Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 28, 2020 | Aug. 03, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 28, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-36230 | |
Entity Registrant Name | TRIBUNE PUBLISHING COMPANY | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 38-3919441 | |
Entity Address, Address Line One | 160 N. Stetson Avenue | |
Entity Address, City or Town | Chicago | |
Entity Address, State or Province | IL | |
Entity Address, Postal Zip Code | 60601 | |
City Area Code | (312) | |
Local Phone Number | 222-9100 | |
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Trading Symbol | TPCO | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 36,522,269 | |
Entity Central Index Key | 0001593195 | |
Current Fiscal Year End Date | --12-27 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME (LOSS) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Income Statement [Abstract] | ||||
Operating revenues | $ 183,100 | $ 250,327 | $ 399,585 | $ 494,852 |
Operating expenses: | ||||
Compensation | 70,265 | 95,808 | 167,093 | 193,517 |
Newsprint and ink | 7,399 | 15,118 | 18,119 | 31,221 |
Outside services | 66,169 | 80,425 | 141,211 | 164,238 |
Other operating expenses | 30,073 | 39,223 | 65,491 | 81,441 |
Depreciation and amortization | 9,869 | 11,648 | 19,342 | 23,732 |
Impairment | 0 | 0 | 51,049 | 0 |
Total operating expenses | 183,775 | 242,222 | 462,305 | 494,149 |
Income (loss) from operations | (675) | 8,105 | (62,720) | 703 |
Interest income (expense), net | (185) | 315 | (215) | 535 |
Loss on equity investments, net | (117) | (555) | (117) | (1,042) |
Other income (expense), net | 449 | (56) | 836 | 17 |
Income (loss) from continuing operations before income taxes | (528) | 7,809 | (62,216) | 213 |
Income tax expense (benefit) | (2,084) | 2,465 | (19,766) | (417) |
Net income (loss) from continuing operations | 1,556 | 5,344 | (42,450) | 630 |
Plus: Loss from discontinued operations, net of taxes | 0 | (722) | 0 | (722) |
Net income (loss) | 1,556 | 4,622 | (42,450) | (92) |
Less: Income attributable to noncontrolling interest | 2,162 | 1,926 | 3,492 | 1,887 |
Net income (loss) attributable to Tribune common stockholders | $ (606) | $ 2,696 | $ (45,942) | $ (1,979) |
Net income (loss) from continuing operations available to Tribune common stockholders, per common share: | ||||
Basic (in dollars per share) | $ (0.02) | $ 0.10 | $ (1.27) | $ (0.04) |
Diluted (in dollars per share) | (0.02) | 0.10 | (1.27) | (0.04) |
Net income (loss) available to Tribune common stockholders, per common share: | ||||
Basic (in dollars per share) | (0.02) | 0.08 | (1.27) | (0.06) |
Diluted (in dollars per share) | $ (0.02) | $ 0.08 | $ (1.27) | $ (0.06) |
Weighted average shares outstanding: | ||||
Basic (in shares) | 36,462 | 35,711 | 36,378 | 35,669 |
Diluted (in shares) | 36,462 | 35,866 | 36,378 | 35,669 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 1,556 | $ 4,622 | $ (42,450) | $ (92) |
Comprehensive income (loss), net of taxes: | ||||
Amortization of items to periodic pension cost during the period, net of taxes of | (21) | (59) | (44) | (118) |
Foreign currency translation | (7) | (10) | (7) | (12) |
Comprehensive income (loss) | 1,528 | 4,553 | (42,501) | (222) |
Less: Comprehensive income attributable to noncontrolling interest | 2,162 | 1,926 | 3,492 | 1,887 |
Comprehensive income (loss) attributable to Tribune common stockholders | $ (634) | $ 2,627 | $ (45,993) | $ (2,109) |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
Taxes on amortization of items to periodic pension cost | $ 8 | $ 23 | $ 17 | $ 46 |
CONSOLIDATED CONDENSED BALANCE
CONSOLIDATED CONDENSED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 28, 2020 | Dec. 29, 2019 |
Current assets | ||
Cash | $ 80,515 | $ 60,963 |
Accounts receivable, net | 77,771 | 112,754 |
Inventories | 3,724 | 4,820 |
Prepaid expenses and other current assets | 23,424 | 15,114 |
Total current assets | 185,434 | 193,651 |
Property, plant and equipment | ||
Machinery, equipment and furniture | 105,186 | 119,859 |
Buildings and leasehold improvements | 77,635 | 86,403 |
Property, plant and equipment, gross | 182,821 | 206,262 |
Accumulated depreciation | (94,687) | (84,530) |
Property, plant and equipment, net, excluding advance payments | 88,134 | 121,732 |
Advance payments on property, plant and equipment | 1,952 | 2,181 |
Property, plant and equipment, net | 90,086 | 123,913 |
Other assets | ||
Goodwill | 115,197 | 117,675 |
Intangible assets, net | 58,632 | 69,165 |
Software, net | 20,101 | 20,736 |
Lease right-of-use asset | 71,920 | 99,480 |
Restricted cash | 33,449 | 37,290 |
Deferred income taxes | 11,569 | 6,911 |
Other long-term assets | 13,172 | 13,457 |
Total other assets | 324,040 | 364,714 |
Total assets | 599,560 | 682,278 |
Current liabilities | ||
Accounts payable | 36,035 | 46,482 |
Employee compensation and benefits | 32,343 | 36,305 |
Deferred revenue | 40,397 | 42,773 |
Current portion of long-term lease liability | 28,559 | 25,380 |
Current portion of long-term debt | 6,995 | 105 |
Other current liabilities | 23,123 | 24,317 |
Total current liabilities | 167,452 | 175,362 |
Non-current liabilities | ||
Long term lease liability | 87,247 | 98,847 |
Workers’ compensation, general liability and auto insurance payable | 22,862 | 24,192 |
Pension and postretirement benefits payable | 17,072 | 20,338 |
Deferred revenue | 2,332 | 2,504 |
Long-term debt | 56 | 6,857 |
Other obligations | 11,248 | 5,851 |
Total non-current liabilities | 140,817 | 158,589 |
Noncontrolling interest | 0 | 63,501 |
Stockholders’ equity | ||
Preferred stock, $0.01 par value. Authorized 30,000 shares; no shares issued or outstanding at June 28, 2020 and December 29, 2019 | 0 | 0 |
Common stock, $0.01 par value. Authorized 300,000 shares; 38,455 shares issued and 36,501 shares outstanding at June 28, 2020; 38,017 shares issued and 36,064 shares outstanding at December 29, 2019 | 384 | 380 |
Additional paid-in capital | 180,323 | 177,957 |
Retained earnings | 79,432 | 135,001 |
Noncontrolling interest | 59,715 | 0 |
Accumulated other comprehensive income (loss) | (2,403) | (2,352) |
Treasury stock, at cost - 1,954 shares at June 28, 2020 and December 29, 2019 | (26,160) | (26,160) |
Total stockholders’ equity | 291,291 | 284,826 |
Total liabilities and stockholders’ equity | $ 599,560 | $ 682,278 |
CONSOLIDATED CONDENSED BALANC_2
CONSOLIDATED CONDENSED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 28, 2020 | Dec. 29, 2019 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 30,000,000 | 30,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 300,000,000 | 300,000,000 |
Common stock, shares issued (in shares) | 38,455,000 | 38,017,000 |
Common stock, shares outstanding (in shares) | 36,501,000 | 36,064,000 |
Treasury stock, shares (in shares) | 1,954,000 | 1,954,000 |
CONSOLIDATED STATEMENT OF EQUIT
CONSOLIDATED STATEMENT OF EQUITY - USD ($) $ in Thousands | Total | Cumulative Effect, Period of Adoption, Adjustment | Cumulative Effect, Period of Adoption, Adjusted Balance | Common Stock | Common StockCumulative Effect, Period of Adoption, Adjusted Balance | Additional Paid in Capital | Additional Paid in CapitalCumulative Effect, Period of Adoption, Adjusted Balance | Retained Earnings | Retained EarningsCumulative Effect, Period of Adoption, Adjustment | Retained EarningsCumulative Effect, Period of Adoption, Adjusted Balance | Non controlling Interest | AOCI | AOCICumulative Effect, Period of Adoption, Adjusted Balance | Treasury Stock | Treasury StockCumulative Effect, Period of Adoption, Adjusted Balance |
Balance at beginning of period (in shares) at Dec. 30, 2018 | 37,551,000 | 37,551,000 | |||||||||||||
Balance at beginning of period at Dec. 30, 2018 | $ 373,312 | $ (1,787) | $ 371,525 | $ 376 | $ 376 | $ 166,668 | $ 166,668 | $ 232,401 | $ (1,787) | $ 230,614 | $ 27 | $ 27 | $ (26,160) | $ (26,160) | |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Comprehensive income (loss) attributable to controlling interests | (4,736) | (4,675) | (61) | ||||||||||||
Issuance of stock from restricted stock and restricted stock unit ("RSU") conversions (in shares) | 67,000 | ||||||||||||||
Issuance of stock from restricted stock and restricted stock unit ("RSU") conversions | 0 | ||||||||||||||
Stock-based compensation | 5,737 | 5,737 | |||||||||||||
Withholding for taxes on RSU conversions | (13) | (13) | |||||||||||||
Balance at end of the period (in shares) at Mar. 31, 2019 | 37,618,000 | ||||||||||||||
Balance at end of period at Mar. 31, 2019 | 372,513 | $ 376 | 172,392 | 225,939 | (34) | (26,160) | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Comprehensive income (loss) attributable to controlling interests | 2,627 | 2,696 | (69) | ||||||||||||
Dividends declared to common stockholders | (55,755) | (55,755) | |||||||||||||
Issuance of stock from restricted stock and restricted stock unit ("RSU") conversions (in shares) | 68,000 | ||||||||||||||
Issuance of stock from restricted stock and restricted stock unit ("RSU") conversions | 0 | $ 1 | (1) | ||||||||||||
Stock-based compensation | 2,914 | 2,914 | |||||||||||||
Balance at end of the period (in shares) at Jun. 30, 2019 | 37,686,000 | ||||||||||||||
Balance at end of period at Jun. 30, 2019 | 322,299 | $ 377 | 175,305 | 172,880 | (103) | (26,160) | |||||||||
Balance at beginning of period (in shares) at Dec. 29, 2019 | 38,018,000 | ||||||||||||||
Balance at beginning of period at Dec. 29, 2019 | 284,826 | $ 380 | 177,957 | 135,001 | (2,352) | (26,160) | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Reclassification of noncontrolling interest ("NCI") from temporary equity | 64,133 | $ 64,133 | |||||||||||||
Comprehensive income (loss) | (44,339) | (45,336) | 1,020 | (23) | |||||||||||
Dividends declared to common stockholders | (9,305) | (9,305) | |||||||||||||
Dividends declared to NCI | (5,200) | (5,200) | |||||||||||||
NCI carrying value adjustment | (322) | (322) | |||||||||||||
Issuance of stock from restricted stock and restricted stock unit ("RSU") conversions (in shares) | 320,000 | ||||||||||||||
Issuance of stock from restricted stock and restricted stock unit ("RSU") conversions | 0 | $ 3 | (3) | ||||||||||||
Stock-based compensation | 1,592 | 1,592 | |||||||||||||
Withholding for taxes on RSU conversions | (533) | (533) | |||||||||||||
Balance at end of the period (in shares) at Mar. 29, 2020 | 38,338,000 | ||||||||||||||
Balance at end of period at Mar. 29, 2020 | 290,852 | $ 383 | 179,013 | 80,038 | 59,953 | (2,375) | (26,160) | ||||||||
Balance at beginning of period (in shares) at Dec. 29, 2019 | 38,018,000 | ||||||||||||||
Balance at beginning of period at Dec. 29, 2019 | 284,826 | $ 380 | 177,957 | 135,001 | (2,352) | (26,160) | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Reclassification of noncontrolling interest ("NCI") from temporary equity | 64,133 | ||||||||||||||
Balance at end of the period (in shares) at Jun. 28, 2020 | 38,455,000 | ||||||||||||||
Balance at end of period at Jun. 28, 2020 | 291,291 | $ 384 | 180,323 | 79,432 | 59,715 | (2,403) | (26,160) | ||||||||
Balance at beginning of period (in shares) at Mar. 29, 2020 | 38,338,000 | ||||||||||||||
Balance at beginning of period at Mar. 29, 2020 | 290,852 | $ 383 | 179,013 | 80,038 | 59,953 | (2,375) | (26,160) | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Comprehensive income (loss) | 1,528 | (606) | 2,162 | (28) | |||||||||||
Dividends declared to common stockholders | (2,400) | 0 | (2,400) | ||||||||||||
Issuance of stock from restricted stock and restricted stock unit ("RSU") conversions (in shares) | 117,000 | ||||||||||||||
Issuance of stock from restricted stock and restricted stock unit ("RSU") conversions | 0 | $ 1 | (1) | ||||||||||||
Stock-based compensation | 1,540 | 1,540 | |||||||||||||
Withholding for taxes on RSU conversions | (229) | (229) | |||||||||||||
Balance at end of the period (in shares) at Jun. 28, 2020 | 38,455,000 | ||||||||||||||
Balance at end of period at Jun. 28, 2020 | $ 291,291 | $ 384 | $ 180,323 | $ 79,432 | $ 59,715 | $ (2,403) | $ (26,160) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 28, 2020 | Jun. 30, 2019 | |
Operating Activities From Continuing Operations | ||
Net income (loss) from continuing operations | $ (42,450) | $ 630 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation and amortization | 19,342 | 23,732 |
Impairment | 51,049 | 0 |
Stock compensation expense | 3,132 | 8,651 |
Loss on equity investments, net | 117 | 1,042 |
Gain on sale of property | (5,069) | 0 |
Deferred income taxes | (4,658) | 1,822 |
Pension contribution | (2,501) | (1,054) |
Postretirement benefits expense | (765) | (782) |
Changes in working capital items: | ||
Accounts receivable, net | 37,236 | 33,417 |
Prepaid expenses, inventories and other current assets | (2,407) | (7,088) |
Accounts payable, employee compensation and benefits, deferred revenue and other current liabilities | (22,514) | (42,527) |
Other, net | (200) | (274) |
Net cash provided by operating activities | 30,312 | 17,569 |
Investing Activities From Continuing Operations | ||
Capital expenditures | (6,549) | (9,288) |
Proceeds from the sale of property, plant and equipment | 9,451 | 0 |
Other, net | 0 | (179) |
Net cash provided by (used for) investing activities | 2,902 | (9,467) |
Financing Activities From Continuing Operations | ||
Repayments of capital lease obligations | (50) | (303) |
Dividends paid to common stockholders | (9,091) | 0 |
Dividends paid to noncontrolling interest | (7,600) | (3,400) |
Withholding for taxes on restricted stock unit vesting | (762) | (13) |
Net cash used for financing activities | (17,503) | (3,716) |
Increase in cash attributable to continuing operations | 15,711 | 4,386 |
Cash flows used for operating activities from discontinued operations, net | 0 | (5,971) |
Cash flows provided by investing activities from discontinued operations, net | 0 | 0 |
Cash flows used for financing activities from discontinued operations, net | 0 | 0 |
Decrease in cash attributable to discontinued operations | 0 | (5,971) |
Net increase (decrease) in cash | 15,711 | (1,585) |
Cash, cash equivalents and restricted cash, beginning of period | 98,253 | 141,507 |
Cash, cash equivalents and restricted cash, end of period | $ 113,964 | $ 139,922 |
DESCRIPTION OF BUSINESS AND BAS
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION | 6 Months Ended |
