, of $52,021 . The acquisition completed on June 15, 2015 was financed with $25,000 of additional term debt under the New Media Credit Agreement and the remaining amount from cash on hand. The acquisition completed on September 23, 2015 was financed with cash on hand. The rationale for the acquisitions 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 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 fair values in accordance with ASC 805. The following table summarizes the fair values of the assets and liabilities: Current assets $ 20,863 Property, plant and equipment 40,006 Noncompete agreements 3 Advertiser relationships 554 Subscriber relationships 1,159 Customer relationships 37 Mastheads 3,991 Goodwill 2,193 Total assets 68,806 Liabilities 16,785 Total liabilities 16,785 Net assets $ 52,021 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 $2,193 . Dispositions On December 10, 2015, the Company completed its sale of the Las Vegas Review-Journal and related publications (“Review-Journal”) (initially acquired in the Stephens Media acquisition), which are located in Las Vegas, Nevada, for an aggregate sale price of $140,000 plus working capital adjustment of $1,000 . As a result, a pre-tax gain of $57,072 , net of selling expenses, is included in (gain) loss on sale or disposal of assets on the consolidated statement of operations and comprehensive income (loss) for this period, since the disposition did not qualify for treatment as a discontinued operation under ASU No. 2014-08. The carrying amount of assets and liabilities included as part of the disposal group were: Current assets $ 13,372 Property, plant and equipment 39,783 Intangible assets 31,180 Goodwill 6,385 Total assets 90,720 Current liabilities 6,846 Total liabilities 6,846 Net assets $ 83,874 The Company entered into a Management and Advisory Agreement with DB Nevada Holdings, Inc. in conjunction with the sale of the Review-Journal on December 10, 2015. Under the terms of the agreement, the Company is authorized to manage and conduct business and oversee the assets and operations. The Company analyzed the terms of the agreement based on the guidance in ASU No. 2015-02 and concluded that the fees received from the Review-Journal do not represent a variable interest. On February 23, 2016, the Company received notification of termination of the Management and Advisory Agreement, which will terminate May 23, 2016. Pro-Forma Results The unaudited pro forma condensed consolidated statement of operations information for 2015, set forth below, presents the results of operations as if the consolidation of the newspapers from Halifax Media Group and Stephens Media had occurred on December 29, 2014. The pro forma information excludes results of operations of the Review-Journal, as well as the gain on sale of assets. The results of operations of the 2015 Other Acquisitions are not material to the Company’s 2015 results of operations and have been excluded from the pro-forma results. 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 March 27, 2016 . Three months ended March 29, 2015 Revenues $ 262,875 Loss from continuing operations $ (7,975 ) Loss from continuing operations per common share: Basic $ (0.19 ) Diluted $ (0.19 ) |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Mar. 27, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | Share-Based Compensation The Company recognized compensation cost for share-based payments of $619 and $141 during the three months ended March 27, 2016 and March 29, 2015 , respectively. The total compensation cost not yet recognized related to non-vested awards as of March 27, 2016 was $5,650 , which is expected to be recognized over a weighted average period of 2.36 years through February 2019. 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 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, of which 5,280 and 5,289 vested on March 14, 2016 and March 14, 2015, respectively. During the year ended December 27, 2015, grants of restricted shares totaling 234,267 shares were made to the Company’s Employees, of which 66,645 vested on February 24, 2016. During the three months ended March 27, 2016 , a grant of restricted shares totaling 175,650 shares was made to the Company’s Employees. As of March 27, 2016 and March 29, 2015, there were 348,573 and 206,750 RSGs, respectively, issued and outstanding with a weighted average grant date fair value of $18.30 and $22.49 , respectively. As of March 27, 2016 , the aggregate intrinsic value of unvested RSGs was $5,633 . RSG activity during the three months ended March 27, 2016 was as follows: Number of RSGs Weighted-Average Grant Date Fair Value Unvested at December 27, 2015 244,848 $ 21.67 Granted 175,650 15.24 Vested (71,925 ) 22.30 Unvested at March 27, 2016 348,573 $ 18.30 FASB ASC Topic 718, “Compensation – Stock Compensation”, requires the recognition of share-based compensation for the number of awards that are ultimately expected to vest. The Company’s estimated forfeitures are based on the Company’s historical forfeiture rates. Estimated forfeitures are reassessed periodically and the estimate may change based on new facts and circumstances. |
Restructuring
Restructuring | 3 Months Ended |
Mar. 27, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Restructuring Over the past several years, and in furtherance of the Company’s cost reduction and cash 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 operations, including those of recently acquired entities. These initiatives impact all of the Company’s geographic regions and are often influenced by the terms of union contracts within the region. All costs related to these programs, which primarily reflect involuntary severance expense, are accrued at the time of announcement or over the remaining service period. Information related to restructuring program activity for the three months ended March 27, 2016 is outlined below. Severance and Related Costs Other Costs (1) Total December 27, 2015 $ 2,199 $ 322 $ 2,521 Restructuring provision included in Integration and Reorganization 868 58 926 Restructuring accrual assumed from acquisition 52 43 95 Cash payments (1,977 ) (328 ) (2,305 ) March 27, 2016 $ 1,142 $ 95 $ 1,237 (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 months ended March 27, 2016 and March 29, 2015 . Three months ended March 27, 2016 Three months ended March 29, 2015 Severance and related costs $ 868 $ 1,927 Severance costs assumed from acquisition 95 — Other costs 58 — Cash payments (2,305 ) (1,176 ) |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 27, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill and intangible assets consisted of the following: March 27, 2016 Gross carrying amount Accumulated amortization Net carrying amount Amortized intangible assets: Advertiser relationships 165,906 16,101 149,805 Customer relationships 19,826 1,966 17,860 Subscriber relationships 85,231 9,316 75,915 Other intangible assets 4,586 122 4,464 Total $ 275,549 $ 27,505 $ 248,044 Nonamortized intangible assets: Goodwill $ 206,236 Mastheads 91,295 Total $ 297,531 December 27, 2015 Gross Accumulated Net Amortized intangible assets: Advertiser relationships $ 143,002 $ 13,453 $ 129,549 Customer relationships 19,829 1,667 18,162 Subscriber relationships 77,385 7,897 69,488 Other intangible assets 473 105 368 Total $ 240,689 $ 23,122 $ 217,567 Nonamortized intangible assets: Goodwill $ 171,119 Mastheads 86,008 Total $ 257,127 As of March 27, 2016 , the weighted average amortization periods for amortizable intangible assets are 15.5 years for advertiser relationships, 16.5 years for customer relationships, 14.9 years for subscriber relationships and 3.5 years for other intangible assets. The weighted average amortization period in total for all amortizable intangible assets is 15.2 years. Amortization expense for the three months ended March 27, 2016 and March 29, 2015 was $4,399 and $3,798 , respectively. Estimated future amortization expense as of March 27, 2016 , is as follows: For the years ending the Sunday closest to December 31: 2016 $ 14,544 2017 19,351 2018 19,346 2019 18,291 2020 17,912 Thereafter 158,600 Total $ 248,044 The changes in the carrying amount of goodwill for the period from December 27, 2015 to March 27, 2016 are as follows: Balance at December 27, 2015 $ 171,119 Goodwill acquired in business combinations 35,117 Balance at March 27, 2016 $ 206,236 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 of March 27, 2016 , a review of impairment indicators was performed by the Company noting that its financial results and forecast had not changed materially since the prior impairment test, and it was determined that no indicators of impairment were present. 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 | 3 Months Ended |
