UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
[ x ] Quarterly Report Under Section 13 or 15(d) of the
Securities Exchange Act of 1934
For Quarter Ended March 31, 2001
OR
[ ] Transition Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Commission File Number 1-6227
Lee Enterprises, Incorporated
A Delaware Corporation I.D. #42-0823980
215 N. Main Street, Davenport, Iowa 52801
Phone: (319) 383-2100
Indicate by a check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes [ x ] No [ ]
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practical date.
Outstanding at
Class March 31, 2001
- --------------------------------------------------------------------------------
Common stock, $2.00 par value 33,261,970
Class "B" Common Stock, $2.00 par value 10,560,335
PART I. FINANCIAL INFORMATION
Item. 1.
LEE ENTERPRISES, INCORPORATED
CONSOLIDATED STATEMENTS OF INCOME
(In Thousands Except Per Share Data)
Three Months Ended Six Months Ended
March 31, March 31,
------------------------ --------------------------
2001 2000 2001 2000
---------------------------------------------------
(Unaudited)
Operating revenue:
Advertising ............................. $ 63,877 $ 62,040 $ 141,562 $ 132,173
Circulation ............................. 19,729 19,972 40,902 40,184
Other ................................... 17,273 17,003 34,474 33,055
Equity in net income of
associated companies ....... 1,318 1,958 3,884 4,248
----------------------------------------------
102,197 100,973 220,822 209,660
----------------------------------------------
Operating expenses:
Compensation costs ...................... 41,517 38,328 85,042 78,009
Newsprint and ink ....................... 9,957 8,997 21,094 18,010
Depreciation ............................ 4,284 3,577 8,413 7,053
Amortization of intangibles ............. 3,898 3,734 7,799 7,470
Other ................................... 26,955 25,307 55,239 51,731
---------------------------------------------
86,611 79,943 177,587 162,273
---------------------------------------------
Operating income .................. 15,586 21,030 43,235 47,387
---------------------------------------------
Nonoperating (income) expenses, net:
Financial (income) ...................... (8,431) (609) (17,942) (1,663)
Financial expense ....................... 3,181 2,758 6,345 6,143
Other, net .............................. 226 218 631 (18,031)
---------------------------------------------
(5,024) 2,367 (10,966) (13,551)
---------------------------------------------
Income from continuing operations
before taxes on income ............ 20,610 18,663 54,201 60,938
Income taxes ............................ 7,469 6,926 20,045 22,805
---------------------------------------------
Income from continuing operations ... 13,141 11,737 34,156 38,133
---------------------------------------------
Discontinued operations:
Income from discontinued operations,
net of income tax effect ................ -- 590 -- 4,738
Gain (loss) on disposition, net of
income tax effect ....................... (85) 1,274 250,802 1,274
--------------------------------------------
(85) 1,864 250,802 6,012
--------------------------------------------
Net income ........................ $13,056 $ 13,601 $ 284,958 $ 44,145
============================================
Average outstanding shares:
Basic ................................... 43,665 44,098 43,665 44,132
Diluted ................................. 44,032 44,423 44,002 44,527
Earnings per share:
Basic:
Income from continuing operations ....... $ 0.30 $ 0.27 $ 0.78 $ 0.86
Income from discontinued operations ..... -- 0.04 5.75 0.14
--------------------------------------------
Net income .......................... $ 0.30 $ 0.31 $ 6.53 $ 1.00
============================================
Diluted:
Income from continuing operations ....... $ 0.30 $ 0.27 $ 0.78 $ 0.85
Income from discontinued operations ..... -- 0.04 5.70 0.14
--------------------------------------------
