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 September 30, 1999 Commission file number 0-7832 ------------------ ------ (9 Accounting Periods) JOURNAL EMPLOYEES' STOCK TRUST - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) WISCONSIN 39-6153189 - -------------------------------------------------------------------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 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 __ FORM 10-Q JOURNAL EMPLOYEES' STOCK TRUST For Quarter Ending September 30, 1999 Commission file number 0-7832 ------------------ ------ INDEX Page No. -------- Part I. Financial Information Item 1. Financial Statements (Unaudited) Statement of Cash and Liabilities 3 Statement of Trust Income 4 Statement of Cash Flow 5 Notes to Financial Statements 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 7 Item 3. Quantitative and Qualitative Disclosure of Market Risk 7 Part II. Other Information Item 6. Exhibits and Reports on Form 8-K 8 2 FORM 10-Q JOURNAL EMPLOYEES' STOCK TRUST For Quarter Ending September 30, 1999 Commission file number 0-7832 ------------------ ------ Part 1, Item 1. Financial Information (Unaudited) Statement of Cash and Liabilities --------------------------------- 9/30/99 12/31/98 ------- -------- (Unaudited) Assets: Cash in bank $ 0 $ 0 --------- --------- $ 0 $ 0 ========= ========= Liabilities: Note payable to Journal Communications, Inc. $ 0 $ 0 --------- --------- $ 0 $ 0 ========= ========= Note: The Statement of Cash and Liabilities at December 31, 1998, has been derived from the audited financial statements at that date. See notes to financial statements. 3 FORM 10-Q JOURNAL EMPLOYEES' STOCK TRUST For Quarter Ending September 30, 1999 Commission file number 0-7832 ------------------ ------ Statement of Trust Income ------------------------- Three Months Ended Nine Months Ended ------------------ ----------------- 9/30/99 9/30/98 9/30/99 9/30/98 ---------- ---------- ---------- ---------- (Unaudited) (Unaudited) (Unaudited) (Unaudited) Dividends on common stock of Journal Communications, Inc. held by the Trust $ 6,757,978 $ 6,922,987 $20,667,381 $20,962,510 ----------- ----------- ----------- ----------- $ 6,757,978 $ 6,922,987 $20,667,381 $20,962,510 =========== =========== =========== =========== Per Share $ 0.28 $ 0.275 $ 0.84 $ 0.825 ----------- ----------- ----------- ----------- $ 0.28 $ 0.275 $ 0.84 $ 0.825 =========== =========== =========== =========== Dividends to holders of Units of Beneficial Interest $ 6,757,978 $ 6,922,987 $20,667,381 $20,962,510 ----------- ----------- ----------- ----------- $ 6,757,978 $ 6,922,987 $20,667,381 $20,962,510 =========== =========== =========== =========== Per Unit $ 0.28 $ 0.275 $ 0.84 $ 0.825 ----------- ----------- ----------- ----------- $ 0.28 $ 0.275 $ 0.84 $ 0.825 =========== =========== =========== =========== See notes to financial statements. 4 FORM 10-Q JOURNAL EMPLOYEES' STOCK TRUST For Quarter Ending September 30, 1999 Commission file number 0-7832 ------------------ ------ Statement of Cash Flow ---------------------- Nine Months Ended ----------------- 9/30/99 9/30/98 ---------- ---------- (Unaudited) (Unaudited) Source of cash: Receipts from purchasers of Units of Beneficial Interest (Note 3) $ 104,703,530 $ 126,171,803 Dividends received from Journal Communications, Inc. 20,667,381 20,962,510 ------------- ------------- 125,370,911 147,134,313 Uses of cash: Disbursements to sellers of Units of Beneficial Interest (104,703,530) (126,171,803) Dividends paid to holders of Units of Beneficial Interest (20,667,381) ( 20,962,510) Reduction of note payable to Journal Communications, Inc. 0 ( 100) ------------- ------------- Net decrease in cash 0 ( 100) Cash at beginning of year 0 100 ------------- ------------- Cash at September 30 $ 0 $ 0 ============= ============= See notes to financial statements. 5 FORM 10-Q JOURNAL EMPLOYEES' STOCK TRUST For Quarter Ending September 30, 1999 Commission file number 0-7832 ------------------ ------ Notes to Financial Statements ----------------------------- (Unaudited) 1. Organization ------------ The only business of Journal Employees' Stock Trust (Trust), under agreement dated May 15, 1937, as amended, is the record holding of common stock of Journal Communications, Inc. ("Company"), the issuance of Units of Beneficial Interest in such shares ("Units"), and in limited instances, the voting of shares of the Company's common stock held by it. The Trust is administered by five trustees who are officer/directors of the Company and receive no remuneration for services performed for the Trust. The trustees are required to distribute all Trust income (consisting solely of dividends paid by the Company), less such amounts as the trustees deem necessary for payment of taxes and administrative expenses, as soon as practicable after receipt. Since its origination, substantially all expenses of the Trust have been paid by the Company, and cash dividends payable to the Trust have been paid directly to the unitholders by the Company. The Trust distributes all of its income and, therefore, pays no income taxes. 2. Common Stock of the Company --------------------------- Upon deposit by the Company of shares of common stock, the Trust issues a like number of Units and the Company offers such Units to employees of the Company ("Employees"). Sales of Units by the Trust are made at the formula price determined in accordance with the Trust Agreement. 3. Unitholders' Sales of Units of Beneficial Interest -------------------------------------------------- Unitholders may sell all or a portion of their Units only to other Employees designated by the President of the Company or, under certain circumstances, to shareholders of the Company, at the current formula price under the terms and conditions of the Trust Agreement. If the Units are not sold in this manner, the Units are freely transferable, subject to a five-year right of the Company to purchase the Units at any time at the formula price. Payments for Units sold by employees are deposited with the Trust by the purchaser and remitted by the Trust to the seller. 6 FORM 10-Q JOURNAL EMPLOYEES' STOCK TRUST For Quarter Ending September 30, 1999 Commission file number 0-7832 ------------------ ------ Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations --------------------------------------------- Income is based solely on dividends from Journal Communications, Inc. Item 3. Quantitative and Qualitative Disclosure of Market Risk -------------------------------------------------------------- None. 7 FORM 10-Q JOURNAL EMPLOYEES' STOCK TRUST For Quarter Ending September 30, 1999 Commission file number 0-7832 ------------------ ------ 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 nine months ended September 30, 1999. 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 EMPLOYEES' STOCK TRUST ------------------------------ Date: November 8, 1999 By: /s/ Steven J. Smith ---------------- ---------------------------- Steven J. Smith Trustee Date: November 8, 1999 By: /s/ Douglas G. Kiel ---------------- ---------------------------- Douglas G. Kiel Trustee 8