Jun. 28, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION | NOTE 1: DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION Description of Business —Tribune Publishing Company was formed as a Delaware corporation on November 21, 2013. Tribune Publishing Company together with its subsidiaries (collectively, the “Company” or “Tribune”) is a media company rooted in award-winning journalism. Headquartered in Chicago, the Company operates local media businesses in eight markets with titles including the Chicago Tribune, New York Daily News, The Baltimore Sun, Hartford Courant, South Florida’s Sun Sentinel, Orlando Sentinel, Virginia’s Daily Press and The Virginian-Pilot , and The Morning Call of Lehigh Valley, Pennsylvania . Tribune also operates Tribune Content Agency (“TCA”) and is the majority owner in BestReviews LLC (“BestReviews”). Fiscal Periods —The Company’s fiscal year ends on the last Sunday in December. Fiscal year 2020 ends on December 27, 2020 and fiscal year 2019 ended on December 29, 2019. Fiscal year 2020 and 2019 are 52-week years with 13 weeks in each quarter. Basis of Presentation —T he accompanying unaudited Consolidated Financial Statements and notes of the Company have been prepared in accordance with United States generally accepted accounting principles ( “ U.S. GAAP ”). The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited Consolidated Financial Statements and accompanying notes. Actual results could differ from these estimates. In the opinion of management, the financial statements contain all adjustments necessary to present fairly the financial position of Tribune as of June 28, 2020 and December 29, 2019 and the results of operations for the three and six months ended June 28, 2020 and June 30, 2019, respectively, and the cash flows for the three and six months ended June 28, 2020 and June 30, 2019, respectively. This includes all normal and recurring adjustments and elimination of intercompany transactions. Results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. The year-end Consolidated Balance Sheet was derived from audited financial statements but does not include all disclosures required by U.S. GAAP. The Company assesses its operating segments in accordance with Accounting Standards Codification (“ASC”) Topic 280, “ Segment Reporting .” In the first quarter of 2020, the Company realigned its operations, combining the print and digital operations of its media groups together under the leadership of the Chief Executive Officer, who is also the chief operating decision maker for Tribune, as defined in ASC Topic 280. As a result of the realignment, beginning in the first quarter of 2020, the Company no longer reports separate segment results for its print and digital operations. Prior to the first quarter of fiscal 2020, Tribune was managed by its chief operating decision maker as two segments, segment M and segment X. Accounting standards adopted in 2020 —In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, Topic 326, Financial Instruments – Credit Losses (“ASU 2016-13”). ASU 2016-13 changes the impairment model for most financial assets and requires the use of an “expected loss” model for instruments measured at amortized cost. This pronouncement is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2019. The Company adopted this standard effective the beginning of fiscal year 2020 and the adoption did not have a material effect on the Company’s consolidated financial statements. See Note 2 for additional information related to the expected credit losses. In December 2019, the FASB issued ASU 2019-12, Topic 740, Income Taxes , which simplifies accounting for income taxes (“ASU 2019-12”). ASU 2019-12 eliminates certain exceptions related to intraperiod tax allocation, the interim period tax calculation and deferred tax liabilities. ASU 2019-12 is applied prospectively and is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted. The Company adopted the standard effective the beginning of fiscal year 2020. See Note 11 for additional information related to the Company’s income taxes. |
EXPECTED CREDIT LOSSES
EXPECTED CREDIT LOSSES | 6 Months Ended |
Jun. 28, 2020 | |
Credit Loss [Abstract] | |
EXPECTED CREDIT LOSSES | NOTE 2: EXPECTED CREDIT LOSSES Tribune holds financial assets in the form of accounts receivable that are primarily generated from advertising revenues, certain circulation-related revenues and commercial print and delivery revenues, and are grouped as such. The accounts receivable and allowance for doubtful accounts are analyzed under the expected credit losses method. Payment terms vary by revenue stream. Classified advertising and home delivery circulation terms are usually prepaid with advertising having terms of 30 to 60 days. Credit is extended based on an evaluation of each customer’s financial condition, and generally collateral is not required For accounts receivable, Tribune uses an aging expected credit losses method that includes forward-looking qualitative factors when they arise. The Company has identified the market effects of the COVID-19 pandemic as a forward-looking qualitative factor to be considered. The Company uses an analysis of 24-months of collection and write off history to calculate historical loss percentages by aging group, which are applied to all accounts within the aging group. Specific reserves are reviewed and handled on a case by case basis. Accounts receivable balances outstanding for a year are reserved at 100%. As customer balances are determined to be uncollectible, the balances are written off against the allowance for doubtful accounts. Included in the allowance for doubtful accounts are amounts for sales adjustments not related to expected credit losses; such as, rebates, billing adjustments, and returns. The credit loss expense was $1.2 million and $4.2 million for the three and six months ended June 28, 2020, respectively, and is included in other operating expenses on the Consolidated Statements of Income (Loss). A summary of the activity with respect to the allowance for doubtful accounts for the six months ended June 28, 2020 is as follows (in thousands) : Accounts receivable allowance balance at December 29, 2019 $ 9,674 Current period provision 4,205 Write offs (3,631) Sales adjustments, net 117 Accounts receivable allowance balance at June 28, 2020 $ 10,365 Accounts receivable, net, at June 28, 2020 and December 29, 2019 , consisted of the following (in thousands) : June 28, 2020 December 29, 2019 Accounts receivable $ 88,136 $ 122,428 Less: Allowance for doubtful accounts 10,365 9,674 Accounts receivable, net $ 77,771 $ 112,754 |
LEASES
LEASES | 6 Months Ended |
Jun. 28, 2020 | |
Leases [Abstract] | |
LEASES | NOTE 3: LEASES Tribune’s leased facilities total approximately 4.2 million square feet in the aggregate. The Company currently has leased newspaper production facilities in Connecticut, Florida, Illinois, Maryland and New Jersey, however Tribune owns substantially all of the production equipment. For printing plants, the initial lease term is ten years with two options to renew for additional ten five two right-of-use (“ROU”) and the lease liabilities. Tribune subleases certain facilities that total approximately 0.1 million square feet in aggregate. The terms of these subleases are from two to ten years and expire between 2020 and 2023. Lease Restructuring, Abatements and Deferrals Effective April 1, 2020, and in light of the COVID-19 pandemic, the Company withheld payment of April, May and June rent related to a majority of its facilities and requested rent relief from the lessors in various forms, including lease restructuring, rent abatement, deferrals or lease terminations. The terms of the Company’s facility leases generally provide the lessors a number of remedies for late payment, including late fees, interest on amounts past due, the right to draw on any letter of credit supporting the lease, the right to terminate the lease with termination payments, including acceleration of certain future rents net of landlord mitigation amounts, or the right to terminate our possession of the facility, among others. The Company has been notified by a number of lessors that it is in default and certain of such lessors have formally filed complaints in their local jurisdictions. The Company is negotiating with such lessors on terms of the rent relief and the lessors’ remedies and is responding timely to all filed complaints. Lease Abatements and Deferrals In April 2020, the FASB staff issued interpretive guidance on the accounting for lease concessions that are related to the effects of the COVID-19 pandemic. Tribune has elected to apply the guidance to the lease concessions that have been secured. As of April 2020, the Company began recognizing rent abatements or deferrals received from landlords as reductions in variable lease payments. This election will continue while these abatements or deferrals are in effect. Through June 28, 2020 , the Company has secured rent abatements and deferrals for approximately 11 leases. Lease Restructuring In the three months ended June 28, 2020, the Company completed modifications for 13 leases. These modifications included various changes to the terms of the leases including deferrals and abatements in exchange for term extensions for periods of 3 months to 22 months. The impact of these modifications is not material. Lease Terminations The Company has negotiated lease terminations with lessors on 4 leases. Some of the lease termination agreements required forfeiture of the security deposit as well as various payments, such as past due rents, repair fees, and termination fees. For the three and six months ended June 28, 2020 the Company has recorded termination-related expenses, such as forfeiture of deposits, past due rents, repairs, and early termination fees of $0.4 million that are included in other operating expense on the Consolidated Statements of Income (Loss). Below is a summary of information related to the Company’s leases (in thousands): Three months ended Six months ended June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Lease Cost: Finance lease cost: Amortization of ROU assets $ 53 $ 79 $ 131 $ 157 Interest on lease liabilities 29 26 57 52 Operating lease cost 5,930 7,112 13,191 14,247 Short-term lease costs 153 217 343 578 Variable lease costs 1,469 1,945 3,183 3,570 Sublease income (687) (443) (1,430) (1,572) Total lease cost $ 6,947 $ 8,936 $ 15,475 $ 17,032 Below is a summary of the supplemental cash flow information related to leases (in thousands): Six months ended June 28, 2020 June 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used for operating leases $ 12,370 $ 20,431 Operating cash flows used for finance leases — 60 Financing cash flows used for finance leases $ 50 $ 303 ROU assets obtained in exchange for new operating lease liabilities $ 2,032 $ 2,159 Below is a summary of the weighted average remaining lease terms and weighted average discount rates related to leases for the six months ended June 28, 2020: Weighted average remaining lease term - finance leases (in years) 0.6 years Weighted average remaining lease term - operating leases (in years) 5.7 years Weighted average discount rate - finance leases 5.75 % Weighted average discount rate - operating leases 4.74 % Future minimum lease payments under noncancelable operating lease arrangements having initial terms of one year or more as of the six months ended June 28, 2020 , are as follows (in thousands) : Operating Leases Finance Leases Subleases 2020, remaining $ 18,690 $ 50 $ 1,375 2021 28,745 6,949 2,163 2022 26,638 — 1,620 2023 17,084 — 1,579 2024 9,560 — — Thereafter 33,051 — — Total future lease payments 133,768 6,999 6,737 Less: Imputed interest 17,244 65 — Net future minimum lease payments $ 116,524 $ 6,934 $ 6,737 Lease Abandonment During the first quarter of 2020, the Company permanently vacated 21,952 square feet of office space in Chicago and 17,960 square feet of office space in Los Angeles. The abandonment of the office space is an indicator of impairment and the Company assessed the lease ROU assets and leasehold improvements for impairment. Estimates of fair value include Level 3 inputs which are subjective in nature, involve uncertainties and matters of significant judgment and are made at a specific point in time. To calculate the fair value of the vacated space, the Company used the discounted cash flows from estimated sublease payments and compared the result to the sum of the carrying values of the lease ROU asset and the leasehold improvements. The discount rate used is a market place lessor's expected rate of return. During the six months ended June 28, 2020 , t he Company recorded non-cash impairment charges of $2.8 million related to the impairment of the lease ROU assets and $4.2 million related to the impairment of the leasehold improvements associated to the vacated office space. Subsequent to June 28, 2020, the Company reached agreements to terminate an additional 4 leases with additional leases still in negotiations. Leased space in Los Angeles permanently vacated and discussed above was terminated effective on July 1, 2020 upon agreement with the lessor. The termination agreement includes a termination fee of $1.3 million, comprised of the forfeited deposit and cash of $1.2 million that was paid upon termination. The termination resulted in a gain of $0.3 million that will be recognized in the third quarter of 2020. |
