FORM 10-Q SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Quarterly Report Under Section 13 or 15 (d) of the Securities Exchange Act of 1934 For Quarter Ending June 18, 1995 (6 Accounting Periods) Commission file number 0-783l JOURNAL COMMUNICATIONS, INC. (Exact name of registrant as specified in its charter) WISCONSIN 39-0382060 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) Journal Square, P.O. Box 661, 333 W. State St., Milwaukee, Wisconsin 5320l (Address of principal executive offices) (Zip Code) 414-224-2728 (Registrant's telephone number, including area code) (Former name, former address and former fiscal year, if changed since last report) Indicate by 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 Number of share of Common Stock Outstanding - June 18, 1995 14,028,126 FORM 10-Q JOURNAL COMMUNICATIONS, INC. Quarter Ended June 18, 1995 Commission file number 0-7831 (6 Accounting Periods) INDEX Page No. Part I. Financial Information Consolidated Condensed Balance Sheets June 18, 1995 and December 31, 1994 2 Condensed Consolidated Statements of Income Six Periods Ended June 18, 1995 and June 19, 1994 3 Consolidated Condensed Statements of Cash Flows Six Periods Ended June 18, 1995 and June 19, 1994 4 Notes to Consolidated Condensed Financial Statements 5 Management's Discussion and Analysis of Financial Condition and Results of Operations 6 Part II. Other Information 8 FORM 10-Q JOURNAL COMMUNICATIONS, INC. For Quarter Ended June 18, 1995 Commission file number 0-783l (6 Accounting Periods) Consolidated Condensed Balance Sheets June 18, 1995 and December 31, 1994 (Dollars in thousands) ASSETS 06/18/95 12/31/94 (Unaudited) (Note 3) Current Assets: Cash $ 11,238 $ 13,111 Short-term investments 98,725 38,964 Receivables 85,720 81,386 Inventories: Paper and supplies 18,744 15,265 Work in process 4,455 4,812 Finished goods 7,731 5,366 -------- -------- 30,930 25,443 Prepaid expenses 8,423 10,348 Net current assets of discontinued operations-Note 3 -- 75,272 -------- -------- Total current assets 235,036 244,524 Property and equipment, less accumulated depreciation of $195,647 and $184,888 154,847 149,687 Deferred charges and other assets 61,667 41,661 Goodwill 30,123 28,864 -------- -------- Total Assets $481,673 $464,736 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 29,575 $ 31,363 Taxes on income 2,094 133 Accrued liabilities 58,497 49,039 Current portion of long-term obligations 1,720 3,201 -------- -------- Total current liabilities 91,886 83,736 Long-term obligations 2,518 2,946 Other liabilities and deferred credits 10,625 10,625 Stockholders' equity: Common stock - Authorized and issued 14,400,000 ($0.25 par value) 3,600 3,600 Retained earnings 385,788 373,626 Treasury stock, at cost (12,744) (9,797) -------- -------- Total stockholders' equity 376,644 367,429 -------- -------- Total liabilities and stockholders' equity $481,673 $464,736 ======== ======== Note: The balance sheet at December 31, 1994 has been derived from the audited financial statements at that date but does not include all the information and foot notes required by generally accepted accounting principles for complete financial statements. Certain reclassifications have been made in relation to the discontinued operations. See Note 3. See accompanying notes to consolidated condensed financial statements. FORM 10-Q JOURNAL COMMUNICATIONS, INC. For Quarter Ended June 18, 1995 Commission file number 0-7831 (6 Accounting Periods) Consolidated Condensed Statement of Income (Dollars in thousands except share and per share amounts) Three Periods Ended Six Periods Ended 06/18/95 06/19/94 6/18/95 06/19/94 (Unaudited) (Unaudited) (Unaudited) (Unaudited) (Note 3) (Note 3) Net Sales $ 134,783 $ 115,234 $ 261,004 $ 227,638 Operating costs and expenses: Cost of sales 75,249 62,684 149,082 124,187 Selling/administrative expenses 42,291 36,005 82,287 71,419 Restructuring charges-Note 4 14,945 -- 14,945 -- --------- --------- --------- --------- 132,485 98,689 246,314 195,606 --------- --------- --------- --------- Operating Earnings 2,298 16,545 14,690 32,032 Dividend and interest income 306 425 1,685 811 Interest expense (65) (52) (71) (92) --------- --------- --------- --------- Earnings before income taxes 2,539 16,918 16,304 32,751 Provision for income taxes 901 6,892 6,409 13,218 --------- --------- --------- --------- Income from Continuing Operations 1,638 10,056 9,895 19,533 Discontinued Operations-Note 3: Income (loss) from operations net of applicable income tax expense (benefit) of $487, $(98), $1,489 and $20 101 (155) 1,562 30 Gain on sale of Perry Printing Corporation net of applicable income tax expense of $9,710 and $0 14,565 -- 14,565 -- --------- --------- --------- --------- Net Income $ 16,304 $ 9,901 $ 26,022 $ 19,563 ========= ========= ========= ========= Weighted average number of common shares outstanding 14,028,126 13,991,861 14,070,107 14,016,490 ========== ========== ========== ========== Earnings per share: Continuing Operations .12 .72 .70 1.40 Discontinued Operations 1.04 (.01) 1.15 .00 ---------- ---------- ---------- ---------- $ 1.16 $ .71 $ 1.85 $ 1.40 ========== ========== ========== ========== Cash dividend per share $ 0.55 $ 0.45 $ 1.00 $ 0.90 ========== ========== ========== ========== See accompanying notes to consolidated