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 October 6, 1996 (10 Accounting Periods) Commission file number 0-7831 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 53201 (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 - October 6, 1996 12,703,398 FORM 10-Q JOURNAL COMMUNICATIONS, INC. Quarter Ended October 6, 1996 Commission file number 0-7831 (10 Accounting Periods) INDEX Page No. Part I. Financial Information Consolidated Condensed Balance Sheets October 6, 1996 and December 31, 1995 2 Consolidated Condensed Statements of Income Ten Periods Ended October 6, 1996 and October 8, 1995 3 Consolidated Condensed Statements of Cash Flows Ten Periods Ended October 6, 1996 and October 8, 1995 4 Notes to Consolidated Condensed Financial Statements 5 Management's Discussion and Analysis of Financial Condition and Results of Operations 6-7 Part II. Other Information 8 FORM 10-Q JOURNAL COMMUNICATIONS, INC. For Quarter Ended October 6, 1996 Commission file number 0-7831 (10 Accounting Periods) Consolidated Condensed Balance Sheets October 6, 1996 and December 31, 1995 (Dollars in thousands) ASSETS 10/06/96 12/31/95 (Unaudited) (Note 3) Current Assets: Cash $ 7,773 $10,133 Short-term investments 32,646 61,362 Receivables 92,604 94,671 Inventories: Paper and supplies 13,905 19,143 Work in process 5,212 4,559 Finished goods 7,675 7,590 ------- ------- 26,792 31,292 Prepaid expenses 13,073 9,212 Prepaid income taxes -- 4,197 Deferred income taxes 4,706 4,706 ------- ------- Total current assets 177,594 215,573 Property and equipment, less accumulated depreciation of $225,514 and $206,464 164,211 160,433 Deferred charges and other assets 70,554 65,473 Goodwill 36,385 33,259 ------- ------- Total Assets $448,744 $474,738 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 38,769 $ 33,591 Taxes on income 1,936 --- Accrued liabilities 64,219 63,977 Current portion of long-term obligations 2,093 6,889 ------- ------- Total current liabilities 107,017 104,457 Long-term obligations 2,419 2,762 Deferred income taxes 1,189 1,189 Stockholders' equity: Common stock - Authorized and issued 14,400,000 ($0.25 par value) 3,600 3,600 Retained earnings 396,472 390,279 Treasury stock, at cost (61,953) (27,549) ------- ------- Total stockholders' equity 338,119 366,330 ------- ------- Total liabilities and stockholders' equity $448,744 $474,738 ======== ======== Note: The balance sheet at December 31, 1995 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. See accompanying notes to consolidated condensed financial statements. FORM 10-Q JOURNAL COMMUNICATIONS, INC. For Quarter Ended October 6, 1996 Commission file number 0-7831 (10 Accounting Periods) Consolidated Condensed Statement of Income (Dollars in thousands except share and per share amounts) Four Periods Ended Ten Periods Ended 10/06/96 10/08/95 10/06/96 10/08/95 (Unaudited) (Unaudited) (Unaudited)(Unaudited) (Note 3) (Note 3) Net Sales $192,103 $185,153 $465,781 $446,157 Operating costs and expenses: Cost of sales 107,868 110,653 269,647 259,736 Selling/administrative expenses 61,640 56,314 148,748 138,600 Merger charges-Note 4 --- 642 --- 15,587 -------- -------- -------- -------- 169,508 167,609 418,395 413,923 -------- -------- -------- -------- Operating Earnings 22,595 17,544 47,386 32,234 Dividend and interest income 956 2,256 2,819 3,941 Interest expense (247) (27) (296) (98) -------- -------- -------- -------- Earnings before income taxes 23,304 19,773 49,909 36,077 Provision for income taxes 9,909 8,130 20,858 14,539 -------- -------- -------- -------- Income from Continuing Operations 13,395 11,643 29,051 21,538 Discontinued Operations-Note 3: Earnings, net of applicable income tax expense (benefit) of ($476) and $1,013 --- (113) --- 1,449 Gain on sale, net of applicable income tax expense of $9,710 --- --- --- 14,565 -------- -------- -------- -------- Net Income $ 13,395 $ 11,530 $ 29,051 $ 37,552 ======== ======== ======== ======== Weighted average