LEASES | NOTE 3: LEASES Tribune’s leased facilities total approximately 4.2 million square feet in the aggregate. The Company currently has leased newspaper production facilities in Connecticut, Florida, Illinois, Maryland and New Jersey, however Tribune owns substantially all of the production equipment. For printing plants, the initial lease term is ten years with two options to renew for additional ten five two right-of-use (“ROU”) and the lease liabilities. Tribune subleases certain facilities that total approximately 0.1 million square feet in aggregate. The terms of these subleases are from two to ten years and expire between 2020 and 2023. Lease Restructuring, Abatements and Deferrals Effective April 1, 2020, and in light of the COVID-19 pandemic, the Company withheld payment of April, May and June rent related to a majority of its facilities and requested rent relief from the lessors in various forms, including lease restructuring, rent abatement, deferrals or lease terminations. The terms of the Company’s facility leases generally provide the lessors a number of remedies for late payment, including late fees, interest on amounts past due, the right to draw on any letter of credit supporting the lease, the right to terminate the lease with termination payments, including acceleration of certain future rents net of landlord mitigation amounts, or the right to terminate our possession of the facility, among others. The Company has been notified by a number of lessors that it is in default and certain of such lessors have formally filed complaints in their local jurisdictions. The Company is negotiating with such lessors on terms of the rent relief and the lessors’ remedies and is responding timely to all filed complaints. Lease Abatements and Deferrals In April 2020, the FASB staff issued interpretive guidance on the accounting for lease concessions that are related to the effects of the COVID-19 pandemic. Tribune has elected to apply the guidance to the lease concessions that have been secured. As of April 2020, the Company began recognizing rent abatements or deferrals received from landlords as reductions in variable lease payments. This election will continue while these abatements or deferrals are in effect. Through June 28, 2020 , the Company has secured rent abatements and deferrals for approximately 11 leases. Lease Restructuring In the three months ended June 28, 2020, the Company completed modifications for 13 leases. These modifications included various changes to the terms of the leases including deferrals and abatements in exchange for term extensions for periods of 3 months to 22 months. The impact of these modifications is not material. Lease Terminations The Company has negotiated lease terminations with lessors on 4 leases. Some of the lease termination agreements required forfeiture of the security deposit as well as various payments, such as past due rents, repair fees, and termination fees. For the three and six months ended June 28, 2020 the Company has recorded termination-related expenses, such as forfeiture of deposits, past due rents, repairs, and early termination fees of $0.4 million that are included in other operating expense on the Consolidated Statements of Income (Loss). Below is a summary of information related to the Company’s leases (in thousands): Three months ended Six months ended June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Lease Cost: Finance lease cost: Amortization of ROU assets $ 53 $ 79 $ 131 $ 157 Interest on lease liabilities 29 26 57 52 Operating lease cost 5,930 7,112 13,191 14,247 Short-term lease costs 153 217 343 578 Variable lease costs 1,469 1,945 3,183 3,570 Sublease income (687) (443) (1,430) (1,572) Total lease cost $ 6,947 $ 8,936 $ 15,475 $ 17,032 Below is a summary of the supplemental cash flow information related to leases (in thousands): Six months ended June 28, 2020 June 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used for operating leases $ 12,370 $ 20,431 Operating cash flows used for finance leases — 60 Financing cash flows used for finance leases $ 50 $ 303 ROU assets obtained in exchange for new operating lease liabilities $ 2,032 $ 2,159 Below is a summary of the weighted average remaining lease terms and weighted average discount rates related to leases for the six months ended June 28, 2020: Weighted average remaining lease term - finance leases (in years) 0.6 years Weighted average remaining lease term - operating leases (in years) 5.7 years Weighted average discount rate - finance leases 5.75 % Weighted average discount rate - operating leases 4.74 % Future minimum lease payments under noncancelable operating lease arrangements having initial terms of one year or more as of the six months ended June 28, 2020 , are as follows (in thousands) : Operating Leases Finance Leases Subleases 2020, remaining $ 18,690 $ 50 $ 1,375 2021 28,745 6,949 2,163 2022 26,638 — 1,620 2023 17,084 — 1,579 2024 9,560 — — Thereafter 33,051 — — Total future lease payments 133,768 6,999 6,737 Less: Imputed interest 17,244 65 — Net future minimum lease payments $ 116,524 $ 6,934 $ 6,737 Lease Abandonment During the first quarter of 2020, the Company permanently vacated 21,952 square feet of office space in Chicago and 17,960 square feet of office space in Los Angeles. The abandonment of the office space is an indicator of impairment and the Company assessed the lease ROU assets and leasehold improvements for impairment. Estimates of fair value include Level 3 inputs which are subjective in nature, involve uncertainties and matters of significant judgment and are made at a specific point in time. To calculate the fair value of the vacated space, the Company used the discounted cash flows from estimated sublease payments and compared the result to the sum of the carrying values of the lease ROU asset and the leasehold improvements. The discount rate used is a market place lessor's expected rate of return. During the six months ended June 28, 2020 , t he Company recorded non-cash impairment charges of $2.8 million related to the impairment of the lease ROU assets and $4.2 million related to the impairment of the leasehold improvements associated to the vacated office space. Subsequent to June 28, 2020, the Company reached agreements to terminate an additional 4 leases with additional leases still in negotiations. Leased space in Los Angeles permanently vacated and discussed above was terminated effective on July 1, 2020 upon agreement with the lessor. The termination agreement includes a termination fee of $1.3 million, comprised of the forfeited deposit and cash of $1.2 million that was paid upon termination. The termination resulted in a gain of $0.3 million that will be recognized in the third quarter of 2020. |
LEASES | NOTE 3: LEASES Tribune’s leased facilities total approximately 4.2 million square feet in the aggregate. The Company currently has leased newspaper production facilities in Connecticut, Florida, Illinois, Maryland and New Jersey, however Tribune owns substantially all of the production equipment. For printing plants, the initial lease term is ten years with two options to renew for additional ten five two right-of-use (“ROU”) and the lease liabilities. Tribune subleases certain facilities that total approximately 0.1 million square feet in aggregate. The terms of these subleases are from two to ten years and expire between 2020 and 2023. Lease Restructuring, Abatements and Deferrals Effective April 1, 2020, and in light of the COVID-19 pandemic, the Company withheld payment of April, May and June rent related to a majority of its facilities and requested rent relief from the lessors in various forms, including lease restructuring, rent abatement, deferrals or lease terminations. The terms of the Company’s facility leases generally provide the lessors a number of remedies for late payment, including late fees, interest on amounts past due, the right to draw on any letter of credit supporting the lease, the right to terminate the lease with termination payments, including acceleration of certain future rents net of landlord mitigation amounts, or the right to terminate our possession of the facility, among others. The Company has been notified by a number of lessors that it is in default and certain of such lessors have formally filed complaints in their local jurisdictions. The Company is negotiating with such lessors on terms of the rent relief and the lessors’ remedies and is responding timely to all filed complaints. Lease Abatements and Deferrals In April 2020, the FASB staff issued interpretive guidance on the accounting for lease concessions that are related to the effects of the COVID-19 pandemic. Tribune has elected to apply the guidance to the lease concessions that have been secured. As of April 2020, the Company began recognizing rent abatements or deferrals received from landlords as reductions in variable lease payments. This election will continue while these abatements or deferrals are in effect. Through June 28, 2020 , the Company has secured rent abatements and deferrals for approximately 11 leases. Lease Restructuring In the three months ended June 28, 2020, the Company completed modifications for 13 leases. These modifications included various changes to the terms of the leases including deferrals and abatements in exchange for term extensions for periods of 3 months to 22 months. The impact of these modifications is not material. Lease Terminations The Company has negotiated lease terminations with lessors on 4 leases. Some of the lease termination agreements required forfeiture of the security deposit as well as various payments, such as past due rents, repair fees, and termination fees. For the three and six months ended June 28, 2020 the Company has recorded termination-related expenses, such as forfeiture of deposits, past due rents, repairs, and early termination fees of $0.4 million that are included in other operating expense on the Consolidated Statements of Income (Loss). Below is a summary of information related to the Company’s leases (in thousands): Three months ended Six months ended June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Lease Cost: Finance lease cost: Amortization of ROU assets $ 53 $ 79 $ 131 $ 157 Interest on lease liabilities 29 26 57 52 Operating lease cost 5,930 7,112 13,191 14,247 Short-term lease costs 153 217 343 578 Variable lease costs 1,469 1,945 3,183 3,570 Sublease income (687) (443) (1,430) (1,572) Total lease cost $ 6,947 $ 8,936 $ 15,475 $ 17,032 Below is a summary of the supplemental cash flow information related to leases (in thousands): Six months ended June 28, 2020 June 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used for operating leases $ 12,370 $ 20,431 Operating cash flows used for finance leases — 60 Financing cash flows used for finance leases $ 50 $ 303 ROU assets obtained in exchange for new operating lease liabilities $ 2,032 $ 2,159 Below is a summary of the weighted average remaining lease terms and weighted average discount rates related to leases for the six months ended June 28, 2020: Weighted average remaining lease term - finance leases (in years) 0.6 years Weighted average remaining lease term - operating leases (in years) 5.7 years Weighted average discount rate - finance leases 5.75 % Weighted average discount rate - operating leases 4.74 % Future minimum lease payments under noncancelable operating lease arrangements having initial terms of one year or more as of the six months ended June 28, 2020 , are as follows (in thousands) : Operating Leases Finance Leases Subleases 2020, remaining $ 18,690 $ 50 $ 1,375 2021 28,745 6,949 2,163 2022 26,638 — 1,620 2023 17,084 — 1,579 2024 9,560 — — Thereafter 33,051 — — Total future lease payments 133,768 6,999 6,737 Less: Imputed interest 17,244 65 — Net future minimum lease payments $ 116,524 $ 6,934 $ 6,737 Lease Abandonment During the first quarter of 2020, the Company permanently vacated 21,952 square feet of office space in Chicago and 17,960 square feet of office space in Los Angeles. The abandonment of the office space is an indicator of impairment and the Company assessed the lease ROU assets and leasehold improvements for impairment. Estimates of fair value include Level 3 inputs which are subjective in nature, involve uncertainties and matters of significant judgment and are made at a specific point in time. To calculate the fair value of the vacated space, the Company used the discounted cash flows from estimated sublease payments and compared the result to the sum of the carrying values of the lease ROU asset and the leasehold improvements. The discount rate used is a market place lessor's expected rate of return. During the six months ended June 28, 2020 , t he Company recorded non-cash impairment charges of $2.8 million related to the impairment of the lease ROU assets and $4.2 million related to the impairment of the leasehold improvements associated to the vacated office space. Subsequent to June 28, 2020, the Company reached agreements to terminate an additional 4 leases with additional leases still in negotiations. Leased space in Los Angeles permanently vacated and discussed above was terminated effective on July 1, 2020 upon agreement with the lessor. The termination agreement includes a termination fee of $1.3 million, comprised of the forfeited deposit and cash of $1.2 million that was paid upon termination. The termination resulted in a gain of $0.3 million that will be recognized in the third quarter of 2020. |
REVENUE RECOGNITION
REVENUE RECOGNITION | 6 Months Ended |
Jun. 28, 2020 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE RECOGNITION | NOTE 4: REVENUE RECOGNITION Revenues are recognized when control of the promised goods or services is transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for goods or services. Revenues are recognized as performance obligations are satisfied at either a point in time, such as when an advertisement is published, or over time, such as content licensing. The Company receives a significant portion of the payments from its subscribers in advance of the delivery of the content either in print or digitally. These up-front payments and fees are recorded as deferred revenue upon receipt and generally require deferral of revenue recognition to a future period until the Company performs its obligations under the subscription agreement. The deferred revenue is recognized as revenue as the content is delivered. The deferred revenue is considered a contract liability under ASC 606. Amounts are recorded as accounts receivable when the Company’s right to consideration is unconditional. Therefore, the Company has no contract assets as defined under ASC 606. As of December 29, 2019, the Company had a contract liabilities balance of $45.3 million, of whic h $37.7 million h as been recognized as revenue in the six months ended June 28, 2020. The Company’s revenues disaggregated by type of revenue is as follows (in thousands): Three months ended Six months ended June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Print $ 38,082 $ 79,814 $ 95,996 $ 155,667 Digital 15,679 23,738 34,581 44,653 Advertising 53,761 103,552 130,577 200,320 Print 77,122 84,809 158,313 171,490 Digital 10,133 6,762 18,954 12,956 Circulation 87,255 91,571 177,267 184,446 Commercial print & delivery 17,098 23,902 39,014 48,361 Direct mail 5,056 8,940 12,666 17,578 Content syndication and other 19,930 22,362 40,061 44,147 Other 42,084 55,204 91,741 110,086 Total operating revenues $ 183,100 $ 250,327 $ 399,585 $ 494,852 The Company generally expenses sales commissions when incurred because the amortization period would have been one year or less. These costs are recorded within compensation in the accompanying Consolidated Statements of Income (Loss). Additionally, the Company does not disclose the value of unsatisfied performance obligations because the vast majority of contracts have original expected lengths of one year or less and payment terms are generally short-term in nature unless a customer is in bankruptcy. |
CHANGES IN OPERATIONS
CHANGES IN OPERATIONS | 6 Months Ended |
Jun. 28, 2020 | |
Restructuring and Related Activities [Abstract] | |