Net income ........................ $ 0.30 $ 0.31 $ 6.48 $ 0.99
============================================
Dividends per share ..................... $ 0.17 $ 0.16 $ 0.34 $ 0.32
============================================
LEE ENTERPRISES, INCORPORATED
CONDENSED CONSOLIDATED BALANCE SHEETS
(In Thousands)
March 31, September 30,
ASSETS 2001 2000
- --------------------------------------------------------------------------------
(Unaudited)
Cash and cash equivalents $ 38,281 $ 29,427
Temporary cash investments 456,585 -
Accounts receivable, net 40,050 42,712
Newsprint inventory 4,586 4,280
Other 6,460 7,380
Net assets of discontinued operations 535 167,767
---------------------------
Total current assets 546,497 251,566
Investments 32,357 34,176
Property and equipment, net 123,577 127,356
Intangibles and other assets 328,746 333,135
---------------------------
$ 1,031,177 $ 746,233
===========================
LIABILITIES AND STOCKHOLDERS' EQUITY
- --------------------------------------------------------------------------------
Current liabilities:
Current maturities of long-term debt $ 185,000 $ 49,532
Income taxes payable 91,137 7,799
Other 63,233 60,296
-------------------------
Total current liabilities 339,370 117,627
Long-term debt, less current maturities - 173,400
Deferred items 29,141 60,039
Stockholders' equity 662,666 395,167
-------------------------
$ 1,031,177 $ 746,233
=========================
LEE ENTERPRISES, INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands)
2001 2000
- --------------------------------------------------------------------------------
(Unaudited)
Six Months Ended March 31:
Cash Provided by (Required for) Operating Activities:
Net income $ 284,958 $ 44,145
Adjustments to reconcile net income to net cash provided
by (required for) operations:
Depreciation and amortization 16,236 20,537
Gain on sale of properties (396,190) (18,439)
Distributions in excess of current earnings of associated
companies 2,484 1,184
Other balance sheet changes 52,426 17,536
-----------------
Net cash provided by (required for)operating activities (40,086) 64,963
-----------------
Cash Provided by (Required for) Investing Activities:
Purchase of property and equipment (4,920) (18,359)
Purchase of temporary cash investments, net (456,585) -
Acquisitions (4,230) (8,075)
Proceeds from sale of assets 565,264 8,775
Other (1,992) (42)
-----------------
Net cash provided by (required for)
investing activities 97,537 (17,701)
------------------
Cash (Required for) Financing Activities:
Purchase of Lee common stock (8,633) (6,214)
Cash dividends paid (7,382) (7,071)
Payments on short-term notes payable, net (37,937) (6,000)
Other 5,355 323
------------------
Net cash (required for) financing activities (48,597) (18,962)
------------------
Net increase in cash and cash equivalents 8,854 28,300
Cash and cash equivalents:
Beginning 29,427 10,536
------------------
Ending $ 38,281 $ 38,836
==================
LEE ENTERPRISES, INCORPORATED
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL INFORMATION
- --------------------------------------------------------------------------------
Note 1. Basis of Presentation
The information furnished reflects all adjustments, consisting of normal
recurring accruals, which are, in the opinion of management, necessary to a fair
presentation of the financial position as of March 31, 2001 and the results of
operations for the three- and six-month periods ended March 31, 2001 and 2000
and cash flows for the six-month periods ended March 31, 2001 and 2000.
Note 2. Investment in Associated Companies
The Company has a 50% ownership interest in Madison Newspapers, Inc., a
newspaper company which publishes daily, Sunday, and weekly publications in
Madison and three other daily newspapers, seven weekly publications, and various
other classified publications in Wisconsin, and also holds interests in Internet
service ventures. The condensed operating results of Madison Newspapers, Inc.