number of common shares outstanding 12,766,847 13,854,632 13,130,573 13,984,224 ========== ========== ========== ========== Earnings per share: Continuing Operations 1.02 .85 2.21 1.55 Discontinued Operations --- (.02) --- 1.14 ----- ----- ----- ----- $1.02 $ .83 $2.21 $2.69 ===== ===== ===== ===== Cash dividend per share $0.55 $0.55 $1.65 $1.55 ===== ===== ===== ===== See accompanying notes to consolidated condensed financial statements. FORM 10-Q JOURNAL COMMUNICATIONS, INC. For Quarter Ended October 6, 1996 Commission file number 0-7831 (10 Accounting Periods) Condensed Consolidated Statement of Cash Flows (Dollars in thousands) Ten Periods Ended 10/06/96 10/08/95 (Unaudited) (Unaudited) (Note 3) Cash flow from operating activities: Earnings from continuing operations $29,051 $21,538 Adjustments to net earnings for Non-cash items: Net(gain) loss from sale of assets (718) --- Depreciation and amortization 28,915 26,720 Change in: Accounts receivable 2,067 (11,176) Inventories 4,409 (5,571) Accounts Payable 3,845 3,509 Other current assets and liabilities 1,750 (7,014) ------- ------- Net cash provided by operating activities $69,319 $28,006 ------- ------- Cash flow from investing activities: Proceeds from sale of assets 3,881 642 Property and equipment expenditures (24,860) (24,879) Assets of business acquired (16,594) (16,014) Net (increase) decrease in short-term investments 28,212 (28,810) ------- ------- Net cash used for investing activities (9,361) (69,061) ------- ------- Net cash provided by discontinued operations-Note 3 --- 77,671 Cash flow from financing activities: Purchase of treasury stock (46,685) (21,275) Reduction in long-term obligations (6,420) (4,130) Sale and distribution of treasury stock 12,260 8,197 Cash dividends (21,473) (21,652) ------- ------- Net cash used for financing activities (62,318) (38,860) ------- ------- Net increase (decrease) in cash (2,360) (2,244) Cash: Beginning of year 10,133 13,111 ------- ------- October 6, 1996 $ 7,773 $10,867 ======= ======= See notes to condensed consolidated financial statements. FORM 10-Q JOURNAL COMMUNICATIONS, INC. For Quarter Ended October 6, 1996 Commission file number 0-7831 (10 Accounting Periods) Notes to Condensed Consolidated Financial Statements (Unaudited) 1. The accompanying unaudited consolidated condensed 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 ten periods ended October 6, 1996, are not necessarily indicative of the results that may be expected for the year ended December 31, 1996. 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, 1995. 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. 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 $642,000 in the third quarter of 1995, totaling $15,587,000 for the ten periods ended October 8, 1995. FORM 10-Q JOURNAL COMMUNICATIONS, INC. For Quarter Ended October 6, 1996 Commission file number 0-7831 (10 Accounting Periods) Management's Discussion and Analysis of Consolidated Financial Condition and Results of Operations Consolidated operating earnings during the third quarter were $22.6 million, which is $5.1 million, or 28.8%, higher than the previous year. That is due to substantial earnings growth at Journal Sentinel Inc. and Journal Broadcast Group Inc. The improved earnings picture should continue into the fourth quarter of the year. Year-to-date, through 10 financial periods, our consolidated revenue from continuing operations was $465.8 million, up 4.4% from last year. However, net earnings were $29.1 million, down 22.6% year-to-date. Last year's earnings were significantly impacted by two unusual events, the gain from the sale of Perry Printing Corp. and the costs associated with the merger of the two Milwaukee newspapers. If the effect of these two events were excluded from 1995 earnings, the year-to-date net income would have been $30.9 million, and we would have shown a year-to-year decline of only 5.8% in net earnings. At Journal Sentinel Inc., operating