CHANGES IN OPERATIONS | NOTE 5: CHANGES IN OPERATIONS The Company continually assesses its operations in an effort to identify opportunities to enhance operational efficiencies and reduce expenses. In the past these activities have included, and could include in the future, outsourcing of various functions or operations, abandonment of leased space and other activities which may result in changes to employee headcount. Employee Reductions During the six months ended June 28, 2020, the Company implemented reductions in staffing levels in its operations of 568 positions for which the Company recorded pretax charges related to these reductions and executive separation totaling $23.0 million. The 2020 severance charge included reductions for 199 positions related to a Voluntary Severance Incentive Plan (“2020 VSIP”) initiated in the first quarter of 2020. The 2020 VSIP provided enhanced separation benefits to eligible employees with more than eight years of service. The Company plans to fund the 2020 VSIP ratably over the payout period through salary continuation. The related salary continuation payments began during the first quarter of 2020 and are expected to continue through the third quarter of 2021. The 2020 severance charge also included reductions for 141 positions related to the Company’s decision during the second quarter of 2020 to contract with a third party to outsource the printing and packaging of The Virginian-Pilot . The services will be fully transitioned to the third party by the end of the third quarter. The related salary continuation payments began during the second quarter of 2020 and are expected to continue through the third quarter of 2021. Additionally, included in the 2020 severance charge was approximately $0.6 million related to the separation of the Company’s former CEO, which included continuation of his base salary for one year through February 2021, his bonus for 2019, and certain benefit continuation. During the six months ended June 30, 2019, the Company implemented reductions in staffing levels in its operations of 105 positions for which the Company recorded pretax charges related to these reductions and executive separations totaling $6.7 million. These reductions included 23 positions related to the voluntary severance incentive plan initiated in the fourth quarter of 2018. The related salary continuation payments began during the first quarter of 2019 and ended during the first quarter of 2020. Included in the 2019 severance charge was approximately $4.0 million related to the separation of the Company’s former CEO and two senior executives in the digital space. Each of these employees had employment contracts which provided for immediate payout of any contractual compensation under the employment agreement in the event of separation. These employment agreements were amended to permit payment of the severance as salary continuation over the remainder of 2019, during which time equity-based awards continued to vest. The severance payments to these executives, including compensation and medical benefits, if any, were accrued in the first quarter of 2019. Additionally, as a result of the separation the Company recognized accelerated stockbased compensation expense during the six months ended June 30, 2019 of $1.5 million. A summary of the activity with respect to the Company’s severance accrual for the six months ended June 28, 2020 is as follows (in thousands): Balance at December 29, 2019 $ 2,580 Provision 23,029 Payments (12,588) Balance at June 28, 2020 $ 13,021 Charges for severance and related expenses are included in compensation expense in the accompanying Consolidated Statements of Income (Loss). Other Changes On July 23, 2019, the Company entered into an agreement to sell real property located in Norfolk, Virginia for a cash sales price of $9.5 million. The sale closed on January 22, 2020. The Company received net proceeds of $9.0 million and recorded a pre-tax gain during the six months ended June 28, 2020 of $5.2 million related to the sale. The gain is included as a reduction in other operating expenses in the Company’s Consolidated Statements of Income (Loss). As a result of the printing and packaging outsourcing at The Virginian-Pilot discussed above, certain assets required to print and package the The Virginian-Pilot will no longer be used as of the transition date, therefore the Company is recognizing accelerated depreciation on the equipment. As a result, the Company recognized $2.3 million in accelerated depreciation in the three and six months ended June 28, 2020 . These charges are included in depreciation and amortization expenses in the accompanying Consolidated Statements of Income (Loss). |
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS | 6 Months Ended |
Jun. 28, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS | NOTE 6: DISCONTINUED OPERATIONS On June 18, 2018, the Company completed the sale of the Los Angeles Times , The San Diego Union-Tribune and various other titles of the Company’s California properties (“California Properties”) to Nant Capital, LLC (“Nant Capital”) for an aggregate purchase price of $500.0 million in cash, plus the assumption of unfunded pension liabilities related to the San Diego Pension Plan, less a post-closing working capital adjustment to the buyer of $9.7 million (the "Nant Transaction"). As part of the Nant Transaction, the Company provided Nant Capital indemnification with respect to certain legal matters which were at various states of adjudication at the date of the sale. On August 19, 2019, the Los Angeles Times received an unfavorable jury verdict in an indemnified employment litigation matter. The Company successfully challenged the jury verdict by post-trial motions, and as a result, the verdict has been set aside and a new trial has been ordered. During the three and six months ended June 30, 2019, the Company made adjustments to certain reserves related to indemnified liabilities of $1.0 million and recorded $0.3 million in a tax benefit. There were no discontinued operations in the six months ended June 28, 2020. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jun. 28, 2020 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 7: RELATED PARTY TRANSACTIONS Transition Services Agreement with NantMedia Holdings, LLC In connection with the closing of the Nant Transaction, the Company entered into a transition services agreement (“TSA”) with NantMedia Holdings, LLC (“NantMedia”), providing for up to twelve months of transition services between the parties at negotiated rates approximating cost. On January 17, 2019, this agreement was amended to extend the date of the TSA to June 30, 2020. Either party could discontinue all or a portion of the services being provided to such party by providing 60 days advance notice. As the operational transition winds-down, there are certain costs that the Company paid on behalf of NantMedia due to commingled contracts and processes. Such costs include newsprint, rent, benefits, and other operating activities. The TSA provides for reimbursement to the Company for such charges until the contracts and processes can be separated. Additionally, the Company receives some revenue payments related to commingled revenue contracts that include the California Properties. These payments are reimbursed to NantMedia. A summary of the activity with respect to the TSA is as follows (in thousands): Three months ended Six months ended June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Accounts receivable from Nant Capital beginning balance $ 6,015 $ 10,775 $ 6,118 $ 17,909 Revenue for TSA services 932 5,948 2,679 12,954 Reimbursable costs 12,283 13,332 27,282 29,677 Amounts received for TSA services (1,281) (6,537) (2,953) (12,403) Amounts received for reimbursable costs (12,861) (14,775) (28,298) (40,013) Amounts reimbursed to Nant for amounts collected from third parties under commingled revenue contracts 153 7,011 971 13,076 Amounts collected from third parties under commingled revenue contracts — (6,787) (558) (12,233) Accounts receivable balance from NantMedia at quarter end (1) $ 5,241 $ 8,967 $ 5,241 $ 8,967 (1) - The accounts receivable from NantMedia balance as of June 28, 2020 consists of $3.4 million of charges which had been billed and $1.9 million of charges which had not been billed as of that date. |
INVENTORIES
INVENTORIES | 6 Months Ended |
Jun. 28, 2020 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | NOTE 8: INVENTORIES Inventories at June 28, 2020 and December 29, 2019 consisted of the following (in thousands): June 28, 2020 December 29, 2019 Newsprint $ 3,367 $ 4,510 Supplies and other 357 310 Total inventories $ 3,724 $ 4,820 Inventories are stated at the lower of cost or net realizable value determined using the first-in, first-out basis for all inventories. |
LONG-LIVED ASSETS
LONG-LIVED ASSETS | 6 Months Ended |
Jun. 28, 2020 | |
Property, Plant and Equipment [Abstract] | |
LONG-LIVED ASSETS | NOTE 9: LONG-LIVED ASSETS Tribune reviews long-lived assets, such as property, plant and equipment, and lease ROU assets for impairment annually on the first day of the fourth quarter, or more frequently if events or changes in circumstances indicate that an asset may be impaired, in accordance with ASC Topic 360, “Property, Plant and Equipment.” For the first quarter of 2020, the Company identified the market effects of the COVID-19 pandemic as an economic indicator that an interim evaluation was required for certain asset groups. Under ASC Topic 360, an impairment exists if the carrying value of an asset group exceeds its fair value and is considered not recoverable. As a result of the Company’s evaluation, the Company determined the carrying value for the long-lived assets for the New York Daily News Media Group were impaired. To determine the fair value of the long-lived assets for the New York Daily News , the Company valued the production assets and real estate using the market approach. The remaining assets were valued under an income approach. Estimates of fair value include Level 3 inputs as they are subjective in nature, involve uncertainties and matters of significant judgment and are made at a specific point in time. Thus, changes in key assumptions from period to period could significantly affect the estimates of fair value. During the six months ended June 28, 2020 , the Company recorded non-cash impairment charges of $16.1 million related to property, plant and equipment, $14.5 million related to lease ROU assets and $4.0 million related to other long-lived assets. The impairment charges resulted primarily from a decline in the fair value due to lower projected cash flows versus historical estimates. |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS | 6 Months Ended |
Jun. 28, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLE ASSETS | NOTE 10: GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill and other intangible assets at June 28, 2020 and December 29, 2019, consisted of the following (in thousands): June 28, 2020 December 29, 2019 Gross Amount Accumulated Net Amount Gross Amount Accumulated Net Amount Goodwill $ 115,197 $ 115,197 $ 117,675 $ 117,675 Newspaper mastheads (1) $ 27,735 $ — $ 27,735 $ 34,826 $ — $ 34,826 Subscribers (useful life of 2 to 10 years) 7,312 (5,985) 1,327 7,312 (5,642) 1,670 Advertiser relationships (useful life of 2 to 13 years) 27,648 (16,258) 11,390 27,648 (15,002) 12,646 Trade names (useful life of 20 years) 15,100 (4,470) 10,630 15,100 (4,093) 11,007 Other (useful life of 1 to 20 years) 16,181 (8,631) 7,550 16,181 (7,165) 9,016 Total intangible assets $ 93,976 $ (35,344) $ 58,632 $ 101,067 $ (31,902) $ 69,165 Software (useful life of 2 to 10 years) $ 145,094 $ (124,993) $ 20,101 $ 140,727 $ (119,991) $ 20,736 (1) - Intangible assets not subject to amortization. Tribune reviews goodwill and other indefinite-lived intangible assets for impairment annually on the first day of the fourth quarter, or more frequently if events or changes in circumstances indicate that an asset may be impaired, in accordance with ASC Topic 350, “Intangibles-Goodwill and Other.” For the first quarter of 2020, the Company identified the market effects of the COVID-19 pandemic as an economic indicator that an interim evaluation was required. Under ASC Topic 350, the impairment review of goodwill and other intangible assets not subject to amortization must be based on estimated fair values. Impairment would occur when the carrying amount of a reporting unit with recorded goodwill or an individual masthead is greater than its fair value. The Company has determined that the reporting units at which goodwill will be evaluated are the eight newspaper media groups, TCA and BestReviews. Estimates of fair value include Level 3 inputs as they are subjective in nature, involve uncertainties and matters of significant judgment and are made at a specific point in time. Thus, changes in key assumptions from period to period could significantly affect the estimates of fair value. Significant assumptions used in the fair value estimates include projected revenues and related growth rates over time (for the first quarter 2020 impairment test, the perpetuity growth (decline) rates used ranged from (22.1)% to 2.4%), forecasted revenue growth rates (for the first quarter 2020 impairment test, forecasted revenue growth (decline) ranged from (29.0)% to 17.9%), projected operating cash flow margins, estimated tax rates, depreciation expense, capital expenditures, required working capital needs, and an appropriate risk-adjusted weighted-average cost of capital (for the first quarter 2020, the weighted average cost of capital used was 10.0% for print and ranged from 12.3% to 13.3% for digital properties). As of March 29, 2020, the Orlando Sentinel Media Group and the Sun Sentinel Media Group’s carrying values exceeded their fair values and the Company recorded non-cash impairment charges of $1.3 million and $1.1 million, respectively, during the six months ended June 28, 2020 . The impairment charges resulted primarily from a decline in the fair value due to lower projected cash flows versus historical estimates. After these impairment charges, the calculated fair value of the Company’s reporting units with remaining goodwill balances exceeded their carrying values by at least 85.0%, except for the New York Daily News Media Group, which has a negative carrying value and goodwill of $1.4 million. As of June 28, 2020, the accumulated goodwill impairment charges to date are $18.8 million. For mastheads, the calculated fair value includes Level 3 inputs and was determined using the royalty savings method. The key assumptions used in the fair value estimates under the royalty savings method are revenue and market growth, royalty rates for newspaper mastheads (for first quarter 2020, the royalty rate used ranged from 0.8% to 4.9%), estimated tax rates, an appropriate risk-adjusted weighted-average cost of capital (for the first quarter 2020, the weighted average cost of capital used was 10.0% for print and ranged from 12.3% to 13.3% for digital properties). These assumptions reflect Tribune’s best estimates, but these items involve inherent uncertainties based on market conditions generally outside of Tribune’s control. For mastheads as of the measurement date, the calculated fair value exceeded the carrying value by more than 100% in all instances, except for the Sun Sentinel Media Group and the New York Daily News Media Group. As of March 29, 2020, the Sun Sentinel Media Group and the New York Daily News Media Group masthead carrying