set forth below include the results of operations of three daily newspapers,
five weekly publications, and three other classified publications acquired by
Madison Newspapers, Inc. on July 1, 2000 from Independent Media Group, Inc. (in
thousands):
Three Months Ended Six Months Ended
March 31, March 31,
-------------------------------------------
2001 2000 2001 2000
-------------------------------------------
Revenues $ 24,557 $ 23,579 $ 54,016 $ 47,642
Operating expenses, except
depreciation and amortization 19,075 16,991 38,726 33,092
-------------------------------------------
Income before depreciation and
amortization, interest, and taxes 5,482 6,588 15,290 14,550
Depreciation and amortization 1,161 714 2,322 1,429
-------------------------------------------
Operating income 4,321 5,874 12,968 13,121
Financial income (expense) 28 640 (27) 1,042
--------------------------------------------
Income before income taxes 4,349 6,514 12,941 14,163
Income taxes 1,712 2,613 5,172 5,692
--------------------------------------------
Net income $ 2,637 $ 3,901 $ 7,769 $ 8,471
============================================
Note 3. Cash Flows Information
The components of other balance sheet changes are:
Six Months Ended
March 31,
-------------------------
2001 2000
-------------------------
(In Thousands)
Decrease in receivables $ 2,662 $ 5,104
Decrease in inventories and other 614 2,201
(Decrease) in accounts payable, accrued expenses and
unearned income (5,047) (911)
Increase in income taxes payable 83,338 2,594
Deferred income taxes (29,665) -
Other 524 8,548
-------------------------
$ 52,426 $ 17,536
=========================
Note 4.
Earnings Per Share
The following table sets forth the computation of basic and diluted earnings per
share (in thousands except per share amounts):
Three Months Ended Six Months Ended
March 31, March 31,
----------------------------------------
2001 2000 2001 2000
----------------------------------------
Numerator:
Income applicable to common shares:
Income from continuing operations $ 13,141 $ 11,737 $ 34,156 $ 38,133
Income (loss) from discontinued
operations (85) 1,864 250,802 6,012
----------------------------------------
$ 13,056 $ 13,601 $ 284,958 $ 44,145
========================================
Denominator:
Basic-weighted average common shares
outstanding 43,665 44,098 43,665 44,132
Dilutive effect of employee stock options 367 325 337 395
----------------------------------------
Diluted outstanding shares 44,032 44,423 44,002 44,527
========================================
Basic earnings per share:
Income from continuing operations $ 0.30 $ 0.27 $ 0.78 $ 0.86
Income from discontinued operations - 0.04 5.75 0.14
----------------------------------------
Net income $ 0.30 $ 0.31 $ 6.53 $ 1.00
========================================
Diluted earnings per share:
Income from continuing operations $ 0.30 $ 0.27 $ 0.78 $ 0.85
Income from discontinued operations - 0.04 5.70 0.14
----------------------------------------
Net income $ 0.30 $ 0.31 $ 6.48 $ 0.99
========================================
Note 5. Sale of Assets
On October 1, 1999 the Company acquired a daily newspaper and specialty
publications in Beatrice, Nebraska and received $9,300,000 of cash in exchange
for all the assets used in, and liabilities related to, the publication,
marketing, and distribution of two daily newspapers and the related specialty
and classified publications in Kewanee, Geneseo, and Aledo, Illinois and
Ottumwa, Iowa. In connection with this transaction, the Company recognized a
gain on sale of $18,439,000, which is included in other nonoperating income in
2000.
Note 6.
Discontinued Operations
On March 1, 2000, the Company decided to discontinue the operations of the
Broadcast division. On May 7, 2000 the Company entered into an agreement to sell
substantially all of its broadcasting operations, consisting of eight
network-affiliated and seven satellite television stations, to Emmis
Communications Corporation and closed the transaction on October 1, 2000. The
net proceeds of approximately $565,000,000 resulted in an after-tax gain for
financial reporting purposes of approximately $251,000,000. The results for the
broadcast operations have been classified as discontinued operations for all
periods presented in the consolidated statements of income. Under the terms of
its senior note agreement, the Company will be required to repay the outstanding
balance of $173,400,000 on October 1, 2001 unless the Company reinvests the net
proceeds of the broadcast sale or obtains a waiver of that provision of the
agreement. Therefore, the $173,400,000 has been classified as a current
liability as of March 31, 2001.
On January 18, 2001, the Company entered into an agreement to sell its remaining
broadcast property which will complete the Company's exit from television
broadcasting. The assets and liabilities of the remaining broadcast property has
been classified as "net assets of discontinued operations" as of March 31, 2001.