Mar. 27, 2016 | |
Debt Disclosure [Abstract] | |
Indebtedness | Indebtedness 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 from $75,000 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 (as defined below). 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 first quarter of 2015. 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 March 27, 2016 , $0 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 March 27, 2016 the New Media Credit Agreement had a weighted average interest rate of 7.2% . 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” (“ASC Subtopic 470-50”), as the difference between the present value of the cash flows under the New Media Credit Agreement and the present value of the cash flows under the GateHouse Credit Facilities was less than 10% . The unamortized deferred financing costs and original issuance discount balances as of the refinance date pertaining to this lender’s portion of the GateHouse Credit Facilities will be amortized over the terms of the new facility. The remaining portion of the GateHouse Credit Facilities and the Local Media Credit Facility debt refinancing constituted an extinguishment of debt under ASC Subtopic 470-50, and was accounted for accordingly. In connection with this 2014 transaction, the Company incurred approximately $10,202 of fees and expenses, of which $6,725 was recognized as original issue discount and $1,700 were capitalized as deferred financing costs. These amounts will be amortized over the term of the new Senior Secured Credit Facilities. Additionally, the Company recorded a loss on early extinguishment of debt of $9,047 associated with this transaction, which consisted of the write-off of unamortized deferred financing costs and other expenses not eligible for capitalization under ASC Subtopic 470-50. 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. 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 first quarter. Lender fees and third party expenses of $1,769 were allocated to the 2015 Incremental Revolver, capitalized, and written off to interest expense 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 second quarter. The lender fees for the May 2015 Incremental Term Loan increased the original issue discount by $813 . As of March 27, 2016 , 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 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 Advantage 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. As of March 27, 2016 , the Company is in compliance with all of the covenants and obligations under the Advantage Credit Agreements. Fair Value The fair value of long-term debt under the Senior Secured Credit Facilities and the Advantage Credit Agreements was estimated at $365,425 as of March 27, 2016 , 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 publicly 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 March 27, 2016 , scheduled principal payments of outstanding debt are as follows: 2016 2,632 2017 13,509 2018 3,509 2019 11,509 2020 334,266 $ 365,425 Less: Short-term debt 13,509 Remaining original issue discount 8,853 Deferred financing costs 2,978 Long-term debt $ 340,085 |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 27, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 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 March 27, 2016 , Fortress and its affiliates owned approximately 1.5% of the Company’s outstanding stock and approximately 39.5% of the Company’s outstanding warrants. The Company’s Manager holds 1,445,062 stock options of the Company’s stock as of March 27, 2016. During the three months ended March 27, 2016 and March 29, 2015, Fortress and its affiliates were paid $225 and $205 in dividends, respectively. 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 $98 and $72 during the three months ended March 27, 2016 and March 29, 2015 , 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 November 26, 2013, 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 9. 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 $2,388 and $2,270 for management fees and $199 and $237 for incentive compensation within selling, general and administrative expense and $797 and $743 in management fees and $20,938 and $112 in incentive compensation was paid to FIG LLC during the three months ended March 27, 2016 and March 29, 2015 , respectively. The Company had an outstanding liability of $3,205 and $22,353 at March 27, 2016 and December 27, 2015 , respectively, included in accrued expenses. In addition, the Company reimbursed Fortress for expenses of approximately $403 and $0 during the three months ended March 27, 2016 and March 29, 2015 , 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 | 3 Months Ended |
Mar. 27, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company performs a quarterly assessment of its deferred tax assets and liabilities. ASC Topic 740, “Income Taxes” (“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 three months ended March 27, 2016 , a net decrease to the valuation allowance of $5,090 was available to offset deferred tax assets against deferred tax liabilities as noted further below. The $5,090 decrease to the valuation allowance was recognized through the Unaudited Condensed Consolidated Statement of Operations and Comprehensive Income (Loss). 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 three months ended March 27, 2016 , the expected federal tax benefit at 34% is $54 . The difference between the expected tax and the effective tax benefit of $5,127 is primarily attributable to the tax effect of the valuation allowance release of $5,090 , the tax effect related to non-deductible expenses of $1 , and a state tax benefit of $2 and other adjustments of $20 . The Company recorded an income tax benefit during the quarter ended March 27, 2016 of $5,119 related to its acquisition of certain legal entities acquired during the quarter ended March 27, 2016. In accordance with ASC 805, the Company released a portion of its valuation allowance, since it is able to utilize deferred tax assets against the deferred tax liabilities reflected in purchase accounting for the acquired entities. 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 2012 tax year and beyond. The Company’s 2013 short tax year Federal returns are under examination by the Internal Revenue Service. We do not anticipate any material adjustments related to this examination. |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 3 Months Ended |
Mar. 27, 2016 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share | Earnings (Loss) Per Share The following table sets forth the computation of basic and diluted earnings (loss) per share (“EPS”): Three months ended March 27, 2016 Three months ended March 29, 2015 Numerator for earnings per share calculation: Net income (loss) $ 4,967 $ (6,066 ) Denominator for earnings per share calculation: Basic weighted average shares outstanding 44,769,021 42,759,675 Effect of dilutive securities: Stock Options 37,051 — Diluted weighted average shares outstanding 44,806,072 42,759,675 For the three months ended March 27, 2016 , the Company excluded 1,362,479 common stock warrants and 700,000 stock options from the computation of diluted income per share because their effect would have been antidilutive. For the three months ended March 29, 2015 , the Company excluded 1,362,479 common stock warrants, 206,750 restricted stock grants, and 1,445,062 stock options from the computation of diluted income per share because their effect would have been antidilutive. Equity 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. In March 2015, the Company issued 9,735 shares of its common stock to its Non-Officer Directors to settle a liability of $225 for 2014 services. In March 2016, the Company issued 13,992 shares of its common stock to its Non-Officer Directors to settle a liability of $225 for 2015 services. Dividends 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 . 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 was paid on August 20, 2015 , to shareholders of record as of the close of business on August 12, 2015 . On October 29, 2015, the Company announced a third 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 November 19, 2015 , to shareholders of record as of the close of business on November 12, 2015 . On February 25, 2016, the Company announced a fourth quarter 2015 cash dividend of $0.33 per share Common Stock, par value $0.01 per share, of New Media. The dividend was paid on March 17, 2016 , to shareholders of record as of the close of business on March 9, 2016 . |