values exceeded their fair values and the Company recorded non-cash impairment charges of $6.3 million and $0.8 million, respectively, during the six months ended June 28, 2020 . The changes in the carrying amounts of goodwill and newspaper mastheads during the six months ended June 28, 2020 is as follows (in thousands) : Goodwill Newspaper mastheads Balance at December 29, 2019 $ 117,675 $ 34,826 Impairment (2,478) (7,091) Balance at June 28, 2020 $ 115,197 $ 27,735 |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 28, 2020 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 11: INCOME TAXES On March 27, 2020, President Trump signed into law the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”). The CARES Act permits deferral of the payment of certain taxes due in 2020 including employer portion of social security tax. The Company elected to defer payment of the employer portion of social security tax. The CARES Act also included tax law changes such as net operating loss carryback changes and changes in depreciation of qualified improvement property that impact the Company. The Company will continue to assess the effect of the CARES Act and ongoing other government legislation related to COVID-19 that may be issued. The Company has early adopted ASU 2019-12 which eliminates the rule that limited the interim tax benefit to the tax benefit expected for the year. The adoption has no effect on the Company’s consolidated financial statements with the exception of the change in the interim period tax calculation, which resulted in the Company recording an additional interim tax benefit of $8.3 million during the six months ended June 28, 2020, respectively. Additionally, the three and six months ended June 28, 2020 includes a benefit from the CARES Act relating to the carryback of a loss to a period with a higher tax rate of $0.2 million and $1.0 million , respectively. For the three and six months ended June 28, 2020, the Company recorded an income tax benefit of $2.1 million and $19.8 million, respectively, which includes the impact of the CARES Act and the early adoption of ASU 2019-12. The effective tax rate on pretax income was 394.7% and 31.8% in the three and six months ended June 28, 2020, respectively. For the three and six months ended June 28, 2020, the rate differs from the U.S. federal statutory rate of 21% primarily due to state income taxes, net of federal benefit, income from noncontrolling interest, tax expense related to vesting of stock compensation, non-deductible goodwill impairment and other nondeductible expenses. For the three and six months ended June 30, 2019, the Company recorded an income tax expense relating to continuing operations of $2.5 million and an income tax benefit relating to continuing operations of $0.4 million, respectively. The effective tax rate on pretax income was 31.6% and (195.8)% in the three and six months ended June 30, 2019, respectively. For the three and six months ended June 30, 2019, the rate differs from the U.S. federal statutory rate of 21% primarily due to state income taxes, net of federal benefit, income from non-controlling interest, tax expense related to vesting of stock compensation, and nondeductible expenses. |
PENSION AND OTHER POSTRETIREMEN
PENSION AND OTHER POSTRETIREMENT BENEFITS | 6 Months Ended |
Jun. 28, 2020 | |
Retirement Benefits [Abstract] | |
PENSION AND OTHER POSTRETIREMENT BENEFITS | NOTE 12: PENSION AND OTHER POSTRETIREMENT BENEFITS Multiemployer Pension Plans The Company contributes to a number of multiemployer defined benefit pension g $3.4 million to the Teamsters Local Union No. 727 Pension Fund $3.9 million during the remainder of 2020. These payments are expensed as the payments become due. Defined Benefit Plans The Company is the sponsor of a single-employer defined benefit plan, the Daily News Retirement Plan (the “NYDN Pension Plan”). The NYDN Pension Plan provides benefits to certain current and former employees of the New York Daily News . As of March 31, 2018, future benefits under the NYDN Pension Plan were frozen and no new participants are permitted after that time. The Company contributed $2.5 million to the NYDN Pension Plan in the six months ended June 28, 2020. The Company’s remaining required minimum contribution for 2020 is not material. The CARES Act allows companies to defer making the required minimum contributions until January 1, 2021. Should companies defer making contributions, such deferred contributions accrue interest from the original due date through the payment date. The Company has not deferred any contributions as permitted by the CARES Act. The components of net periodic benefit for the NYDN Pension Plan are as follows (in thousands): Three months ended Six months ended Affected Line Items in the Consolidated Statements of Income (Loss) June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Service Cost $ — $ (80) $ — $ — Compensation Interest cost 557 947 1,107 1,759 Other income (expense), net Expected return on assets (946) (938) (1,892) (2,107) Other income (expense), net Net periodic benefit $ (389) $ (71) $ (785) $ (348) Postretirement Benefits Other Than Pensions The Company provides postretirement health care to retirees pursuant to a number of benefit plans. The plans are frozen for new non-union employees. There is some variation in the provisions of these plans, including different provisions for lifetime maximums, prescription drug coverage and certain other benefits. The components of net periodic benefit credit for the Company’s postretirement health care and life insurance plans are as follows (in thousands): Three months ended Six months ended Affected Line Items in the Consolidated Statements of Income (Loss) June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Service Cost $ 4 $ 4 $ 7 $ 8 Compensation Interest cost 7 9 13 19 Other income (expense), net Amortization of prior service credits (31) (82) (66) (164) Other income (expense), net Amortization of actuarial gains 2 — 5 — Other income (expense), net Net periodic benefit $ (18) $ (69) $ (41) $ (137) |
NONCONTROLLING INTEREST
NONCONTROLLING INTEREST | 6 Months Ended |
Jun. 28, 2020 | |
Noncontrolling Interest [Abstract] | |
NONCONTROLLING INTEREST | NOTE 13: NONCONTROLLING INTEREST The noncontrolling interest represents the 40% membership interest in BestReviews not owned by the Company. In connection with acquisition of BestReviews, the Company and the seller entered into an amended and restated limited liability company agreement of BestReviews (the “LLC Agreement”). Subject to the terms of the LLC Agreement, the Company had the right to purchase all (but not less than all) of the remaining 40% of the membership interests of BestReviews (the “Call Option”). In addition, the Company was entitled to exercise a one-time right to purchase 25% of the units of membership interest of BestReviews retained by the seller with terms identical to those applicable to the Call Option. The seller also had the right, beginning three years after closing date of the acquisition, to cause the Company to purchase all (but not less than all) of the remaining 40% of the membership interests of BestReviews (the “Put Option”) at a purchase price to be determined in the same manner as if the Call Option was exercised. In prior periods, the noncontrolling interest was presented between liabilities and stockholders’ equity within the Company’s Consolidated Condensed Balance Sheets because the Put Option described above could, upon exercise, have required the Company, under certain circumstances, to pay cash to purchase the noncontrolling interest. Each quarter, the carrying value of noncontrolling interest was adjusted to the amount the Company would have been required to pay the noncontrolling interest holders as if the Put Option had been exercised as of the balance sheet date, with an offsetting adjustment to stockholders’ equity. Adjustments to increase or decrease the carrying value of the noncontrolling interest also reduced or increased the amount of net income or loss attributable to Tribune common stockholders for purposes of determining both basic and diluted earnings per share. On February 3, 2020, the Company and the seller amended the LLC Agreement to, among other things, remove the Put Option and Call Option sections of the LLC Agreement. This amendment eliminated the requirement as of that date in fiscal 2020 and in future periods to adjust the carrying value of the noncontrolling interest to the amount the Company would be required to pay to acquire the noncontrolling interest. Additionally, due to elimination of the Put Option, the noncontrolling interest has been reclassified to the Stockholders’ Equity section of the consolidated balance sheet. During the six months ended June 28, 2020 , the Company recorded a carrying value adjustment of $0.3 million related to the period prior to the amendment of the LLC Agreement. A summary of the activity with respect to noncontrolling interest for the six months ended June 28, 2020 is as follows (in thousands): Balance at December 29, 2019 $ 63,501 Carrying value adjustment 322 Income attributable to noncontrolling interest 310 Reclassification of noncontrolling interest ("NCI") from temporary equity (64,133) Balance at June 28, 2020 $ — The income attributable to the noncontrolling interest for the six months ended June 28, 2020 was $3.5 million with $0.3 million attributed to the noncontrolling interest before the February 3, 2020 amendment as presented above and $3.2 million attributed to the noncontrolling interest after the February 3, 2020 amendment as presented in the Consolidated Statement of Equity. Subsequent to the February 3, 2020 amendment BestReviews declared and paid dividends in the first quarter of 2020 of $13.0 million to its stockholders. The Company’s portion of these dividends was $7.8 million and the noncontrolling stockholders’ portion was $5.2 million. In June 2020, BestReviews declared and paid dividends of $6.0 million to its stockholders. The Company’s portion of these dividends was $3.6 million and the noncontrolling interest’s portion was $2.4 million. These dividends are presented in the Consolidated Statement of Equity. |
EARNINGS (LOSS) PER SHARE
EARNINGS (LOSS) PER SHARE | 6 Months Ended |
Jun. 28, 2020 | |
Earnings Per Share [Abstract] | |
EARNINGS (LOSS) PER SHARE | NOTE 14: EARNINGS (LOSS) PER SHARE Basic earnings per common share is calculated by dividing net income (loss) attributable to Tribune common stockholders by the weighted average number of shares of common stock outstanding. Diluted earnings per common share is similarly calculated, except that the calculation includes the dilutive effect of the assumed issuance of common shares under equity-based compensation plans, except where the inclusion of such common shares would have an anti-dilutive impact. In accordance with ASC 260-10-55, net income (loss) from continuing operations is the control number in determining whether potential common shares are dilutive. If there is net loss from continuing operations, all potential common shares are considered anti-dilutive. Basic and diluted earnings per common share were as follows (in thousands, except per share amounts): Three months ended Six months ended June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Income (loss) - Numerator: Net income (loss) from continuing operations $ 1,556 $ 5,344 $ (42,450) $ 630 Less: Income attributable to noncontrolling interest 2,162 1,926 3,492 1,887 Less: Noncontrolling interest carrying value adjustment — — 322 — Net income (loss) available to Tribune common stockholders, before discontinued operations (606) 3,418 (46,264) (1,257) Plus: Loss from discontinued operations, net of taxes — (722) — (722) Net income (loss) attributable to Tribune common stockholders $ (606) $ 2,696 $ (46,264) $ (1,979) Shares - Denominator: Weighted average number of common shares outstanding (basic) 36,462 35,711 36,378 35,669 Dilutive effect of employee stock options and RSUs — 155 — — Adjusted weighted average shares outstanding (diluted) 36,462 35,866 36,378 35,669 Basic net income (loss) attributable to Tribune per common share: Income (loss) from continuing operations $ (0.02) $ 0.10 $ (1.27) $ (0.04) Income (loss) from discontinued operations $ — $ (0.02) $ — $ (0.02) Basic net income (loss) attributable to Tribune per common share $ (0.02) $ 0.08 $ (1.27) $ (0.06) Diluted net income (loss) attributable to Tribune per common share: Income (loss) from continuing operations $ (0.02) $ 0.10 $ (1.27) $ (0.04) Income (loss) from discontinued operations $ — $ (0.02) $ — $ (0.02) Diluted net income (loss) attributable to Tribune per common share $ (0.02) $ 0.08 $ (1.27) $ (0.06) The number of stock options that were excluded from the computation of diluted earnings per share because their inclusion would result in an anti-dilutive effect on per share amounts was 361,608 and 473,274 for the three and six months ended June 28, 2020, respectively. The number of stock options that were excluded from the computation of diluted earnings per share because their inclusion would result in an anti-dilutive effect on per share amounts was 924,887 for the three and six months ended June 30, 2019, respectively. The number of RSUs that were excluded from the computation of diluted earnings per share because their inclusion would result in an anti-dilutive effect on per share amounts was 666,003 and 660,282 for the three and six months ended |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 6 Months Ended |