The income (loss) from discontinued operations consists of the following (in
thousands):
Three Months Ended Six Months Ended
March 31, March 31,
-------------------- -----------------
2001 2000 2001 2000
-------------------------------------------
Income from discontinued operations $ - $ 3,325 $ - $ 10,396
Gain (loss) on disposition (139) - 396,190 -
Income taxes (credits) (54) 1,461 145,388 4,384
--------------------------------------------
$ (85) $ 1,864 $ 250,802 $ 6,012
============================================
The assets and liabilities of the Broadcast division consist of the
following:
March 31,
2001
---------------
(In Thousands)
Assets:
Accounts receivable, net $ 130
Property and equipment, net 377
Intangibles and other assets 59
--------------
566
Liabilities 31
--------------
Net assets of discontinued operations $ 535
==============
Note 7.
Amortization of Intangibles
Amortization of goodwill was $1,883,000 and $1,780,000 for the quarters ended
March 31, 2001 and 2000, respectively, including approximately $700,000 in each
period that is not deductible for income tax purposes. For the six months ended
March 31, amortization of goodwill was $3,766,000 in 2001 and $3,560,000 in
2000, including approximately $1,400,000 in each period that is not deductible
for income tax purposes.
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Operations results are summarized below(dollars in thousands, except per
share data):
Three Months Ended Six Months Ended
March 31, March 31,
------------------ -----------------
2001 2000 2001 2000
------------------------------------
Operating revenue $102,197 $100,973 $220,822 $209,660
Percent change 1.2% 4.6% 5.3% 3.3%
Income before depreciation, amortization,
interest and taxes (EBITDA) * 23,768 28,341 59,447 61,910
Percent change (16.1%) 4.4% (4.0%) 5.1%
Operating income 15,586 21,030 43,235 47,387
Percent change (25.9%) 3.6% (8.8%) 4.6%
Nonoperating income (expense), net 5,024 (2,367) 10,966 13,551
Income from continuing operations 13,141 11,737 34,156 38,133
Percent change 12.0% 6.6% (10.4%) 53.6%
Earnings per share, continuing operations
Basic $ 0.30 $ 0.27 $ 0.78 $ 0.86
Percent change 11.1% 8.0% (9.3%) 53.6%
Diluted $ 0.30 $ 0.27 $ 0.78 $ 0.85
Percent change 11.1% 8.0% (8.2%) 54.5%
* EBITDA is not a financial performance measurement under generally accepted
accounting principles (GAAP), and should not be considered in isolation or as a
substitute for GAAP performance measurements. EBITDA is also not reflected in
our consolidated statement of cash flows, but it is a common and meaningful
alternative performance measurement for comparison to other companies in the
newspaper publishing industry. The computation excludes other nonoperating items
which are primarily the gain on sale of businesses and losses related to Ad One,
LLC.
QUARTER ENDED MARCH 31, 2001
Operating results consist of the following:
Three Months Ended March 31,
-----------------------------
2001 2000
-----------------------------
(Dollars In Thousands)
Advertising revenue:
Retail advertising:
Retail - "run-of-press" $ 25,060 $ 24,328
Retail - preprint and other 11,908 10,455
-----------------------------
Total retail advertising 36,968 34,783
Percent change 6.3% 1.5%
National 2,560 2,400
Percent change 6.7% 4.0%
Classified 22,819 23,394
Percent change (2.5%) 6.6%
Other 1,530 1,463
Percent change 4.6% 14.7%
Total advertising 63,877 62,040
Percent change 3.0% 3.7%
Circulation revenue 19,729 19,972
Percent change (1.2%) (3.3%)
Other revenue 17,273 17,003
Percent change 1.6% 18.8%
The following advertising and circulation revenue results are presented
exclusive of acquisitions and dispositions.
Retail "run-of-press" advertising is advertising by merchants in the local
community which is printed in the newspaper, rather than "preprints", which are
printed separately by the Company or others inserted into the newspaper. Retail
revenue decreased $(184,000), (.8%) in 2001.