Pension and Postretirement Bene
Pension and Postretirement Benefits | 3 Months Ended |
Mar. 27, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Pension and Postretirement Benefits | Pension and Postretirement Benefits As a result of the Enterprise News Media LLC, Copley Press, Inc., and Times Publishing Company acquisitions, the Company maintains two pension plans 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 Times Publishing pension plan was frozen prior to the acquisition date. The following provides information on the pension plans and postretirement medical and life insurance plans for the three months ended March 27, 2016 and March 29, 2015 : Three months ended March 27, 2016 Three months ended March 29, 2015 Pension Postretirement Pension Postretirement Components of net periodic benefit costs: Service cost $ 75 $ 4 $ 75 $ 5 Interest cost 805 56 289 55 Expected return on plan assets (1,045 ) — (424 ) — Amortization of unrecognized loss 24 — 23 — Total $ (141 ) $ 60 $ (37 ) $ 60 For the three months ended March 27, 2016 and March 29, 2015 , the Company recognized a total of $(81) and $23 in pension and postretirement benefit expense, respectively. During the three months ended March 27, 2016, the Company contributed $305 to the pension plans. The Company is expected to pay an additional $1,217 in employer contributions to the pension plans during the current fiscal year. |
Fair Value Measurement
Fair Value Measurement | 3 Months Ended |
Mar. 27, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Fair Value Measurement The Company measures and records in the accompanying condensed consolidated financial statements certain assets and liabilities at fair value on a recurring basis. ASC Topic 820 “Fair Value Measurements and Disclosures” establishes a fair value hierarchy for those instruments measured at fair value that distinguishes between assumptions based on market data (observable inputs) and the Company’s own assumptions (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: Fair Value Measurements at Reporting Date Using Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Fair Value Measurements As of March 27, 2016 Assets Cash and cash equivalents $ 79,390 $ — $ — $ 79,390 Restricted cash 3,200 — — 3,200 As of December 27, 2015 Assets Cash and cash equivalents $ 146,638 $ — $ — $ 146,638 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). For the acquisitions during the quarters ended March 29, 2015, June 28, 2015, and September 27, 2015, and March 27, 2016, 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 2 for discussion of the valuation techniques, significant inputs, assumptions utilized, and the fair value recognized. 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 | 3 Months Ended |
Mar. 27, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies The Company is and may become involved from time to time in legal proceedings in the ordinary course of its business, including but not limited to with respect to such matters as libel, invasion of privacy, intellectual property infringement, wrongful termination actions and complaints alleging employment discrimination, and regulatory investigations and inquiries. In addition, the Company is involved from time to time in governmental and administrative proceedings concerning employment, labor, environmental and other claims. Insurance coverage mitigates potential loss for certain of these matters. Historically, such claims and proceedings have not had a material adverse effect on the Company’s consolidated results of operations or financial position. Although the Company is unable to predict with certainty the eventual outcome of any litigation, regulatory investigation or inquiry, in the opinion of management, the Company does not expect its current and any threatened legal proceedings to have a material adverse effect on the Company’s business, financial position or consolidated results of operations. Given the inherent unpredictability of these types of proceedings, however, it is possible that future adverse outcomes could have a material effect on the Company’s financial results. Restricted cash at March 27, 2016 and December 27, 2015 , in the aggregate amount of $3,200 and $6,967 , 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 | 3 Months Ended |
Mar. 27, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Dividends On April 28, 2016, the Company announced a first quarter 2016 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 May 19, 2016 , to shareholders of record as of the close of business on May 11, 2016 . Journal Multimedia In April 2016, the Company reached an agreement to purchase substantially all of the assets of Journal Multimedia for $18,000 , plus working capital and the assumption of liabilities. Journal Multimedia is a publisher of B2B business publications, a trade magazine, a consumer magazine, digital products, and a research and events division based in Harrisburg, Pennsylvania. The Company anticipates the deal will close in the second quarter of 2016 subject to customary closing conditions; however, there can be no assurance as to the timing or the occurrence of the closing. |
Unaudited Financial Statements
Unaudited Financial Statements (Policies) | 3 Months Ended |
Mar. 27, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Reclassifications | Certain amounts in the prior period's condensed consolidated financial statements have been reclassified to conform to the current year presentation. |
Recently Issued Accounting Pronouncements | In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers” (Topic 606). ASU No. 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 August 2015, the FASB issued ASU No. 2015-14, “Revenue from Contracts with Customers: Deferral of the Effective Date” which defers for one year the effective date of the new revenue standard (ASU No. 2014-09) for public and non-public entities reporting under U.S. GAAP. The standard is to be applied using one of two retrospective application methods. The FASB is permitting entities to adopt the standard as of the original effective date. In March 2016, the FASB issued ASU No. 2016-08, “Revenue from Contracts with Customers - Principal versus Agent Considerations” (Topic 606), which clarifies the implementation guidance on principal versus agent considerations. The Company is currently reviewing these amendments and application methods 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 is 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. In August 2015, the FASB issued ASU No. 2015-15, “Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements”, which addresses the presentation of debt issuance costs related to line-of-credit arrangements. As a result of these amendments, the Company’s deferred financing costs of $3,143 were reclassified from long-term assets to long-term debt as of December 27, 2015, on the Company’s consolidated balance sheet. 