Jun. 28, 2020 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | NOTE 15: STOCKHOLDERS’ EQUITY Dividends On February 19, 2020, the Board of Directors declared a cash dividend of $0.25 per share of common stock outstanding. The cash dividend of $9.1 million was paid on March 16, 2020, to shareholders of record as of March 2, 2020. Additionally, the Company accrued dividend equivalents of $0.2 million for RSUs outstanding as of the record date. On May 8, 2020, the Board of Directors of the Company suspended the Company's quarterly cash dividend program until further notice given the unprecedented economic disruption caused by COVID-19. This action, along with many other operational actions taken at the Company, will help preserve liquidity. The Board of Directors will continue to monitor liquidity needs and capital allocation in the future. Stock Repurchases On March 13, 2019, the Board of Directors authorized $25.0 million to be used for stock repurchases for 24 months from the date of authorization. No repurchases were made in the six months ended June 28, 2020. Significant Shareholders Alden Funds Alden Global Opportunities Master Fund, L.P. and Alden Global Value Recovery Master Fund, L.P. (together, the “Alden Funds”) beneficially own 11,544,213 shares of Tribune common stock, which represented 31.6% of the outstanding shares of Tribune common stock as of June 28, 2020. During November 2019, the Alden Funds acquired 11,544,213 shares of the Company’s common stock. Of those shares, 9,071,529 shares were purchased from Merrick Media and Michael W. Ferro, previously the Company’s non-executive Chairman of the Board, in a private transaction and the remaining shares were purchased on the open market. On December 1, 2019, the Company entered into a Cooperation Agreement (“Cooperation Agreement”) with the Alden Funds pursuant to which the Board of Directors of the Company (the “Board”) agreed to increase the size of the Board to eight directors and promptly appoint two designees from the Alden Funds (“Alden Designees”) as directors of the Company. Additionally, until June 30, 2020 (“Cooperation Period”), the size of the Board of Directors would not be increased above eight members. Among other provisions, the Cooperation Agreement further provides that during the Cooperation Period, the Alden Funds and their affiliates would be subject to customary standstill restrictions, including (among others) refraining from (i) acquiring securities of the Company if it would result in their ownership of more than 33.0% of the Company’s outstanding shares of common stock, $0.01 par value; (ii) soliciting proxies to vote any securities of the Company; (iii) forming or participating in a “group” in connection with the Company’s voting securities or (iv) otherwise acting alone, or in concert with others, to seek to control or knowingly influence the management, the Board or policies of the Company (the “Standstill Restrictions”); provided that such prohibitions terminate if (a) a person or group that owns more than 15.0% of the issued and outstanding common stock (a “Related Party Investor”) (x) makes any proposal (other than a precatory proposal) at a meeting of the Company’s stockholders or otherwise acts alone, or in concert with others, to seek to control or knowingly influence the management, the Board or policies of the Company, (y) cooperates or otherwise acts in concert with the Board to nominate or elect a director that is proposed by, or is an employee or affiliate of, such Related Party Investor, or (z) acquires beneficial ownership of shares of common stock representing an additional 5.0% or more of the issued and outstanding common stock; (b) the Company enters into a material agreement with any Related Party Investor, other than on arms’ length terms (a “Related Party Agreement”) or alters, amends or modifies in any way a Related Party Agreement, other than on terms no less favorable to the Company than would be obtainable through arms’-length negotiations with a hypothetically similarly situated bona fide third-party; (c) the Company amends, waives or fails to enforce, the terms of any voting agreement or standstill agreement between the Company and a Related Party Investor other than such amendments or waivers that, taken as a whole, make the agreement more restrictive on the Related Party Investor or (d) the Alden Designees are not nominated for election at, or are not elected at, the Company’s 2020 annual stockholder meeting. During the Cooperation Period, the Alden Funds and their respective affiliates will vote their shares of common stock in favor of any of the Board’s director nominees and against the removal of any such directors. The Cooperation Agreement expired on June 30, 2020. On July 1, 2020, the Company entered into an Amended and Restated Cooperation Agreement (the “Amended and Restated Cooperation Agreement”) with the Alden Funds and Alden Global Capital LLC regarding the composition of the Board and related matters. The Amended and Restated Cooperation Agreement provides that the Board of Directors of the Company will increase the size of the Board to seven directors and appoint Randall D. Smith to fill the resulting vacancy. The Board had been reduced to six members at the 2020 annual shareholders meeting when two of the Board members retired. Additionally, until the earlier of June 16, 2021 or the first business day following the Company’s 2021 annual meeting of stockholders, which will be held on or before June 15, 2021 (the “Amended Cooperation Period”), the size of the Board of Directors will not be increased above seven members. The Amended and Restate Cooperation Agreement carried forward from the Cooperation Agreement the Standstill Restrictions, with certain changes to the termination provisions. The threshold for a person or group to become a Related Party Investor was lowered to ownership of more than 10.0% of the Company’s issued and outstanding common stock, and the Standstill Restrictions will terminate only if (a) a Related Party Investor (x) submits a valid stockholders proposal (other than a precatory proposal) at a meeting of the Company’s stockholders or (y) submits a valid notice of nomination to nominate on or more persons for election to the Board at a meeting of the Company’s stockholders; (b) the Company enters into a material agreement with any Related Party Investor, other than a Related Party Agreement or alters, amends or modifies in any way a Related Party Agreement, other than on terms no less favorable to the Company than would be obtainable through arms’-length negotiations with a hypothetically similarly situated bona fide third-party; (c) the Company amends, waives or fails to enforce, the terms of any voting agreement or standstill agreement between the Company and a Related Party Investor other than such amendments or waivers that, taken as a whole, make the agreement more restrictive on the Related Party Investor; (d) any of Ms. Dana Goldsmith Needleman, Mr. Christopher Minnetian, Mr. Randall D. Smith and their successors designated by the Alden Funds are not nominated for election at, or are not elected at, the Company’s 2021 annual stockholder meeting; or (e) on the date that (1) the Company executes a definitive agreement providing for the acquisition of a majority of the outstanding shares of common stock or a majority of the consolidated assets of the Company and its subsidiaries or (2) is 10 business days after commencement of a tender offer that, if consummated, would result in the offeror acquiring a majority of the outstanding shares of common stock and the Board has not recommended against acceptance of such tender offer. The prohibitions described in clause (i) of the Standstill Restrictions above will also terminate on the date that any person or group, other than the Alden Funds and their affiliates, acquires beneficial ownership of shares of common stock that results in such person or group beneficially owning 30.0% or more of the Company’s then-outstanding shares of common stock. During the Amended Cooperation Period, the Alden Funds will (a) vote their shares of common stock in favor of any Company director or any nominee designated by the Compensation, Nominating and Corporate Governance Committee of the Board and against the removal of any Company director and (b) not deposit any shares of common stock that they own or have the right to vote into a voting trust or subject them to a voting agreement or similar arrangement. Nant Capital, LLC Dr. Patrick Soon-Shiong, a former director of the Company, together with Nant Capital, beneficially own 8,743,619 shares of Tribune common stock, which represented 24.0% of the outstanding shares of Tribune common stock as of June 28, 2020. California Capital Equity, LLC (“CalCap”) directly owns all of the equity interests of Nant Capital, and CalCap may be deemed to have beneficial ownership of the shares held by Nant Capital. Dr. Soon-Shiong directly owns all of the equity interests of CalCap and may be deemed to beneficially own and share voting power and investment power with Nant Capital over all shares of Tribune common stock beneficially owned by Nant Capital. Under the Securities Purchase Agreement dated May 22, 2016, among the Company, Nant Capital and Dr. Patrick Soon-Shiong (“Nant Purchase Agreement”), Nant Capital and Dr. Soon-Shiong and their respective affiliates are prohibited from transferring shares of the Company’s common stock if the transfer would result in a person beneficially owning more than 4.9% of the Company’s then-outstanding shares of common stock following the transfer, as well as transfers to a material competitor of the Company in any of the Company’s then-existing primary geographical markets. On January 17, 2019, Dr. Patrick Soon-Shiong, NantMedia and Nant Capital entered into a Standstill and Voting Agreement (“Standstill Agreement”) with the Company. The Standstill Agreement provides that until June 30, 2020, Dr. Patrick Soon-Shiong, Nant Media, and Nant Capital would not (a) make or participate in any solicitation of proxies to vote, or seek to advise or knowingly influence any person with respect to the voting of any voting securities of the Company, (b) join or participate in a “group” (as defined in the rules of the SEC) in connection with any securities of the Company or (c) seek to control or knowingly influence the management, board of directors or policies of the Company. Furthermore, under the Standstill Agreement, Dr. Patrick Soon-Shiong, Nant Media and Nant Capital would, until June 30, 2020, vote their shares of common stock (a) in favor of each nominee or director designated by the Nominating and Governance Committee of the Board of Directors at each election of directors and (b) in accordance with the Board’s recommendations on any change of control transaction involving the Company at or above a minimum purchase price. The Company recorded a charge to non-operating expense during the six months ended June 30, 2019 for $0.5 million related to the Standstill Agreement. Rights Agreemen t On July 27, 2020, the Board of the Company declared a dividend of one preferred stock purchase right (a “Right”) for each outstanding share of common stock, par value $0.01 per share of the Company. The dividend is payable on August 7, 2020 to holders of record as of the close of business on that date. The Board has adopted the Rights Agreement to reduce the likelihood that a potential acquirer would gain (or seek to influence or change) control of the Company through acquisitions from other stockholders, open market accumulation or other tactics without paying an appropriate premium for the Company’s shares. In general terms and subject to certain exceptions, it works by imposing a significant penalty upon any person or group (including a group of persons that are acting in concert with each other) that acquires 10.0% or more of the outstanding common stock of the Company without the approval of the Board. The Rights will expire on July 27, 2021, unless earlier exercised, exchanged, amended or redeemed. The Rights Agreement, which is desccribed more fully in the Company’s Current Report on Form 8-K dated July 28, 2020, includes antidilution provisions designed to prevent efforts to diminish the effectiveness of the Rights. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | 6 Months Ended |
Jun. 28, 2020 | |
Equity [Abstract] | |
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | NOTE 16: ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) The following table sets forth the components of accumulated other comprehensive income (loss), net of tax, for the six months ended June 28, 2020, where applicable (in thousands): Foreign Currency OPEB Pension Total Balance at December 29, 2019 $ (60) $ 42 $ (2,334) $ (2,352) Amounts reclassified from AOCI — (44) — (44) Foreign currency translation adjustments (7) — — (7) Balance at June 28, 2020 $ (67) $ (2) $ (2,334) $ (2,403) The following table presents the amounts and line items in the Consolidated Statements of Income (Loss) where adjustments reclassified from accumulated other comprehensive income (loss) were recorded during the three and six months ended June 28, 2020 and June 30, 2019 (in thousands): Three months ended Six months ended Affected Line Items in the Consolidated Statements of Income (Loss) June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Pension and postretirement benefit adjustments: Amortization of prior service credits $ (31) $ (82) $ (66) $ (164) Other income, net Amortization of actuarial gains 2 — 5 — Other income, net Total before taxes (29) (82) (61) (164) Tax effect (8) (23) (17) (46) Income tax expense (benefit) Total reclassifications for the period $ (21) $ (59) $ (44) $ (118) |
CONTINGENCIES
CONTINGENCIES | 6 Months Ended |
Jun. 28, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
CONTINGENCIES | NOTE 17: CONTINGENCIES The Company is subject to various legal proceedings and claims that have arisen in the ordinary course of business. The legal entities comprising our operations are defendants from time to time in actions for matters arising out of their business operations. In addition, the legal entities comprising our operations are involved from time to time as parties in various regulatory, environmental and other proceedings with governmental authorities and administrative agencies. |
SUPPLEMENTAL CASH FLOW INFORMAT
SUPPLEMENTAL CASH FLOW INFORMATION | 6 Months Ended |
Jun. 28, 2020 | |
Supplemental Cash Flow Elements [Abstract] | |
SUPPLEMENTAL CASH FLOW INFORMATION | NOTE 18: SUPPLEMENTAL CASH FLOW INFORMATION Supplemental cash flow information for each of the periods presented is as follows (in thousands): Six months ended June 28, 2020 June 30, 2019 Cash paid during the period for: Interest $ 194 $ — Income taxes, net of refunds (3,895) 7,957 The Company established restricted cash to collateralize outstanding letters of credit related to workers’ compensation obligations. The following table provides a reconciliation of cash, cash equivalents, and restricted cash as reported within the Consolidated Condensed Balance Sheets that sum to the cash, cash equivalents and restricted cash as reported in the Consolidated Statements of Cash Flows (in thousands): June 28, 2020 December 29, 2019 Cash $ 80,515 $ 60,963 Restricted cash 33,449 37,290 Total cash, cash equivalents, and restricted cash shown in the statement of cash flows $ 113,964 $ 98,253 |
DESCRIPTION OF BUSINESS AND B_2
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (Policies) | 6 Months Ended |
Jun. 28, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Fiscal Periods | Fiscal Periods —The Company’s fiscal year ends on the last Sunday in December. Fiscal year 2020 ends on December 27, 2020 and fiscal year 2019 ended on December 29, 2019. Fiscal year 2020 and 2019 are 52-week years with 13 weeks in each quarter. |