condensed financial statements. FORM 10-Q JOURNAL COMMUNICATIONS, INC. For Quarter Ended June 18, 1995 Commission file number 0-7831 (6 Accounting Periods) Condensed Consolidated Statement of Cash Flows (Dollars in thousands) Six Periods Ended 06/18/95 06/19/94 (Unaudited) (Unaudited) (Note 3) Cash flow from operating activities: Net earnings $ 26,022 $ 19,563 Adjustments to net earnings for Non-cash items: Depreciation and amortization 15,117 16,062 Increase in accounts receivable (2,142) (146) Increase in inventories (5,487) (725) Increase (decrease) in accounts payable (3,075) 704 Other current assets and liabilities 11,763 (3,108) Gain on sale of assets of discontinued operations-Note 3 (24,275) -- Discontinued operations - noncash charges and working capital changes-Note 3 (1,810) 6,211 --------- -------- Net cash provided by operating activities $ (16,113) $ 38,651 --------- -------- Cash flow from investing activities: Property and equipment expenditures (15,438) (19,778) Assets of business acquired (12,814) (6,904) Net (increase) decrease in short-term investments (59,761) 10,629 Proceeds from sale of discontinued operations - Note 3 91,390 -- Investing activities of discontinued operations - Note 3 (1,474) (3,489) --------- -------- Net cash used for investing activities 1,903 (19,542) --------- -------- Cash flow from financing activities: Purchase of treasury stock (3,550) (1,834) Reduction in long-term obligations (2,915) (1,881) Sale and distribution of treasury stock 635 382 Cash dividends (14,059) (12,616) --------- -------- Net cash used for financing activities (19,889) (15,949) --------- -------- Net increase (decrease) in cash (1,873) 3,160 Cash: Beginning of year 13,111 12,794 --------- -------- End of year $ 11,238 $15,954 ========= ======== See notes to condensed consolidated financial statements. FORM 10-Q JOURNAL COMMUNICATIONS, INC. For Quarter Ended June 18, 1995 Commission file number 0-7831 (6 Accounting Periods) Notes to Condensed Consolidated Financial Statements (Unaudited) 1. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulations S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three periods ended March 26, 1995, are not necessarily indicative of the results that may be expected for the year ended December 31, 1995. For further information, refer to the consolidated financial statements and footnotes thereto included in the Journal Communications, Inc. annual report on Form 10-K for the year ended December 31, 1994. 2. The Registrant divides its calendar year into thirteen four-week accounting periods, except that the first and thirteenth periods may be longer or shorter to the extent necessary to make each accounting year end on December 31. Registrant follows a practice of publishing its financial statement at the end of the third accounting period (its first quarter) and at the end of the sixth accounting period (its second quarter), and at the end of the tenth accounting period (its third quarter). 3. Effective April 27, 1995, the Company sold its long-run catalog and publication printing business assets. The Company has accounted for this operation as a discontinued operation, using an April 27, 1995 measurement date. Prior period financial statements have been restated to reflect the discontinuation of this business segment. The Company has recorded an after tax gain on the sale of $14,565,000. The sale agreement requires certain purchase price adjustment calculations to be finalized in the third quarter of fiscal 1995. 4. Journal/Sentinel Inc. merged The Milwaukee Journal and the Milwaukee Sentinel into one newspaper called the Milwaukee Journal Sentinel. Distribution of the Milwaukee Journal Sentinel began April 2, 1995. The merger resulted in a work force reduction. The Company recorded severance and early retirement payments and other costs associated with the launch of the Milwaukee Journal Sentinel of $14,945,000 in the second quarter of 1995. Continued improvements and process restructuring are still being finalized. The Company anticipates that this process will be completed by December 31, 1995. FORM 10-Q JOURNAL COMMUNICATIONS, INC. For Quarter Ended June 18, 1995 Commission file number 0-7831 (6 Accounting Periods) Management's Discussion and Analysis of Consolidated Financial Condition and Results of Operations Halfway through the year, three of our divisions, Journal Broadcast Group, Inc., ADD, Inc. and IPC Software Publishing Services, have had excellent earnings growth. However, operating earnings at Journal Sentinel Inc., NorthStar Print Group, Inc. and PrimeNet DataSystems compared unfavorably to last year. At the end of the first six accounting periods, the option price was $36.12, or $1.20 more than a year ago. A total of 48 cents of the increase was the result of the Perry Printing Corp. sale minus restructuring costs at Journal Sentinel Inc. Even without the 48-cent gain from the Perry sale, the option price increase in five of the six accounting periods of 1995 has been equal to or greater than the increase in 1994. Dividends this year have totaled $1, compared to 90 cents in 1994. A special 10-cent dividend was declared at the June meeting of the board of directors. The special dividend helped offset the increased interest rates shareholders were paying on their stock