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 is 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 did not have a material impact on the financial statements. In July 2015, the FASB issued ASU No. 2015-11, “Simplifying the Measurement of Inventory” (Topic 330), which simplifies the measurement of inventory by requiring certain inventory to be measured at the “lower of cost and net realizable value” and options that currently exist for “market value” will be eliminated. The ASU defines net realizable value as the “estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation.” The standard will be effective for the Company beginning in the first quarter of 2017. Entities should adopt the guidance prospectively, and early adoption is permitted. The amendments in ASU No. 2015-11 are not expected to have a material impact on the financial statements. In September 2015, the FASB issued ASU No. 2015-16, “Simplifying the Accounting for Measurement-Period Adjustments” (Topic 805), which eliminates the requirement to restate prior period financial statements for measurement period adjustments. The ASU requires that the cumulative impact of a measurement period adjustment be recognized in the reporting period in which the adjustment is recognized. The standard is effective for the Company beginning in the first quarter of 2016. The amendments in ASU No. 2015-16 did not have a material impact on the financial statements. In February 2016, the FASB issued ASU No. 2016-02, “Leases” (Topic 842), which revises the accounting related to lessee accounting. Under the new guidance, lessees will be required to recognize a lease liability and a right-of-use asset for all leases with terms greater than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The provisions of ASU 2016-02 are effective for fiscal years beginning after December 15, 2018 and should be applied through a modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements. Early adoption is permitted. The Company is currently evaluating the impact this accounting standard will have on the Company’s consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, “Compensation - Stock Compensation” (Topic 718), which addresses several aspects of accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The provisions are effective for fiscal years beginning after December 15, 2016, and there are various adoptions methods. Early adoption is permitted. The Company is currently evaluating the impact this accounting standard will have on the Company’s consolidated financial statements. |
Unaudited Financial Statement22
Unaudited Financial Statements (Tables) | 3 Months Ended |
Mar. 27, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Changes in Accumulated Other Comprehensive Income (Loss) by Component | The changes in accumulated other comprehensive income (loss) by component for the three months ended March 27, 2016 and March 29, 2015 are outlined below. Net actuarial loss and prior service cost (1) For the three months ended March 27, 2016: Balance at December 27, 2015 $ (3,158 ) Other comprehensive income before reclassifications — Amounts reclassified from accumulated other comprehensive income 24 Net current period other comprehensive income, net of taxes 24 Balance at March 27, 2016 $ (3,134 ) For the three months ended March 29, 2015: Balance at December 28, 2014 $ (4,469 ) Other comprehensive income before reclassifications — Amounts reclassified from accumulated other comprehensive income 23 Net current period other comprehensive income, net of taxes 23 Balance at March 29, 2015 $ (4,446 ) (1) This accumulated other comprehensive income (loss) component is included in the computation of net periodic benefit cost. See Note 10. |
Reclassification Out of Accumulated Other Comprehensive Income | The following table presents reclassifications out of accumulated other comprehensive income (loss) for the three months ended March 27, 2016 and March 29, 2015 . Amounts Reclassified from Accumulated Other Comprehensive Loss Three months ended March 27, 2016 Three months ended March 29, 2015 Affected Line Item in the Consolidated Statements of Operations and Comprehensive Income (Loss) Amortization of unrecognized loss $ 24 $ 23 (1) Amounts reclassified from accumulated other comprehensive loss 24 23 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 $ 24 $ 23 Net income (loss) (1) This accumulated other comprehensive income (loss) component is included in the computation of net periodic benefit cost. See Note 10. |
Acquisitions and Dispositions (
Acquisitions and Dispositions (Tables) | 3 Months Ended |
Mar. 27, 2016 | |
Business Combinations [Abstract] | |
Schedule of Assets Acquired and Liabilities Assumed | The following table summarizes the fair values of the assets and liabilities: Current assets $ 20,863 Property, plant and equipment 40,006 Noncompete agreements 3 Advertiser relationships 554 Subscriber relationships 1,159 Customer relationships 37 Mastheads 3,991 Goodwill 2,193 Total assets 68,806 Liabilities 16,785 Total liabilities 16,785 Net assets $ 52,021 The following table summarizes the preliminary fair values of the assets and liabilities: Current assets $ 9,381 Other assets 4,192 Property, plant and equipment 7,696 Advertiser relationships 7,860 Subscriber relationships 22,990 Software 4,112 Mastheads 5,400 Goodwill 35,117 Total assets 96,748 Current liabilities 15,438 Pension 15,968 Other long-term liabilities 5,809 Total liabilities 37,215 Net assets $ 59,533 The following table summarizes the fair values of Halifax Media Group assets and liabilities: Current assets $ 42,114 Property, plant and equipment 95,369 Advertiser relationships 74,300 Subscriber relationships 36,200 Customer relationships 11,800 Mastheads 32,900 Goodwill 31,744 Total assets 324,427 Liabilities 39,058 Debt assumed 18,000 Total liabilities 57,058 Net assets $ 267,369 The following table summarizes the fair values of Stephens Media assets and liabilities: Current assets $ 16,187 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 9,525 Total assets 119,975 Current liabilities 9,208 Total liabilities 9,208 Net assets $ 110,767 |
Schedule of Assets and Liabilities Sold | The carrying amount of assets and liabilities included as part of the disposal group were: Current assets $ 13,372 Property, plant and equipment 39,783 Intangible assets 31,180 Goodwill 6,385 Total assets 90,720 Current liabilities 6,846 Total liabilities 6,846 Net assets $ 83,874 |
Schedule of Unaudited Pro Forma Results | The unaudited pro forma condensed consolidated statement of operations information for 2015, set forth below, presents the results of operations as if the consolidation of the newspapers from Halifax Media Group and Stephens Media had occurred on December 29, 2014. The pro forma information excludes results of operations of the Review-Journal, as well as the gain on sale of assets. The results of operations of the 2015 Other Acquisitions are not material to the Company’s 2015 results of operations and have been excluded from the pro-forma results. 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 March 27, 2016 . Three months ended March 29, 2015 Revenues $ 262,875 Loss from continuing operations $ (7,975 ) Loss from continuing operations per common share: Basic $ (0.19 ) Diluted $ (0.19 ) |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 3 Months Ended |
Mar. 27, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
RSG Activity | RSG activity during the three months ended March 27, 2016 was as follows: Number of RSGs Weighted-Average Grant Date Fair Value Unvested at December 27, 2015 244,848 $ 21.67 Granted 175,650 15.24 Vested (71,925 ) 22.30 Unvested at March 27, 2016 348,573 $ 18.30 |
Restructuring (Tables)
Restructuring (Tables) | 3 Months Ended |
Mar. 27, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring Program Activity | Information related to restructuring program activity for the three months ended March 27, 2016 is outlined below. Severance and Related Costs Other Costs (1) Total December 27, 2015 $ 2,199 $ 322 $ 2,521 Restructuring provision included in Integration and Reorganization 868 58 926 Restructuring accrual assumed from acquisition 52 43 95 Cash payments (1,977 ) (328 ) (2,305 ) March 27, 2016 $ 1,142 $ 95 $ 1,237 (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 months ended March 27, 2016 and March 29, 2015 . Three months ended March 27, 2016 Three months ended March 29, 2015 Severance and related costs $ 868 $ 1,927 Severance costs assumed from acquisition 95 — Other costs 58 — Cash payments (2,305 ) (1,176 ) |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 27, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill and Intangible Assets | Goodwill and intangible assets consisted of the following: March 27, 2016 Gross carrying amount Accumulated amortization Net carrying amount Amortized intangible assets: Advertiser relationships 165,906 16,101 149,805 Customer relationships 19,826 1,966 17,860 Subscriber relationships 85,231 9,316 75,915 Other intangible assets 4,586 122 4,464 Total $ 275,549 $ 27,505 $ 248,044 Nonamortized intangible assets: Goodwill $ 206,236 Mastheads 91,295 Total $ 297,531 December 27, 2015 Gross Accumulated Net Amortized intangible assets: Advertiser relationships $ 143,002 $ 13,453 $ 129,549 Customer relationships 19,829 1,667 18,162 Subscriber relationships 77,385 7,897 69,488 Other intangible assets 473 105 368 Total $ 240,689 $ 23,122 $ 217,567 Nonamortized intangible assets: Goodwill $ 171,119 Mastheads 86,008 Total $ 257,127 |