Basis of Presentation | Basis of Presentation —T he accompanying unaudited Consolidated Financial Statements and notes of the Company have been prepared in accordance with United States generally accepted accounting principles ( “ U.S. GAAP ”). The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the unaudited Consolidated Financial Statements and accompanying notes. Actual results could differ from these estimates. In the opinion of management, the financial statements contain all adjustments necessary to present fairly the financial position of Tribune as of June 28, 2020 and December 29, 2019 and the results of operations for the three and six months ended June 28, 2020 and June 30, 2019, respectively, and the cash flows for the three and six months ended June 28, 2020 and June 30, 2019, respectively. This includes all normal and recurring adjustments and elimination of intercompany transactions. Results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. The year-end Consolidated Balance Sheet was derived from audited financial statements but does not include all disclosures required by U.S. GAAP. The Company assesses its operating segments in accordance with Accounting Standards Codification (“ASC”) Topic 280, “ Segment Reporting .” In the first quarter of 2020, the Company realigned its operations, combining the print and digital operations of its media groups together under the leadership of the Chief Executive Officer, who is also the chief operating decision maker for Tribune, as defined in ASC Topic 280. As a result of the realignment, beginning in the first quarter of 2020, the Company no longer reports separate segment results for its print and digital operations. Prior to the first quarter of fiscal 2020, Tribune was managed by its chief operating decision maker as two segments, segment M and segment X. |
New Accounting Standards | Accounting standards adopted in 2020 —In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, Topic 326, Financial Instruments – Credit Losses (“ASU 2016-13”). ASU 2016-13 changes the impairment model for most financial assets and requires the use of an “expected loss” model for instruments measured at amortized cost. This pronouncement is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2019. The Company adopted this standard effective the beginning of fiscal year 2020 and the adoption did not have a material effect on the Company’s consolidated financial statements. See Note 2 for additional information related to the expected credit losses. In December 2019, the FASB issued ASU 2019-12, Topic 740, Income Taxes , which simplifies accounting for income taxes (“ASU 2019-12”). ASU 2019-12 eliminates certain exceptions related to intraperiod tax allocation, the interim period tax calculation and deferred tax liabilities. ASU 2019-12 is applied prospectively and is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2020, with early adoption permitted. The Company adopted the standard effective the beginning of fiscal year 2020. See Note 11 for additional information related to the Company’s income taxes. |
Expected Credit Losses | Tribune holds financial assets in the form of accounts receivable that are primarily generated from advertising revenues, certain circulation-related revenues and commercial print and delivery revenues, and are grouped as such. The accounts receivable and allowance for doubtful accounts are analyzed under the expected credit losses method. Payment |
Revenue Recognition | Revenues are recognized when control of the promised goods or services is transferred to customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for goods or services. Revenues are recognized as performance obligations are satisfied at either a point in time, such as when an advertisement is published, or over time, such as content licensing. |
EXPECTED CREDIT LOSSES (Tables)
EXPECTED CREDIT LOSSES (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Credit Loss [Abstract] | |
Summary of Accounts Receivable Allowances Activity | A summary of the activity with respect to the allowance for doubtful accounts for the six months ended June 28, 2020 is as follows (in thousands) : Accounts receivable allowance balance at December 29, 2019 $ 9,674 Current period provision 4,205 Write offs (3,631) Sales adjustments, net 117 Accounts receivable allowance balance at June 28, 2020 $ 10,365 |
Schedule of Accounts Receivable, Net | Accounts receivable, net, at June 28, 2020 and December 29, 2019 , consisted of the following (in thousands) : June 28, 2020 December 29, 2019 Accounts receivable $ 88,136 $ 122,428 Less: Allowance for doubtful accounts 10,365 9,674 Accounts receivable, net $ 77,771 $ 112,754 |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Leases [Abstract] | |
Summary of Lease Cost | Below is a summary of information related to the Company’s leases (in thousands): Three months ended Six months ended June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Lease Cost: Finance lease cost: Amortization of ROU assets $ 53 $ 79 $ 131 $ 157 Interest on lease liabilities 29 26 57 52 Operating lease cost 5,930 7,112 13,191 14,247 Short-term lease costs 153 217 343 578 Variable lease costs 1,469 1,945 3,183 3,570 Sublease income (687) (443) (1,430) (1,572) Total lease cost $ 6,947 $ 8,936 $ 15,475 $ 17,032 |
Supplemental Cash Flow Information | Below is a summary of the supplemental cash flow information related to leases (in thousands): Six months ended June 28, 2020 June 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used for operating leases $ 12,370 $ 20,431 Operating cash flows used for finance leases — 60 Financing cash flows used for finance leases $ 50 $ 303 ROU assets obtained in exchange for new operating lease liabilities $ 2,032 $ 2,159 Below is a summary of the weighted average remaining lease terms and weighted average discount rates related to leases for the six months ended June 28, 2020: Weighted average remaining lease term - finance leases (in years) 0.6 years Weighted average remaining lease term - operating leases (in years) 5.7 years Weighted average discount rate - finance leases 5.75 % Weighted average discount rate - operating leases 4.74 % |
Future Minimum Lease Payments for Operating Leases | Future minimum lease payments under noncancelable operating lease arrangements having initial terms of one year or more as of the six months ended June 28, 2020 , are as follows (in thousands) : Operating Leases Finance Leases Subleases 2020, remaining $ 18,690 $ 50 $ 1,375 2021 28,745 6,949 2,163 2022 26,638 — 1,620 2023 17,084 — 1,579 2024 9,560 — — Thereafter 33,051 — — Total future lease payments 133,768 6,999 6,737 Less: Imputed interest 17,244 65 — Net future minimum lease payments $ 116,524 $ 6,934 $ 6,737 |
Future Minimum Lease Payments for Finance Leases | Future minimum lease payments under noncancelable operating lease arrangements having initial terms of one year or more as of the six months ended June 28, 2020 , are as follows (in thousands) : Operating Leases Finance Leases Subleases 2020, remaining $ 18,690 $ 50 $ 1,375 2021 28,745 6,949 2,163 2022 26,638 — 1,620 2023 17,084 — 1,579 2024 9,560 — — Thereafter 33,051 — — Total future lease payments 133,768 6,999 6,737 Less: Imputed interest 17,244 65 — Net future minimum lease payments $ 116,524 $ 6,934 $ 6,737 |
Future Minimum Lease Payments for Subleases | Future minimum lease payments under noncancelable operating lease arrangements having initial terms of one year or more as of the six months ended June 28, 2020 , are as follows (in thousands) : Operating Leases Finance Leases Subleases 2020, remaining $ 18,690 $ 50 $ 1,375 2021 28,745 6,949 2,163 2022 26,638 — 1,620 2023 17,084 — 1,579 2024 9,560 — — Thereafter 33,051 — — Total future lease payments 133,768 6,999 6,737 Less: Imputed interest 17,244 65 — Net future minimum lease payments $ 116,524 $ 6,934 $ 6,737 |
REVENUE RECOGNITION (Tables)
REVENUE RECOGNITION (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | The Company’s revenues disaggregated by type of revenue is as follows (in thousands): Three months ended Six months ended June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Print $ 38,082 $ 79,814 $ 95,996 $ 155,667 Digital 15,679 23,738 34,581 44,653 Advertising 53,761 103,552 130,577 200,320 Print 77,122 84,809 158,313 171,490 Digital 10,133 6,762 18,954 12,956 Circulation 87,255 91,571 177,267 184,446 Commercial print & delivery 17,098 23,902 39,014 48,361 Direct mail 5,056 8,940 12,666 17,578 Content syndication and other 19,930 22,362 40,061 44,147 Other 42,084 55,204 91,741 110,086 Total operating revenues $ 183,100 $ 250,327 $ 399,585 $ 494,852 |
CHANGES IN OPERATIONS (Tables)
CHANGES IN OPERATIONS (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Restructuring and Related Activities [Abstract] | |
Summary of Severance Accrual Activity | A summary of the activity with respect to the Company’s severance accrual for the six months ended June 28, 2020 is as follows (in thousands): Balance at December 29, 2019 $ 2,580 Provision 23,029 Payments (12,588) Balance at June 28, 2020 $ 13,021 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Related Party Transactions [Abstract] | |
Summary of Transition Services Agreement Activity | A summary of the activity with respect to the TSA is as follows (in thousands): Three months ended Six months ended June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Accounts receivable from Nant Capital beginning balance $ 6,015 $ 10,775 $ 6,118 $ 17,909 Revenue for TSA services 932 5,948 2,679 12,954 Reimbursable costs 12,283 13,332 27,282 29,677 Amounts received for TSA services (1,281) (6,537) (2,953) (12,403) Amounts received for reimbursable costs (12,861) (14,775) (28,298) (40,013) Amounts reimbursed to Nant for amounts collected from third parties under commingled revenue contracts 153 7,011 971 13,076 Amounts collected from third parties under commingled revenue contracts — (6,787) (558) (12,233) Accounts receivable balance from NantMedia at quarter end (1) $ 5,241 $ 8,967 $ 5,241 $ 8,967 (1) - The accounts receivable from NantMedia balance as of June 28, 2020 consists of $3.4 million of charges which had been billed and $1.9 million of charges which had not been billed as of that date. |
INVENTORIES (Tables)
INVENTORIES (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Inventory Disclosure [Abstract] | |
Summary of Inventories | Inventories at June 28, 2020 and December 29, 2019 consisted of the following (in thousands): June 28, 2020 December 29, 2019 Newsprint $ 3,367 $ 4,510 Supplies and other 357 310 Total inventories $ 3,724 $ 4,820 |
GOODWILL AND OTHER INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Goodwill and Other Intangible Assets | Goodwill and other intangible assets at June 28, 2020 and December 29, 2019, consisted of the following (in thousands): June 28, 2020 December 29, 2019 Gross Amount Accumulated Net Amount Gross Amount Accumulated Net Amount Goodwill $ 115,197 $ 115,197 $ 117,675 $ 117,675 Newspaper mastheads (1) $ 27,735 $ — $ 27,735 $ 34,826 $ — $ 34,826 Subscribers (useful life of 2 to 10 years) 7,312 (5,985) 1,327 7,312 (5,642) 1,670 Advertiser relationships (useful life of 2 to 13 years) 27,648 (16,258) 11,390 27,648 (15,002) 12,646 Trade names (useful life of 20 years) 15,100 (4,470) 10,630 15,100 (4,093) 11,007 Other (useful life of 1 to 20 years) 16,181 (8,631) 7,550 16,181 (7,165) 9,016 Total intangible assets $ 93,976 $ (35,344) $ 58,632 $ 101,067 $ (31,902) $ 69,165 Software (useful life of 2 to 10 years) $ 145,094 $ (124,993) $ 20,101 $ 140,727 $ (119,991) $ 20,736 (1) - Intangible assets not subject to amortization. The changes in the carrying amounts of goodwill and newspaper mastheads during the six months ended June 28, 2020 is as follows (in thousands) : Goodwill Newspaper mastheads Balance at December 29, 2019 $ 117,675 $ 34,826 Impairment (2,478) (7,091) Balance at June 28, 2020 $ 115,197 $ 27,735 |
PENSION AND OTHER POSTRETIREM_2
PENSION AND OTHER POSTRETIREMENT BENEFITS (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Retirement Benefits [Abstract] | |
Schedule of Components of Net Periodic Benefit for NYDN Pension Plan | The components of net periodic benefit for the NYDN Pension Plan are as follows (in thousands): Three months ended Six months ended Affected Line Items in the Consolidated Statements of Income (Loss) June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Service Cost $ — $ (80) $ — $ — Compensation Interest cost 557 947 1,107 1,759 Other income (expense), net Expected return on assets (946) (938) (1,892) (2,107) Other income (expense), net Net periodic benefit $ (389) $ (71) $ (785) $ (348) |
Schedule of Components of Net Periodic Benefit Credit for Postretirement Health Care and Life Insurance Plans | The components of net periodic benefit credit for the Company’s postretirement health care and life insurance plans are as follows (in thousands): Three months ended Six months ended Affected Line Items in the Consolidated Statements of Income (Loss) June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Service Cost $ 4 $ 4 $ 7 $ 8 Compensation Interest cost 7 9 13 19 Other income (expense), net Amortization of prior service credits (31) (82) (66) (164) Other income (expense), net Amortization of actuarial gains 2 — 5 — Other income (expense), net Net periodic benefit $ (18) $ (69) $ (41) $ (137) |
NONCONTROLLING INTEREST (Tables
NONCONTROLLING INTEREST (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interest Activity | A summary of the activity with respect to noncontrolling interest for the six months ended June 28, 2020 is as follows (in thousands): Balance at December 29, 2019 $ 63,501 Carrying value adjustment 322 Income attributable to noncontrolling interest 310 Reclassification of noncontrolling interest ("NCI") from temporary equity (64,133) Balance at June 28, 2020 $ — |
EARNINGS (LOSS) PER SHARE (Tabl
EARNINGS (LOSS) PER SHARE (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Basic and Diluted Earnings Per Common Share | Basic and diluted earnings per common share were as follows (in thousands, except per share amounts): Three months ended Six months ended June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Income (loss) - Numerator: Net income (loss) from continuing operations $ 1,556 $ 5,344 $ (42,450) $ 630 Less: Income attributable to noncontrolling interest 2,162 1,926 3,492 1,887 Less: Noncontrolling interest carrying value adjustment — — 322 — Net income (loss) available to Tribune common stockholders, before discontinued operations (606) 3,418 (46,264) (1,257) Plus: Loss from discontinued operations, net of taxes — (722) — (722) Net income (loss) attributable to Tribune common stockholders $ (606) $ 2,696 $ (46,264) $ (1,979) Shares - Denominator: Weighted average number of common shares outstanding (basic) 36,462 35,711 36,378 35,669 Dilutive effect of employee stock options and RSUs — 155 — — Adjusted weighted average shares outstanding (diluted) 36,462 35,866 36,378 35,669 Basic net income (loss) attributable to Tribune per common share: Income (loss) from continuing operations $ (0.02) $ 0.10 $ (1.27) $ (0.04) Income (loss) from discontinued operations $ — $ (0.02) $ — $ (0.02) Basic net income (loss) attributable to Tribune per common share $ (0.02) $ 0.08 $ (1.27) $ (0.06) Diluted net income (loss) attributable to Tribune per common share: Income (loss) from continuing operations $ (0.02) $ 0.10 $ (1.27) $ (0.04) Income (loss) from discontinued operations $ — $ (0.02) $ — $ (0.02) Diluted net income (loss) attributable to Tribune per common share $ (0.02) $ 0.08 $ (1.27) $ (0.06) |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Equity [Abstract] | |