loans. There are no plans to increase the regular dividend until there is an additional increase in earnings. Consolidated revenue from continuing operations for the first six periods totaled $261 million, up 14.7% from last year. Operating earnings from continuing operations excluding restructuring costs were $29.6 million, down 7.5%, while income from continuing operations excluding after-tax restructuring costs was $18.8 million, down 3.6%. Operating earnings, including restructuring costs, totalled $14.7 million compared to $32 million in the prior year. Journal Sentinel Inc. had revenue of $99.2 million, up 2.7% from a year ago. While operating earnings of $16.1 million, excluding restructuring costs, were a respectable 16.2% return on sales, they were down nearly 25% from 1994. Operating earnings including restructuring costs were $1.1 million. The drop in earnings is primarily a result of the sharp rise in the cost of newsprint, which is the newspaper's largest expense after payroll. Another price increase is anticipated in September and we are placing a major emphasis on finding ways to conserve newsprint. At the Journal Broadcast Group, revenue was $32.7 million, up 23%. Operating earnings were almost $9 million, up more than $3.7 million from a year ago. The record-setting earnings growth is a result of strong performance at our Milwaukee, Las Vegas, Nevada and Lansing, Michigan television stations and at KQRC-FM in Kansas City. ADD, Inc. is also achieving record-setting results. Sales through the first six periods were $36.4 million, up 14.7% from last year. Operating earnings were $6.1 million, up 18%. The largest gains are in Wisconsin (earnings are up 27.8%), Ohio, where earnings are up 15.2% and in Connecticut, where earnings at Hometown Publications and Trumbull Printing are up 24.1%. At IPC Software/Publishing Services, revenue was $47.1 million, up more than $19 million from last year. Operating earnings were $2.4 million, up $940,000. In St. Joseph, Michigan, the printing operation has shown solid growth. Led by the Irvine, California plant, operating earnings from the duplication and assembly operations are significantly ahead of last year. IPC's French operation posted a profit in the second quarter and is showing a slight gain in earnings over last year. At NorthStar Print Group, Inc., sales totaled $24.8 million, down 6.9% from last year. Earnings were $350,000, down significantly from 1994. Compared to last year at this time, earnings are up at Label Products & Design, Inc. in Green Bay, but down at the Milwaukee NorthStar operation. Results at NorthStar's Norway/Watertown operation improved during the second quarter but are still behind last year. The NorthStar group is expected to perform better in the second half of the year. At MRC Telecommunications Inc., earnings were $4.8 million, up 2.7% from last year. Sales totaled $18.4 million, up 19.2%. The acquisition last July of Telephone Associates Long Distance in Duluth, Minnesota and an increase in MRC's private line business are the primary reason for the growth in sales. At PrimeNet DataSystems, revenues were $3.2 million, down 14% from last year. We are developing a strategic plan that will focus PrimeNet on its core business -- database marketing. The restructuring, which will be completed this year, will result in a stronger company that is strategically positioned to better serve its core customers. On April 2, 1995, Journal Sentinel Inc. merged The Milwaukee Journal and the Milwaukee Sentinel into one newspaper called the Milwaukee Journal Sentinel. Costs associated with the launch of the Milwaukee Journal Sentinel of $14,945,000 were recorded in the second quarter of 1995. Costs to finalize continued improvements and process restructuring will be completed by December 31, 1995. Effective April 27, 1995, the assets of the long-run catalog and publication printing business were sold. An after tax gain on the sale of $14,565,000 was recorded in the second quarter of 1995. The sale agreement requires certain purchase price adjustment calculations to be finalized in the third quarter of fiscal 1995. Working capital for our combined operations jumped from $86.7 million at the end of the first quarter to $143 million at the end of the second quarter as a result of the sale of the assets of Perry Printing Corporation. The Company anticipates that amounts necessary for capital expenditures, dividends, workforce reductions and other working capital requirements will continue to be available from internally generated funds. Total assets grew to $481.7 million. Stockholders equity is $376.6 million. JOURNAL COMMUNICATIONS, INC. For Quarter Ended June 18, 1995 Commission file number 0-7831 (6 Accounting Periods) Part II. Other Information Item 6 - Exhibits and Reports on Form 8-K (a) Exhibits. 27 - Financial Data Schedule. (b) Reports on Form 8-K. There were no reports on Form 8-K filed for the six accounting periods ended June 18, 1995. 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. JOURNAL COMMUNICATIONS, INC. Registrant Date August 1, 1995 /s/ Robert A. Kahlor Robert A. Kahlor, Chairman of the Board Date August 1, 1995 /s/ Peter P. Jarzembinski Peter P. Jarzembinski, Senior Vice President of Finance EXHIBIT INDEX Exhibit No. Description 27 Financial Data Schedule