Intangible Assets Future Amortization Expense | Estimated future amortization expense as of March 27, 2016 , is as follows: For the years ending the Sunday closest to December 31: 2016 $ 14,544 2017 19,351 2018 19,346 2019 18,291 2020 17,912 Thereafter 158,600 Total $ 248,044 |
Summary of the Change in Goodwill | The changes in the carrying amount of goodwill for the period from December 27, 2015 to March 27, 2016 are as follows: Balance at December 27, 2015 $ 171,119 Goodwill acquired in business combinations 35,117 Balance at March 27, 2016 $ 206,236 |
Indebtedness (Tables)
Indebtedness (Tables) | 3 Months Ended |
Mar. 27, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Principal Payments of Outstanding Debt | As of March 27, 2016 , scheduled principal payments of outstanding debt are as follows: 2016 2,632 2017 13,509 2018 3,509 2019 11,509 2020 334,266 $ 365,425 Less: Short-term debt 13,509 Remaining original issue discount 8,853 Deferred financing costs 2,978 Long-term debt $ 340,085 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 3 Months Ended |
Mar. 27, 2016 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings (Loss) Per Share, Basic and Diluted | The following table sets forth the computation of basic and diluted earnings (loss) per share (“EPS”): Three months ended March 27, 2016 Three months ended March 29, 2015 Numerator for earnings per share calculation: Net income (loss) $ 4,967 $ (6,066 ) Denominator for earnings per share calculation: Basic weighted average shares outstanding 44,769,021 42,759,675 Effect of dilutive securities: Stock Options 37,051 — Diluted weighted average shares outstanding 44,806,072 42,759,675 |
Pension and Postretirement Be29
Pension and Postretirement Benefits (Tables) | 3 Months Ended |
Mar. 27, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Pension and Postretirement Net Periodic Benefit Costs | The following provides information on the pension plans and postretirement medical and life insurance plans for the three months ended March 27, 2016 and March 29, 2015 : Three months ended March 27, 2016 Three months ended March 29, 2015 Pension Postretirement Pension Postretirement Components of net periodic benefit costs: Service cost $ 75 $ 4 $ 75 $ 5 Interest cost 805 56 289 55 Expected return on plan assets (1,045 ) — (424 ) — Amortization of unrecognized loss 24 — 23 — Total $ (141 ) $ 60 $ (37 ) $ 60 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 3 Months Ended |
Mar. 27, 2016 | |
Fair Value Disclosures [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: Fair Value Measurements at Reporting Date Using Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Fair Value Measurements As of March 27, 2016 Assets Cash and cash equivalents $ 79,390 $ — $ — $ 79,390 Restricted cash 3,200 — — 3,200 As of December 27, 2015 Assets Cash and cash equivalents $ 146,638 $ — $ — $ 146,638 Restricted cash 6,967 — — 6,967 |
Unaudited Financial Statement31
Unaudited Financial Statements - Additional Information (Details) - USD ($) $ in Thousands | 8 Months Ended | |||
Feb. 13, 2014 | Mar. 27, 2016 | Dec. 27, 2015 | Jun. 18, 2013 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Deferred financing costs | $ 2,978 | |||
Common stock, shares issued | 44,900,139 | 44,710,497 | 1,000 | |
Percent of the Company owned by Newcastle | 84.60% | |||
Long-term Assets [Member] | Accounting Standards Update 2015-03 [Member] | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Deferred financing costs | $ (3,143) | |||
Long-term Debt [Member] | Accounting Standards Update 2015-03 [Member] | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Deferred financing costs | $ 3,143 |
Unaudited Financial Statement32
Unaudited Financial Statements - Changes in Accumulated Other Comprehensive Income (Loss) (Details) - Net actuarial loss and prior service cost [Member] - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 27, 2016 | Mar. 29, 2015 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Accumulated other comprehensive income (loss), beginning balance | $ (3,158) | $ (4,469) |
Other comprehensive income before reclassifications | 0 | 0 |
Amounts reclassified from accumulated other comprehensive income | 24 | 23 |
Net current period other comprehensive income, net of taxes | 24 | 23 |
Accumulated other comprehensive income (loss), ending balance | $ (3,134) | $ (4,446) |
Unaudited Financial Statement33
Unaudited Financial Statements - Reclassifications out of Accumulated Other Comprehensive Income (Details) - Reclassification out of Accumulated Other Comprehensive Income [Member] - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 27, 2016 | Mar. 29, 2015 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Amortization of unrecognized loss | $ 24 | $ 23 |
Income (loss) from continuing operations before income taxes | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Amounts reclassified from accumulated other comprehensive loss | 24 | 23 |
Income tax expense (benefit) | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Income tax expense | 0 | 0 |
Net income (loss) | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Amounts reclassified from accumulated other comprehensive loss, net of taxes | $ 24 | $ 23 |
Acquisitions and Dispositions -
Acquisitions and Dispositions - Additional Information (Details) | Mar. 18, 2015USD ($)newspapercirculationweekly_publicationShopper | Jan. 09, 2015USD ($)circulationweekly_publicationShopperDaily_publication | Mar. 27, 2016USD ($) | Mar. 18, 2016USD ($)newspaperNiche_publicationsShopper | Sep. 23, 2015USD ($)newspaperweekly_publicationShopper | Aug. 31, 2015USD ($) | Jul. 31, 2015USD ($) |
Stephens Media [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Acquisition purchase price, net working capital | $ 110,767,000 | ||||||
Number of daily publications acquired | newspaper | 9 | ||||||
Number of weekly publications acquired | weekly_publication | 35 | ||||||
Number of shoppers acquired | Shopper | 15 | ||||||
Daily circulation | circulation | 221 | ||||||
Sunday circulation | circulation | 244 | ||||||
Working capital adjustment | $ 312,000 | ||||||
Personal property useful life minimum (in years) | 1 year | ||||||
Personal property useful life maximum (in years) | 15 years | ||||||
Real property useful life minimum (in years) | 9 years | ||||||
Real property useful life maximum (in years) | 29 years | ||||||
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 | $ 2,500,000 | ||||||
Discount rate, licensing agreement | 10.00% | ||||||
Tax rate, licensing agreement | 40.00% | ||||||
Definite lived intangible assets useful life minimum (in years) | 14 years | ||||||
Definite lived intangible assets useful life maximum (in years) | 16 years | ||||||
Licensing agreement useful life (in years) | 25 years | ||||||
Acquired trade receivables fair value | $ 13,177,000 | ||||||
Acquired trade receivables contractual amount | 14,398,000 | ||||||
Acquired trade receivables estimated uncollectible | $ 1,221,000 | ||||||
Goodwill expected to be tax deductible | $ 3,082,000 | ||||||
Halifax Media Group [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Acquisition purchase price, net working capital | $ 285,369,000 | ||||||
Purchase price held in escrow | $ 17,000,000 | ||||||
Number of daily publications acquired | Daily_publication | 24 | ||||||
Number of weekly publications acquired | weekly_publication | 13 | ||||||
Number of shoppers acquired | Shopper | 5 | ||||||
Daily circulation | circulation | 635 | ||||||
Sunday circulation | circulation | 752 | ||||||
Working capital adjustment | $ 750,000 | ||||||
Debt issued for acquisition, term loans | $ 102,000,000 | ||||||
Debt issued for acquisition, revolving debt | $ 50,000,000 | ||||||
Debt fee percent | 1.00% | ||||||
Personal property useful life minimum (in years) | 1 year | ||||||
Personal property useful life maximum (in years) | 17 years | ||||||
Real property useful life minimum (in years) | 8 years | ||||||