earnings were $25.8 million, up 4.1%. Comparing just the third quarter results, revenue was up by 2% and operating earnings were up 51.9% over 1995. Lower newsprint prices, improved circulation sales, an enhanced advertising market and improved customer service all are responsible for the earnings gain. Revenue year- to-date was $158.3 million, down 2.9%. The year-to-date cost of newsprint for Journal Sentinel remains ahead of a year ago, due to the high prices at the start of the year. But during Period 10, newsprint expense was $600,000 less than the same period in 1995, reflecting the dramatic drop in pricing experienced during the second and third quarters. Journal Broadcast Group Inc. revenues during the third quarter were $29.6 million up 34.6% over last year. Operating earnings in the quarter were $10.9 million, up a remarkable 90.8%. Year-to-date, sales were $69.6 million, up 27.1% while earnings were $23.8 million, up 62.4%. Although the addition of the Tucson radio stations helped to improve results for 1996, the broadcast operations in Milwaukee, Las Vegas, Lansing, Kansas City and Omaha were responsible for the majority of the significant growth in both revenue and earnings. During the third quarter, we completed the sale of WSAU-AM and WIFC-FM. Sales and earnings in Wausau, Wis., were small and, as such, had little impact on the Broadcast Group results. NorthStar Print Group Inc. had year-to-date revenues of $42.2 million, up slightly over last year. Operating earnings of $2.0 million reflected a more than four-fold increase over one year ago. Production of beer labels for Brahma Brewing in Brazil increased to anticipated levels during the quarter, with year-to-date sales to Brahma reaching $3.3 million. At Label Products & Design in Green Bay as well as at the Milwaukee operation, sales for the year were flat compared to 1995. Earnings at these operations increased dramatically, by $224,000 (39.9%) and $971,000 respectively. Norlight Telecommunications Inc. reported year-to-date revenues of $33.8 million, up 10.3%, with earnings down 2.2% to $7.7 million. Network expansion completed during the quarter improved the quarterly earnings growth to 5.9%, and positions Norlight for a stronger fourth quarter. Add Inc. had revenue of $71.9 million through 10 periods, up 11.7%, and operating earnings of $11.0 million, up 3.5%, largely as a result of acquisitions. Year-to-date, Mega Direct, which was acquired in June 1995, and the Florida Mariner added $7.5 million in revenue and $2.2 million in earnings. Much as Journal Sentinel was affected, Add Inc. has spent $5 million more on newsprint in 1996 than one year ago. However, as a result of lower newsprint prices, the Period 10 newsprint expense was $484,000 less than in 1995. IPC Communication Services was marginally profitable in Periods 9 and 10, but that was a significant improvement over losses earlier in the year. Year-to-date, IPC reported an operating loss on sales of $86.7 million. The management team has been restructured, and we believe we can take advantage of several opportunities in 1997. PrimeNet Marketing Services continues to perform well. Sales year-to date were $4.8 million, down more than $500,000 as the company focused on its core business. Earnings were $500,000, versus a loss of $1.8 million at this point last year. FORM 10-Q JOURNAL COMMUNICATIONS, INC. For Quarter Ended October 6, 1996 Commission file number 0-7831 (10 Accounting Periods) Part II. Other Information Item 6 - Exhibits and Reports on Form 8-K (b) Reports on Form 8-K. There were no reports on Form 8-K filed for the ten accounting periods ended October 6, 1996. 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 November 15, 1996 /s/ Robert A. Kahlor Robert A. Kahlor, Chairman of the Board Date November 15, 1996 /s/ Paul M. Bonaiuto Paul M. Bonaiuto, Senior Vice President and Chief Financial Officer EXHIBIT INDEX Exhibit No. 27 Description Financial Data Schedule