Total revenue realized from retail and national merchants includes preprints,
which have lower-priced, higher-volume distribution rates. Preprint revenue
decreased $(156,000), (1.6) in 2001.
Classified advertising revenue decreased approximately $(1,155,000), (5.0%) in
2001, primarily in the employment and automotive categories.
In 2001, total advertising revenue decreased $(1,422,000), (2.3%).
In 2001, circulation revenue decreased $(1,044,000), (5.3%) in part due to one
less Sunday in the quarter.
Other revenue consists of revenue from commercial printing, products, and
services delivered outside the newspaper (which include activities such as
target marketing, special event production, and online services), and editorial
service contracts with Madison Newspapers, Inc.
Other revenue by category is as follows:
Three Months Ended March 31,
----------------------------
2001 2000
-----------------------------
(In Thousands)
Commercial printing $ 6,317 $ 6,751
-----------------------------
New revenue:
Niche publications 4,163 3,767
Internet/online 1,399 688
Other 2,824 3,225
-----------------------------
Total new revenue 8,386 7,680
-----------------------------
Editorial service contracts 2,570 2,572
-----------------------------
$17,273 $17,003
=============================
In 2001 exclusive of acquisitions and dispositions, other revenue increased
$7,000. Commercial printing decreased by $(508,000), (9.2%) due to reductions of
the volume of material printed by customers. Niche publications revenue
increased $863,000, 27.5% with the introduction of new products. Internet/online
revenue increased $310,000, 45.3% due to growth in advertising revenue. Other
revenue declined $(656,000), (19.4%) primarily due to a decline in target
marketing and events revenues.
The following table sets forth the percentage of revenue of certain items:
Three Months Ended March 31,
----------------------------
2001 2000
----------------------------
Revenue 100.0% 100.0%
----------------------------
Compensation costs 41.2 38.7
Newsprint and ink 9.9 9.1
Other operating expenses 26.7 25.6
----------------------------
77.8 73.4
----------------------------
Income before depreciation, amortization,
interest and taxes 22.2 26.6
Depreciation and amortization 8.1 7.4
----------------------------
Operating margin wholly-owned properties 14.1% 19.2%
============================
Exclusive of the effects of acquisitions and dispositions, in 2001 costs other
than depreciation and amortization increased $2,111,000, 3.0%. Compensation
expense increased $1,244,000, 3.3% due primarily to increases in benefit costs,
additional sales people to drive local ad revenue, and one-time costs related to
workforce reductions. Newsprint and ink costs increased $557,000, 6.5%, as the
result of a price increase offset in part by conservation efforts, page width
reductions, and lower advertising and circulation volumes which decreased
consumption by 9.1%. Other operating costs, exclusive of depreciation and
amortization, increased $310,000, 1.3%.
NONOPERATING INCOME AND INCOME TAXES
Interest on deferred compensation arrangements for executives and others is
offset by financial income earned on the invested funds held in trust. Financial
income and interest expense decreased by $(246,000) in 2001 as a result of these
arrangements. Financial income increased $7,822,000 due primarily to income
earned on invested proceeds from the sale of its broadcast properties which
contributed approximately $.11 per share to net income.
In 2001, other nonoperating income, net consists primarily of losses related to
its 6.3% interest in Ad One, LLC, a provider of integrated online classified
solutions for the newspaper industry. In 2000, other nonoperating income, net
consists primarily of gain from the sale of publishing properties and losses
related to Ad One, LLC.
Income taxes were 36.2% and 37.1% of pretax income from continuing operations
for the quarters ended March 31, 2001 and 2000, respectively. Income taxes were
reduced in 2001 due to a lower state income tax rate.