Real property useful life maximum (in years) | 22 years | ||||||
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 years | ||||||
Definite lived intangible assets useful life maximum (in years) | 17 years | ||||||
Acquired trade receivables fair value | $ 34,255,000 | ||||||
Acquired trade receivables contractual amount | 36,266,000 | ||||||
Acquired trade receivables estimated uncollectible | $ 2,011,000 | ||||||
Goodwill expected to be tax deductible | 31,744,000 | ||||||
2015 Other Acquisitions [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Acquisition purchase price, net working capital | $ 52,021,000 | ||||||
Number of daily publications acquired | newspaper | 2 | ||||||
Number of weekly publications acquired | weekly_publication | 28 | ||||||
Number of shoppers acquired | Shopper | 2 | ||||||
Debt issued for acquisition, term loans | $ 25,000,000 | ||||||
Goodwill expected to be tax deductible | 2,193,000 | ||||||
2016 Other Acquisitions [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Number of business publications acquired | Niche_publications | 62 | ||||||
Number of daily newspapers acquired | newspaper | 1 | ||||||
Aggregate purchase price | $ 59,533,000 | ||||||
Number of shoppers acquired | Shopper | 2 | ||||||
Acquisition related costs recognized in selling, general, and administrative expense | 268,000 | ||||||
Goodwill expected to be tax deductible | $ 8,914,000 |
Acquisitions and Dispositions35
Acquisitions and Dispositions - Summary of Preliminary Fair Value of Assets and Liabilities (Details) - USD ($) $ in Thousands | Mar. 27, 2016 | Dec. 31, 2015 | Dec. 27, 2015 | Jun. 15, 2015 | Mar. 18, 2015 | Jan. 09, 2015 |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 206,236 | $ 171,119 | ||||
Stephens Media [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Current assets | $ 16,187 | |||||
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 | 9,525 | |||||
Total assets | 119,975 | |||||
Current liabilities | 9,208 | |||||
Total liabilities | 9,208 | |||||
Net assets | $ 110,767 | |||||
Halifax Media Group [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Current assets | $ 42,114 | |||||
Property, plant and equipment | 95,369 | |||||
Advertiser relationships | 74,300 | |||||
Subscriber relationships | 36,200 | |||||
Customer relationships | 11,800 | |||||
Mastheads | 32,900 | |||||
Goodwill | 31,744 | |||||
Total assets | 324,427 | |||||
Current liabilities | 39,058 | |||||
Debt assumed | 18,000 | |||||
Total liabilities | 57,058 | |||||
Net assets | $ 267,369 | |||||
2015 Other Acquisitions [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Current assets | $ 20,863 | |||||
Property, plant and equipment | 40,006 | |||||
Noncompete agreements | 3 | |||||
Advertiser relationships | 554 | |||||
Subscriber relationships | 1,159 | |||||
Customer relationships | 37 | |||||
Mastheads | 3,991 | |||||
Goodwill | 2,193 | |||||
Total assets | 68,806 | |||||
Current liabilities | 16,785 | |||||
Total liabilities | 16,785 | |||||
Net assets | $ 52,021 | |||||
2016 Other Acquisitions [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Current assets | $ 9,381 | |||||
Other assets | 4,192 | |||||
Property, plant and equipment | 7,696 | |||||
Goodwill | 35,117 | |||||
Total assets | 96,748 | |||||
Current liabilities | 15,438 | |||||
Other long-term liabilities | 5,809 | |||||
Pension | 15,968 | |||||
Total liabilities | 37,215 | |||||
Net assets | 59,533 | |||||
2016 Other Acquisitions [Member] | Mastheads [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Mastheads | 5,400 | |||||
2016 Other Acquisitions [Member] | Advertiser relationships [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Finite-lived intangibles | 7,860 | |||||
2016 Other Acquisitions [Member] | Subscriber relationships [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Finite-lived intangibles | 22,990 | |||||
2016 Other Acquisitions [Member] | Software [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Finite-lived intangibles | $ 4,112 |
Acquisitions and Dispositions36
Acquisitions and Dispositions - Dispositions (Details) - Dispositions [Member] $ in Thousands | Dec. 10, 2015USD ($) |
Business Acquisition [Line Items] | |
Aggregate sale price | $ 140,000 |
Working capital adjustment | 1,000 |
Pre-tax gain from disposition | 57,072 |
Current assets | 13,372 |
Property, plant and equipment | 39,783 |
Intangible assets | 31,180 |
Goodwill | 6,385 |
Total assets | 90,720 |
Current liabilities | 6,846 |
Total liabilities | 6,846 |
Net assets | $ 83,874 |
Acquisitions and Dispositions37
Acquisitions and Dispositions - Pro Forma Information (Details) $ / shares in Units, $ in Thousands | 3 Months Ended |
Mar. 29, 2015USD ($)$ / shares | |
Business Combinations [Abstract] | |
Revenues | $ | $ 262,875 |
Loss from continuing operations | $ | $ (7,975) |
Loss from continuing operations per common share: | |
Basic (in dollars per share) | $ / shares | $ (0.19) |
Diluted (in dollars per share) | $ / shares | $ (0.19) |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | Mar. 14, 2016 | Feb. 24, 2016 | Mar. 14, 2015 | Feb. 24, 2015 | Mar. 14, 2014 | Feb. 03, 2014 | Mar. 27, 2016 | Mar. 31, 2015 | Mar. 27, 2016 | Mar. 29, 2015 | Dec. 27, 2015 |
Share-based Compensation Costs [Abstract] | |||||||||||
Non-cash compensation expense | $ 619 | $ 141 | |||||||||
Compensation cost not yet recognized related to non-vested awards | $ 5,650 | $ 5,650 | |||||||||
Compensation cost not yet recognized related to non-vested awards, weighted average recognition period | 2 years 4 months 10 days | ||||||||||
Restricted Share Grants [Abstract] | |||||||||||
Restricted share grants authorized | 15,000,000 | ||||||||||
Granted | 234,267 | 15,870 | 13,992 | 9,735 | 175,650 | ||||||
Restricted share grants vested in the period | 5,280 | 66,645 | 5,289 | 71,925 | |||||||
Unvested RSGs (in shares) | 348,573 | 348,573 | 206,750 | 244,848 | |||||||
Weighted average grant date fair value of unvested RSGs (in dollars per share) | $ 18.30 | $ 18.30 | $ 22.49 | $ 21.67 | |||||||
Aggregate fair value of unvested RSGs | $ 5,633 | $ 5,633 |
Share-Based Compensation - Summ
Share-Based Compensation - Summary of RSG Activity (Details) - $ / shares | Mar. 14, 2016 | Feb. 24, 2016 | Mar. 14, 2015 | Feb. 24, 2015 | Mar. 14, 2014 | Mar. 27, 2016 | Mar. 31, 2015 | Mar. 27, 2016 |
Number of RSGs | ||||||||
Unvested RSGs, beginning balance (in shares) | 244,848 | |||||||
Granted (in shares) | 234,267 | 15,870 | 13,992 | 9,735 | 175,650 | |||
Vested (in shares) | (5,280) | (66,645) | (5,289) | (71,925) | ||||
Unvested RSGs, ending balance (in shares) | 348,573 | 348,573 | ||||||
Weighted-Average Grant Date Fair Value | ||||||||
Unvested RSGs, beginning balance, weighted average grant date fair value (in dollars per share) | $ 21.67 | |||||||
Granted (in dollars per share) | 15.24 | |||||||
Vested (in dollars per share) | 22.30 | |||||||
Unvested RSGs, ending balance, weighted average grant date fair value (in dollars per share) | $ 18.30 | $ 18.30 |
Restructuring - Summary of Info
Restructuring - Summary of Information Related to Restructuring Program Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 27, 2016 | Mar. 29, 2015 | |
Restructuring Reserve [Roll Forward] | ||
December 27, 2015 | $ 2,521 | |
Restructuring provision included in Integration and Reorganization | 926 | |
Restructuring accrual assumed from acquisition | 95 | |
Cash payments | (2,305) | $ (1,176) |
March 27, 2016 | 1,237 | |
Severance and Related Costs [Member] | ||
Restructuring Reserve [Roll Forward] | ||
December 27, 2015 | 2,199 | |
Restructuring provision included in Integration and Reorganization | 868 | |
Restructuring accrual assumed from acquisition | 52 | |
Cash payments | (1,977) | |
March 27, 2016 | 1,142 | |
Other Costs [Member] | ||
Restructuring Reserve [Roll Forward] | ||
December 27, 2015 | 322 | |
Restructuring provision included in Integration and Reorganization | 58 | |
Restructuring accrual assumed from acquisition | 43 | |
Cash payments | (328) | |
March 27, 2016 | $ 95 |
Restructuring - Summary of Cost
Restructuring - Summary of Costs Incurred and Cash Paid in Connection with Restructuring Programs (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 27, 2016 | Mar. 29, 2015 | |
Restructuring and Related Activities [Abstract] | ||
Severance and related costs | $ 868 | $ 1,927 |
Severance costs assumed from acquisition | 95 | 0 |
Other costs | 58 | 0 |
Cash payments | $ (2,305) | $ (1,176) |
Goodwill and Intangible Asset42
Goodwill and Intangible Assets (Detail) - USD ($) $ in Thousands | Mar. 27, 2016 | Dec. 27, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | $ 275,549 | $ 240,689 |
Accumulated amortization | 27,505 | 23,122 |
Net carrying amount | 248,044 | 217,567 |
Goodwill and nonamortized intangible assets | 297,531 | 257,127 |
Goodwill [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 206,236 | 171,119 |
Mastheads [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 91,295 | 86,008 |
Advertiser relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 165,906 | 143,002 |
Accumulated amortization | 16,101 | 13,453 |
Net carrying amount | 149,805 | 129,549 |
Customer relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 19,826 | 19,829 |
Accumulated amortization | 1,966 | 1,667 |
Net carrying amount | 17,860 | 18,162 |
Subscriber relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 85,231 | 77,385 |
Accumulated amortization | 9,316 | 7,897 |
Net carrying amount | 75,915 | 69,488 |
Other intangible assets [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross carrying amount | 4,586 | 473 |
Accumulated amortization | 122 | 105 |
Net carrying amount | $ 4,464 | $ 368 |
Goodwill and Intangible Asset43
Goodwill and Intangible Assets - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 27, 2016 | Mar. 29, 2015 | Dec. 27, 2015 | |
Finite-Lived Intangible Assets [Line Items] | |||
Weighted average amortization period (in years) | 15 years 2 months 12 days | ||
Amortization expense, intangible assets | $ 4,399 | $ 3,798 | |
Estimated Future Amortization Expense [Abstract] | |||
2,016 | 14,544 | ||
2,017 | 19,351 | ||
2,018 | 19,346 | ||
2,019 | 18,291 | ||
2,020 | 17,912 | ||
Thereafter | 158,600 | ||
Net carrying amount | $ 248,044 | $ 217,567 | |
Advertiser relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted average amortization period (in years) | 15 years 6 months | ||
Estimated Future Amortization Expense [Abstract] | |||
Net carrying amount | $ 149,805 | 129,549 | |
Customer relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted average amortization period (in years) | 16 years 6 months | ||
Estimated Future Amortization Expense [Abstract] | |||
Net carrying amount | $ 17,860 | 18,162 | |
Subscriber relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted average amortization period (in years) | 14 years 10 months 24 days | ||
Estimated Future Amortization Expense [Abstract] | |||
Net carrying amount | $ 75,915 | 69,488 | |
Other intangible assets [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted average amortization period (in years) | 3 years 6 months | ||
Estimated Future Amortization Expense [Abstract] | |||
Net carrying amount | $ 4,464 | $ 368 |
Goodwill and Intangible Asset44
Goodwill and Intangible Assets - Goodwill Rollforward (Details) $ in Thousands | 3 Months Ended |
Mar. 27, 2016USD ($) | |
Goodwill Roll Forward | |
Goodwill, beginning balance | $ 171,119 |
Goodwill acquired in business combination | 35,117 |
Goodwill, ending balance | $ 206,236 |
Indebtedness - Additional Info
Indebtedness - Additional Information (Details) - USD ($) | May. 29, 2015 | Feb. 13, 2015 | Jan. 09, 2015 | Sep. 03, 2014 | Jun. 04, 2014 | Mar. 27, 2016 | Dec. 27, 2015 | Jun. 28, 2015 | Mar. 29, 2015 | Mar. 06, 2015 | Jan. 20, 2015 | Nov. 20, 2014 |
Credit Facility [Line Items] | ||||||||||||
Long-term debt | $ 340,085,000 | $ 350,266,000 | ||||||||||
Original issue discount | $ 8,853,000 | |||||||||||
Term Loan Facility [Member] | ||||||||||||
Credit Facility [Line Items] | ||||||||||||
Maturity date | Jun. 4, 2020 | |||||||||||
New Incremental Term Loan [Member] | ||||||||||||
Credit Facility [Line Items] | ||||||||||||
Debt, principal amount | $ 25,000,000 | |||||||||||
Debt fees expensed | $ 595,000 | |||||||||||
Underwriter fee percent | 1.50% | |||||||||||
New Incremental Term Loan [Member] | Successor [Member] | ||||||||||||
Credit Facility [Line Items] | ||||||||||||
Debt fee percent | 2.00% | |||||||||||
2015 Incremental Term Loan [Member] | ||||||||||||
Credit Facility [Line Items] | ||||||||||||
Debt, principal amount | $ 102,000,000 | |||||||||||
Maturity date | Jun. 4, 2020 | |||||||||||
Original issue discount | $ 3,315,000 | |||||||||||
Fees and expenses incurred | 5,379,000 | |||||||||||
Deferred financing costs capitalized | 110,000 | |||||||||||
Debt fees expensed | 185,000 | |||||||||||
Debt fee percent | 1.00% | |||||||||||
Underwriter fee percent | 2.25% | |||||||||||
2015 Incremental Revolver [Member] | ||||||||||||
Credit Facility [Line Items] | ||||||||||||
Debt, principal amount | $ 50,000,000 | |||||||||||
May 2015 Incremental Term Loan [Member] | ||||||||||||
Credit Facility [Line Items] | ||||||||||||
Debt, principal amount | $ 25,000,000 | |||||||||||
Original issue discount | 813,000 | |||||||||||
Fees and expenses incurred | $ 878,000 | |||||||||||
Debt fees expensed | $ 65,000 | |||||||||||
Debt fee percent | 1.00% | |||||||||||
Underwriter fee percent | 2.25% | |||||||||||
New Media Credit Agreement [Member] | Successor [Member] | ||||||||||||
Credit Facility [Line Items] | ||||||||||||
Debt covenant - maximum fixed charge coverage ratio | 325.00% | |||||||||||
Original issue discount | $ 6,725,000 | |||||||||||
Weighted average interest rate | 7.20% | |||||||||||
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% | |||||||||||
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% | |||||||||||
Difference between present value of cash flows under two credit facilities (less than) | 10.00% | |||||||||||
Fees and expenses incurred | 10,202,000 | |||||||||||
Deferred financing costs capitalized | 1,700,000 | |||||||||||
Loss on early extinguishment of debt | 9,047,000 | |||||||||||
Fair value of long-term debt | $ 365,425,000 | |||||||||||
New Media Credit Agreement [Member] | Revolving Credit Facility [Member] | Successor [Member] | ||||||||||||
Credit Facility [Line Items] | ||||||||||||
Maximum borrowing amount | 25,000,000 | |||||||||||
Amount outstanding | $ 0 | |||||||||||
Maturity date | Jun. 4, 2019 | |||||||||||
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% | |||||||||||
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% | |||||||||||
New Media Credit Agreement [Member] | Letter of Credit [Member] | Successor [Member] | ||||||||||||
Credit Facility [Line Items] | ||||||||||||
Maximum borrowing amount | 5,000,000 | |||||||||||
New Media Credit Agreement [Member] | Swingline Facility [Member] | Successor [Member] | ||||||||||||
Credit Facility [Line Items] | ||||||||||||
Maximum borrowing amount | 5,000,000 | |||||||||||
New Media Credit Agreement [Member] | Term Loan Facility [Member] | ||||||||||||
Credit Facility [Line Items] | ||||||||||||
Long-term debt | 200,000,000 | |||||||||||
New Media Credit Agreement [Member] | Term Loan Facility [Member] | Successor [Member] | ||||||||||||
Credit Facility [Line Items] | ||||||||||||
Debt, principal amount | 200,000,000 | |||||||||||
Original issue discount | $ 6,725,000 | |||||||||||
Change in all-in yield, less than Incremental Yield | 0.50% | |||||||||||
Percent of assets as pledge of equity interest | 100.00% | |||||||||||
Repayment amount as a percent of original principal amount | 1.00% | |||||||||||
Frequency of periodic payment | quarterly | |||||||||||
Percentage of excess cash flow to be paid - alternative 1 | 1.00% | 1.00% | ||||||||||
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% | |||||||||||
Long-term debt, percentage bearing variable Interest, percentage rate | 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% | |||||||||||
Long-term debt, percentage bearing variable Interest, percentage rate | 2.00% | |||||||||||
New Media Credit Agreement [Member] | Incremental Facility [Member] | ||||||||||||
Credit Facility [Line Items] | ||||||||||||
Additional revolving commitments | $ 15,000,000 | |||||||||||
Deferred financing costs capitalized | $ 237,000 | |||||||||||
New Media Credit Agreement [Member] | Incremental Facility [Member] | Successor [Member] | ||||||||||||
Credit Facility [Line Items] | ||||||||||||
Maximum borrowing amount | $ 75,000,000 | |||||||||||
Maturity date | Jun. 4, 2020 | |||||||||||
Difference between two credit facility yields, greater than | 0.50% | |||||||||||