SIX MONTHS ENDED MARCH 31, 2000
Operating results consist of the following:
Six Months Ended March 31,
-----------------------------
2001 2000
-----------------------------
(Dollars In Thousands)
Advertising revenue:
Retail advertising:
Retail - "run-of-press" $ 57,302 $ 54,337
Retail - preprint and other 28,692 23,939
---------------------------
Total retail advertising 85,994 78,276
Percent change 9.9% (0.1%)
National 5,614 4,624
Percent change 21.4% 8.4%
Classified 46,948 46,514
Percent change 0.9% 5.6%
Other 3,006 2,759
Percent change 9.0% 10.2%
Total advertising 141,562 132,173
Percent change 7.1% 2.3%
Circulation revenue 40,902 40,184
Percent change 1.8% (3.5%)
Other revenue 34,474 33,055
Percent change 4.3% 16.9%
The following advertising and circulation revenue results are presented
exclusive of acquisitions and dispositions.
Retail "run-of-press" advertising is advertising by merchants in the local
community which is printed in the newspaper, rather than "preprints", which are
printed separately by the Company or others inserted into the newspaper. Retail
revenue increased $635,000, 1.2% in 2001, primarily attributable to increased
spending by advertisers which was offset by a shift to preprint advertising.
Total revenue realized from retail and national merchants includes preprints,
which have lower-priced, higher-volume distribution rates. Preprint revenue
increased $1,003,000, 4.6% in 2001.
Classified advertising revenue decreased approximately $(899,000), (1.9%) in
2001, primarily in the employment and automotive categories partially offset by
an increase in real estate advertising.
In 2001, total advertising revenue increased $1,844,000, 1.4%.
In 2001, circulation revenue decreased $(996,000), (2.5%) due primarily to a
reduction in volume.
Other revenue consists of revenue from commercial printing, products and
services delivered outside the newspaper (which include activities such as
target marketing, special event production, and online services), and editorial
service contracts with Madison Newspapers, Inc.
Other revenue by category is as follows:
Six Months Ended
March 31,
--------------------------------
2001 2000
--------------------------------
(In Thousands)
Commercial printing $ 13,474 $ 13,161
--------------------------------
New revenue:
Niche publications 7,595 6,479
Internet/online 2,692 1,317
Other 5,824 7,230
--------------------------------
Total new revenue 16,111 15,026
--------------------------------
Editorial service contracts 4,889 4,868
--------------------------------
$ 34,474 $ 33,055
================================
In 2001 exclusive of acquisitions and dispositions, other revenue increased
$454,000. Commercial printing decreased by $(555,000), (5.0%) due to reductions
of the volume of materials printed by customers. Niche publications revenue
increased $1,728,000, 30.3% with the introduction of new products.
Internet/online revenue increased $623,000, 47.4% due to growth in advertising
revenue. Other revenue declined $(1,363,000), (19.5%) primarily due to a decline
in target marketing and events revenues.
The following table sets forth the percentage of revenue of certain items in the
publishing operations.
Six Months Ended
March 31,
----------------
2001 2000
----------------
Revenue 100.0% 100.0%
----------------
Compensation costs 39.2 38.0
Newsprint and ink 9.7 8.8
Other operating expenses 25.5 25.2
----------------
74.4 72.0
----------------
Income before depreciation, amortization,
interest and taxes 25.6 28.0
Depreciation and amortization 7.5 7.1
----------------
Operating margin wholly-owned properties 18.1% 20.9%
================
Exclusive of the effects of acquisitions and dispositions, in 2001 costs other
than depreciation and amortization increased $5,428,000, 3.8%. Compensation
expense increased $2,741,000, 3.6% due primarily to an increase in average
compensation rates, benefit costs, additional sales people to drive local ad
revenue, and one-time costs related to workforce reductions. Newsprint and ink
costs increased $2,038,000, 11.8%, as a result of price increases offset in part
by conservation efforts, page width reductions, and lower advertising and
circulation volumes which reduced consumption by 7.6%. Other operating costs,
exclusive of depreciation and amortization, increased $649,000, 1.3%.
NONOPERATING INCOME AND INCOME TAXES
Interest on deferred compensation arrangements for executives and others is
offset by financial income earned on the invested funds held in trust. Financial
income and interest expense decreased by $(376,000) in 2001, as a result of
these arrangements. Financial income increased $16,279,000 due primarily to
income earned on invested proceeds from the sale of its broadcast properties.