New Media Credit Agreement [Member] | New Incremental Term Loan [Member] | ||||||||||||
Credit Facility [Line Items] | ||||||||||||
Maximum borrowing amount | $ 225,000,000 | |||||||||||
New Media Credit Agreement [Member] | Replacement Term Loans [Member] | ||||||||||||
Credit Facility [Line Items] | ||||||||||||
Debt fees expensed | $ 104,000 | |||||||||||
New Media Credit Agreement [Member] | 2015 Incremental Revolver [Member] | Successor [Member] | ||||||||||||
Credit Facility [Line Items] | ||||||||||||
Debt fees expensed | $ 1,769,000 | |||||||||||
Advantage Credit Agreements [Member] | ||||||||||||
Credit Facility [Line Items] | ||||||||||||
Debt covenant - maximum fixed charge coverage ratio | 375.00% | |||||||||||
Debt assumed | $ 18,000,000 | |||||||||||
Maximum secured debt | 15,000,000 | |||||||||||
Advantage Credit Agreements [Member] | Advantage Florida Debt [Member] | ||||||||||||
Credit Facility [Line Items] | ||||||||||||
Debt, principal amount | $ 10,000,000 | |||||||||||
Interest Rate | 5.25% | |||||||||||
Advantage Credit Agreements [Member] | Advantage Alabama Debt [Member] | ||||||||||||
Credit Facility [Line Items] | ||||||||||||
Debt, principal amount | $ 8,000,000 | |||||||||||
Interest Rate | 6.25% | |||||||||||
Margin rate for LIBOR | 1.00% |
Indebtedness - Outstanding Debt
Indebtedness - Outstanding Debt Payment Schedule (Details) - USD ($) $ in Thousands | Mar. 27, 2016 | Dec. 27, 2015 |
Debt Disclosure [Abstract] | ||
2,016 | $ 2,632 | |
2,017 | 13,509 | |
2,018 | 3,509 | |
2,019 | 11,509 | |
2,020 | 334,266 | |
Total outstanding debt | 365,425 | |
Short-term debt | 13,509 | $ 3,509 |
Remaining original issue discount | 8,853 | |
Deferred financing costs | 2,978 | |
Long-term debt | $ 340,085 | $ 350,266 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | Dec. 29, 2013 | Mar. 27, 2016 | Mar. 29, 2015 | Feb. 13, 2014 | Dec. 27, 2015 |
Related Party Transaction [Line Items] | |||||
Percentage of the Company's outstanding common stock owned by | 84.60% | ||||
Commercial printing revenue for a related party | $ 98 | $ 72 | |||
Management fee | 2,388 | 2,270 | |||
Incentive compensation | 199 | 237 | |||
Management fee paid | 797 | 743 | |||
Paid Incentive Fee | 20,938 | 112 | |||
Management and incentive fee liability | 3,205 | $ 22,353 | |||
Reimbursement for expenses | $ 403 | 0 | |||
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. | ||||
Minimum percentage of common stock outstanding required to exercise | 3.00% | ||||
New Castle Investment Group, Inc. [Member] | |||||
Related Party Transaction [Line Items] | |||||
Percentage of the Company's outstanding common stock owned by | 84.60% | ||||
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 | 39.50% | ||||
Stock options held | 1,445,062 | ||||
Dividends | $ 225 | $ 205 |
Income Taxes (Details)
Income Taxes (Details) $ in Thousands | 3 Months Ended |
Mar. 27, 2016USD ($) | |
Income Tax Disclosure [Abstract] | |
Net decrease to the valuation allowance | $ 5,090 |
Valuation allowance decrease recognized in income | $ 5,090 |
Federal tax rate | 34.00% |
Expected federal tax expense | $ 54 |
Effective tax benefit | 5,127 |
Federal valuation release, tax effect | 5,090 |
Non-deductible expenses, tax effect | 1 |
State tax provision | 2 |
Other adjustment | 20 |
Income tax benefit related to acquisitions | $ 5,119 |
Earnings Per Share - Computatio
Earnings Per Share - Computation of Basic and Diluted Earnings (Loss) Per Share (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 27, 2016 | Mar. 29, 2015 | |
Numerator for earnings per share calculation: | ||
Net income (loss) | $ 4,967 | $ (6,066) |
Denominator for earnings per share calculation: | ||
Basic weighted average shares outstanding | 44,769,021 | 42,759,675 |
Effect of dilutive securities: | ||
Stock Options | 37,051 | 0 |
Diluted weighted average shares outstanding | 44,806,072 | 42,759,675 |
Earning (Loss) Per Share - Add
Earning (Loss) Per Share - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | Feb. 24, 2015 | Mar. 14, 2014 | Mar. 27, 2016 | Mar. 31, 2015 | Jan. 31, 2015 | Mar. 27, 2016 | Mar. 29, 2015 | Feb. 25, 2016 | Dec. 27, 2015 | Oct. 29, 2015 | Jul. 30, 2015 | Apr. 30, 2015 |
Class of Stock [Line Items] | ||||||||||||
Common stock warrants outstanding | 1,362,479 | 1,362,479 | ||||||||||
Stock options excluded from computation diluted shares | 700,000 | 1,445,062 | ||||||||||
Restricted stock grants excluded from computation diluted shares | 206,750 | |||||||||||
Shares of common stock issued in public offering | 7,000,000 | |||||||||||
Issuance of common stock, price per share (in dollars per share) | $ 21.70 | |||||||||||
Proceeds from public offering | $ 150,129 | $ 0 | $ 150,866 | |||||||||
Options granted to Manager to purchase shares of common stock | 700,000 | |||||||||||
Option to purchase shares of common stock, price per share (in dollars per share) | $ 21.70 | |||||||||||
Granted | 234,267 | 15,870 | 13,992 | 9,735 | 175,650 | |||||||
Liability settlement | $ 225 | $ 225 | $ 225 | |||||||||
Dividends declared, per share (in dollars per share) | $ 0.33 | $ 0.33 | $ 0.33 | $ 0.33 | ||||||||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||||
Fortress and certain of Company's officers and directors [Member] | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Shares of common stock issued in public offering | 104,400 | |||||||||||
Issuance of common stock, price per share (in dollars per share) | $ 21.70 | |||||||||||
Manager [Member] | ||||||||||||
Class of Stock [Line Items] | ||||||||||||
Fair value of options granted | $ 4,144 | |||||||||||
Risk-free rate | 2.00% | |||||||||||
Dividend yield | 3.40% | |||||||||||
Volatility rate | 36.80% | |||||||||||
Expected term | 10 years |
Pension and Postretirement Be51
Pension and Postretirement Benefits - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 27, 2016 | Mar. 29, 2015 | |
Pension and Other Postretirement Benefit Expense [Abstract] | ||
Pension and other postretirement benefit expense | $ (81) | $ 23 |
Pension [Member] | ||
Components of net periodic benefit costs: | ||
Service cost | 75 | 75 |
Interest cost | 805 | 289 |
Expected return on plan assets | (1,045) | (424) |
Amortization of unrecognized loss | 24 | 23 |
Total | (141) | (37) |
Pension and Other Postretirement Benefit Expense [Abstract] | ||
Pension contributions | 305 | |
Expected employer contributions during the current fiscal year | 1,217 | |
Postretirement [Member] | ||
Components of net periodic benefit costs: | ||
Service cost | 4 | 5 |
Interest cost | 56 | 55 |
Expected return on plan assets | 0 | 0 |
Amortization of unrecognized loss | 0 | 0 |
Total | $ 60 | $ 60 |
Fair Value Measurement (Details
Fair Value Measurement (Details) - USD ($) $ in Thousands | Mar. 27, 2016 | Dec. 27, 2015 | Mar. 29, 2015 | Dec. 28, 2014 |
Assets, Fair Value Disclosure [Abstract] | ||||
Cash and cash equivalents | $ 79,390 | $ 146,638 | $ 26,929 | $ 123,709 |
Restricted cash | 3,200 | 6,967 | ||
Fair Value, Measurements, Recurring [Member] | ||||
Assets, Fair Value Disclosure [Abstract] | ||||
Cash and cash equivalents | 79,390 | 146,638 | ||
Restricted cash | 3,200 | 6,967 | ||
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 | 79,390 | 146,638 | ||
Restricted cash | $ 3,200 | $ 6,967 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Thousands | Mar. 27, 2016 | Dec. 27, 2015 |
Restricted Cash and Investments, Current [Abstract] | ||
Restricted cash - Collateral standby letters of credit in the name of the Company's insurers | $ 3,200 | $ 6,967 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Thousands | Apr. 28, 2016 | Jun. 26, 2016 | Mar. 27, 2016 | Feb. 25, 2016 | Dec. 27, 2015 | Oct. 29, 2015 | Jul. 30, 2015 | Apr. 30, 2015 |
Subsequent Event [Line Items] | ||||||||
Dividends declared, per share (in dollars per share) | $ 0.33 | $ 0.33 | $ 0.33 | $ 0.33 | ||||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | ||
Subsequent Event [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Dividends declared, per share (in dollars per share) | $ 0.33 | |||||||
Common stock, par value (in dollars per share) | $ 0.01 | |||||||
Dividend payable date | May 19, 2016 | |||||||
Dividend record date | May 11, 2016 | |||||||
Scenario, Forecast [Member] | Journal Multimedia [Member] | ||||||||
Subsequent Event [Line Items] | ||||||||
Consideration transferred | $ 18,000 |