In 2001, other nonoperating income, net consists primarily of losses related to
its 6.3% interest in Ad One, LLC, a provider of integrated online classified
solutions for the newspaper industry. In 2000, other nonoperating income, net
consists primarily of gain from the sale of publishing properties and losses
related to Ad One, LLC.
Income taxes were 37.0% and 37.4% of pretax income from continuing operations
for the six months ended March 31, 2001 and 2000, respectively. Income taxes
were reduced in 2001 due to a lower state income tax rate.
LIQUIDITY AND CAPITAL RESOURCES
Cash provided by operations excluding the provision for payment of income taxes
arising from the sale of its broadcast properties was $44,844,000.
The Company anticipates that funds necessary for capital expenditures and other
requirements will be available from internally generated funds and the net
after-tax proceeds from the sale of its Broadcast properties.
Under the terms of its senior note agreement, the Company will be required to
repay the outstanding balance of $173,400,000 on October 1, 2001 unless the
Company reinvests the net proceeds of the sale of its broadcast properties in
operating assets of the Company or obtains a waiver of that provision of the
agreement. Other covenants under these agreements are not considered restrictive
to normal operations or anticipated stockholder dividends.
SAFE HARBOR STATEMENT
The Private Securities Litigation Reform Act of 1995 provides a "Safe Harbor"
for forward-looking statements. This report contains certain information which
may be deemed forward-looking that is based largely on the Company's current
expectations and is subject to certain risks, trends, and uncertainties that
could cause actual results to differ materially from those anticipated. Among
such risks, trends, and uncertainties are changes in advertising demand,
newsprint prices, interest rates, regulatory rulings, other economic conditions,
and the effect of acquisitions, investments, and dispositions on the Company's
results of operations or financial condition. The words "believe," "expect,"
"anticipate," "intends," "plans," "projects," "considers," and similar
expressions generally identify forward-looking statements. Readers are cautioned
not to place undue reliance on such forward-looking statements, which are as of
the date of this report. Further information concerning the Company and its
businesses, including factors that potentially could materially affect the
Company's financial results, is included in the Company's annual report on Form
10-K. The Company does not undertake to publicly update or revise its
forward-looking statements.
LEE ENTERPRISES, INCORPORATED
PART II. OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders
(a) The annual meeting of the Company was held on January 23, 2001.
(b) Mary E. Junck, Andrew E. Newman, and Gordon D. Prichett were
re-elected directors for three-year terms expiring at the 2004
annual meeting. J.P. Guerin was re-elected as a director for a
one-year term expiring at the 2002 annual meeting. Directors
whose terms of office continued after the meeting include: Rance
E. Crain, Richard D. Gottlieb, Phyllis Sewell, William E. Mayer,
Mark Vittert, and Gregory P. Schermer.
(c) Votes were cast, all by proxy, for nominees for director as
follows:
Vote For Withheld
------------------------------------------
Mary E. Junck 105,947,054 2,786,394
Andrew E. Newman 105,970,326 2,763,122
Gordon D. Prichett 105,935,734 2,797,714
J.P. Guerin 105,970,863 2,762,585
Abstentions and broker non-votes were not significant.
(d) Not applicable.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibit 3(ii) Amended and restated bylaws
(b) The following reports on Form 8-K were filed during the
three months ended March 31, 2001. Date of Report: January 18,
2001
Item 5. The Company announced plans to sell its remaining
broadcast property, KMAZ-TV in EL Paso, Texas to Council Tree
Hispanic Broadcasters, L.L.C.
Date of Report: March 20, 2001
Item 9.The Company issued February 2001 revenue summary and assessment.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
LEE ENTERPRISES, INCORPORATED
/s/ G.C. Wahlig DATE 4/02/01
- ---------------------------------------- ---------------------------
G. C. Wahlig, Vice President of Finance,
Interim Chief Financial Officer, and
Chief Accounting Officer