Schedule of Components of Accumulated Other Comprehensive Income (Loss), Net of Tax | The following table sets forth the components of accumulated other comprehensive income (loss), net of tax, for the six months ended June 28, 2020, where applicable (in thousands): Foreign Currency OPEB Pension Total Balance at December 29, 2019 $ (60) $ 42 $ (2,334) $ (2,352) Amounts reclassified from AOCI — (44) — (44) Foreign currency translation adjustments (7) — — (7) Balance at June 28, 2020 $ (67) $ (2) $ (2,334) $ (2,403) |
Schedule of Reclassification out of Accumulated Other Comprehensive Income (Loss) | The following table presents the amounts and line items in the Consolidated Statements of Income (Loss) where adjustments reclassified from accumulated other comprehensive income (loss) were recorded during the three and six months ended June 28, 2020 and June 30, 2019 (in thousands): Three months ended Six months ended Affected Line Items in the Consolidated Statements of Income (Loss) June 28, 2020 June 30, 2019 June 28, 2020 June 30, 2019 Pension and postretirement benefit adjustments: Amortization of prior service credits $ (31) $ (82) $ (66) $ (164) Other income, net Amortization of actuarial gains 2 — 5 — Other income, net Total before taxes (29) (82) (61) (164) Tax effect (8) (23) (17) (46) Income tax expense (benefit) Total reclassifications for the period $ (21) $ (59) $ (44) $ (118) |
SUPPLEMENTAL CASH FLOW INFORM_2
SUPPLEMENTAL CASH FLOW INFORMATION (Tables) | 6 Months Ended |
Jun. 28, 2020 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Supplemental Cash Flow Information | Supplemental cash flow information for each of the periods presented is as follows (in thousands): Six months ended June 28, 2020 June 30, 2019 Cash paid during the period for: Interest $ 194 $ — Income taxes, net of refunds (3,895) 7,957 |
Restrictions on Cash and Cash Equivalents | The following table provides a reconciliation of cash, cash equivalents, and restricted cash as reported within the Consolidated Condensed Balance Sheets that sum to the cash, cash equivalents and restricted cash as reported in the Consolidated Statements of Cash Flows (in thousands): June 28, 2020 December 29, 2019 Cash $ 80,515 $ 60,963 Restricted cash 33,449 37,290 Total cash, cash equivalents, and restricted cash shown in the statement of cash flows $ 113,964 $ 98,253 |
Schedule of Cash and Cash Equivalents | The following table provides a reconciliation of cash, cash equivalents, and restricted cash as reported within the Consolidated Condensed Balance Sheets that sum to the cash, cash equivalents and restricted cash as reported in the Consolidated Statements of Cash Flows (in thousands): June 28, 2020 December 29, 2019 Cash $ 80,515 $ 60,963 Restricted cash 33,449 37,290 Total cash, cash equivalents, and restricted cash shown in the statement of cash flows $ 113,964 $ 98,253 |
DESCRIPTION OF BUSINESS AND B_3
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION - (Details) | 6 Months Ended | 12 Months Ended |
Jun. 28, 2020market | Dec. 29, 2019numberOfSegments | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Number of markets | market | 8 | |
Number of reportable segments | numberOfSegments | 2 |
EXPECTED CREDIT LOSSES - (Detai
EXPECTED CREDIT LOSSES - (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 28, 2020 | Jun. 28, 2020 | |
Credit Loss [Abstract] | ||
Accounts receivable balances outstanding, reserve percentage | 100.00% | |
Credit loss expense (reversal) | $ 1,200 | $ 4,205 |
EXPECTED CREDIT LOSSES - Summar
EXPECTED CREDIT LOSSES - Summary of Accounts Receivable Allowances Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 28, 2020 | Jun. 28, 2020 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | ||
Accounts receivable allowance balance at December 29, 2019 | $ 9,674 | |
Current period provision | $ 1,200 | 4,205 |
Write offs | (3,631) | |
Sales adjustments, net | 117 | |
Accounts receivable allowance balance at June 28, 2020 | $ 10,365 | $ 10,365 |
EXPECTED CREDIT LOSSES - Schedu
EXPECTED CREDIT LOSSES - Schedule of Accounts Receivable, Net (Details) - USD ($) $ in Thousands | Jun. 28, 2020 | Dec. 29, 2019 |
Credit Loss [Abstract] | ||
Accounts receivable | $ 88,136 | $ 122,428 |
Less: Allowance for doubtful accounts | 10,365 | 9,674 |
Accounts receivable, net | $ 77,771 | $ 112,754 |
LEASES - (Details)
LEASES - (Details) $ in Thousands | Jul. 01, 2020USD ($) | Jun. 28, 2020numberOfLeases | Jun. 28, 2020USD ($)ft²numberOfLeasesrenewal_option | Aug. 05, 2020numberOfSegments | Mar. 29, 2020ft² |
Lessee, Lease, Description [Line Items] | |||||
Area of leased spaces | ft² | 4,200,000 | ||||
Sublease facility, square footage | ft² | 100,000 | ||||
Number of leases subject to lease restructuring, abatements and deferrals | numberOfLeases | 11 | ||||
Number of leases modified | numberOfLeases | 13 | ||||
Number of leases subject to lease termination | numberOfLeases | 4 | 4 | |||
Termination fee | $ 23,029 | ||||
Impairment charge of lease assets | 14,500 | ||||
Cash paid upon termination | 12,588 | ||||
Subsequent Event | |||||
Lessee, Lease, Description [Line Items] | |||||
Number of additional leases subject to lease concessions or terminations | numberOfSegments | 4 | ||||
Contract Termination | |||||
Lessee, Lease, Description [Line Items] | |||||
Termination fee | 400 | ||||
Impairment charge of lease assets | 4,200 | ||||
Chicago Area Office Space | Contract Termination | |||||
Lessee, Lease, Description [Line Items] | |||||
Square feet of office space vacated | ft² | 21,952 | ||||
Los Angeles Office Space | Contract Termination | |||||
Lessee, Lease, Description [Line Items] | |||||
Square feet of office space vacated | ft² | 17,960 | ||||
Los Angeles Office Space | Contract Termination | Subsequent Event | |||||
Lessee, Lease, Description [Line Items] | |||||
Termination fee | $ 1,300 | ||||
Cash paid upon termination | 1,200 | ||||
Gain (loss) on termination of lease | $ 300 | ||||
Chicago and Los Angeles Office Space | |||||
Lessee, Lease, Description [Line Items] | |||||
Impairment charge of lease assets | $ 2,800 | ||||
Minimum | |||||
Lessee, Lease, Description [Line Items] | |||||
Term of sublease contract | 2 years | ||||
Term extensions for leases in exchange for deferrals or abatements | 3 months | ||||
Maximum | |||||
Lessee, Lease, Description [Line Items] | |||||
Term of sublease contract | 10 years | ||||
Term extensions for leases in exchange for deferrals or abatements | 22 months | ||||
Printing Plants | |||||
Lessee, Lease, Description [Line Items] | |||||
Period of non-cancelable leases | 10 years | 10 years | |||
Number of renewal options | renewal_option | 2 | ||||
Lease renewal term | 10 years | 10 years | |||
Distribution Facilities | |||||
Lessee, Lease, Description [Line Items] | |||||
Period of non-cancelable leases | 5 years | 5 years | |||
Lease renewal term | 5 years | 5 years | |||
Distribution Facilities | Minimum | |||||
Lessee, Lease, Description [Line Items] | |||||
Number of renewal options | renewal_option | 2 | ||||
Distribution Facilities | Maximum | |||||
Lessee, Lease, Description [Line Items] | |||||
Number of renewal options | renewal_option | 3 | ||||
Office Space | Minimum | |||||
Lessee, Lease, Description [Line Items] | |||||
Period of non-cancelable leases | 2 years | 2 years | |||
Office Space | Maximum | |||||
Lessee, Lease, Description [Line Items] | |||||
Period of non-cancelable leases | 13 years | 13 years |
LEASES - Summary of Lease Cost
LEASES - Summary of Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Finance lease cost: | ||||
Amortization of ROU assets | $ 53 | $ 79 | $ 131 | $ 157 |
Interest on lease liabilities | 29 | 26 | 57 | 52 |
Operating lease cost | 5,930 | 7,112 | 13,191 | 14,247 |
Short-term lease costs | 153 | 217 | 343 | 578 |
Variable lease costs | 1,469 | 1,945 | 3,183 | 3,570 |
Sublease income | (687) | (443) | (1,430) | (1,572) |
Total lease cost | $ 6,947 | $ 8,936 | $ 15,475 | $ 17,032 |
LEASES - Supplemental Cash Flow
LEASES - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 28, 2020 | Jun. 30, 2019 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows used for operating leases | $ 12,370 | $ 20,431 |
Operating cash flows used for finance leases | 0 | 60 |
Financing cash flows used for finance leases | 50 | 303 |
ROU assets obtained in exchange for new operating lease liabilities | $ 2,032 | $ 2,159 |
Weighted average remaining lease term - finance leases (in years) | 7 months 6 days | |
Weighted average remaining lease term - operating leases (in years) | 5 years 8 months 12 days | |
Weighted average discount rate - finance leases | 5.75% | |
Weighted average discount rate - operating leases | 4.74% |
LEASES - Future Minimum Lease P
LEASES - Future Minimum Lease Payments (Details) $ in Thousands | Jun. 28, 2020USD ($) |
Operating Leases | |
2020, remaining | $ 18,690 |
2021 | 28,745 |
2022 | 26,638 |
2023 | 17,084 |
2024 | 9,560 |
Thereafter | 33,051 |
Total future lease payments | 133,768 |
Less: Imputed interest | 17,244 |
Net future minimum lease payments | 116,524 |
Finance Leases | |
2020, remaining | 50 |
2021 | 6,949 |
2022 | 0 |
2023 | 0 |
2024 | 0 |
Thereafter | 0 |
Total future lease payments | 6,999 |
Less: Imputed interest | 65 |
Net future minimum lease payments | 6,934 |
Subleases | |
2020, remaining | 1,375 |
2021 | 2,163 |
2022 | 1,620 |
2023 | 1,579 |
2024 | 0 |
Thereafter | 0 |
Total future lease payments | $ 6,737 |
REVENUE RECOGNITION - (Details)
REVENUE RECOGNITION - (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 28, 2020 | Dec. 29, 2019 | |
Revenue from Contract with Customer [Abstract] | ||
Deferred revenue | $ 45.3 | |
Contract liabilities recognized as revenue | $ 37.7 |
REVENUE RECOGNITION - Disaggreg
REVENUE RECOGNITION - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | $ 183,100 | $ 250,327 | $ 399,585 | $ 494,852 |
Advertising | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 53,761 | 103,552 | 130,577 | 200,320 |
Advertising | Print | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 38,082 | 79,814 | 95,996 | 155,667 |
Advertising | Digital | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 15,679 | 23,738 | 34,581 | 44,653 |
Circulation | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 87,255 | 91,571 | 177,267 | 184,446 |
Circulation | Print | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 77,122 | 84,809 | 158,313 | 171,490 |
Circulation | Digital | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 10,133 | 6,762 | 18,954 | 12,956 |
Commercial print & delivery | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 17,098 | 23,902 | 39,014 | 48,361 |
Direct mail | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 5,056 | 8,940 | 12,666 | 17,578 |
Content syndication and other | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | 19,930 | 22,362 | 40,061 | 44,147 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Operating revenues | $ 42,084 | $ 55,204 | $ 91,741 | $ 110,086 |
CHANGES IN OPERATIONS - (Detail
CHANGES IN OPERATIONS - (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 28, 2020USD ($)position | Mar. 29, 2020position | Jun. 28, 2020USD ($)position | Jun. 30, 2019USD ($)positionemployee | Jul. 23, 2019USD ($) | |
Restructuring Cost and Reserve [Line Items] | |||||
Reductions in staffing levels in operations | position | 568 | 105 | |||
Restructuring charges | $ 23,029 | ||||
Proceeds from the sale of property, plant and equipment | 9,451 | $ 0 | |||
Pre-tax gain on sale of property | 5,069 | $ 0 | |||
Accelerated depreciation recognized | $ 2,300 | 2,300 | |||
2020 Voluntary Severance Incentive Plan | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Reductions in staffing levels in operations | position | 199 | ||||
2018 Voluntary Severance Incentive Plan | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Reductions in staffing levels in operations | position | 23 | ||||
Employee Severance | 2018 Voluntary Severance Incentive Plan | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Reductions in staffing levels in operations | position | 141 | ||||
Separation of Executives | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | $ 6,700 | ||||
Separation of CEO and Executives | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring charges | 600 | 4,000 | |||
Stock based compensation for shares which would best during salary continuation period | $ 1,500 | ||||
Other Restructuring | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Proceeds from the sale of property, plant and equipment | 9,000 | ||||
Pre-tax gain on sale of property | $ 5,200 | ||||
Senior Executive | Separation of CEO and Executives | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Reductions in staffing levels in operations | employee | 2 | ||||
Disposal Group, Held-for-sale or Disposed of by Sale, Not Discontinued Operations | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Sales price for sale of real estate property | $ 9,500 |
CHANGES IN OPERATIONS - Summary
CHANGES IN OPERATIONS - Summary of Severance Accrual Activity (Details) $ in Thousands | 6 Months Ended |
Jun. 28, 2020USD ($) | |
Restructuring Reserve [Roll Forward] | |
Balance at beginning of period | $ 2,580 |
Provision | 23,029 |
Payments | (12,588) |
Balance at end of period | $ 13,021 |
DISCONTINUED OPERATIONS (Detail
DISCONTINUED OPERATIONS (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2019 | Jun. 18, 2018 | |
Discontinued Operations | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Adjustments to certain reserves related to indemnified liabilities | $ 1,000 | $ 1,000 | |
Tax expense (benefit) recorded | $ (300) | $ (300) | |
California Properties | Discontinued Operations, Disposed of by Sale | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Aggregate purchase price | $ 500,000 | ||
Post closing working capital payment | $ 9,700 |
RELATED PARTY TRANSACTIONS - (D
RELATED PARTY TRANSACTIONS - (Details) - Transaction Services Agreement | Jun. 18, 2018 |
Related Party Transaction [Line Items] | |
Transition services agreement, term | 12 months |
Notice period to discontinue transition services agreement | 60 days |
RELATED PARTY TRANSACTIONS - Tr
RELATED PARTY TRANSACTIONS - Transition Services Agreement (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Summary of Activity in the Transition Services Agreement [Roll Forward] | ||||
Revenue for TSA services | $ 183,100 | $ 250,327 | $ 399,585 | $ 494,852 |
Nant Media | ||||
Summary of Activity in the Transition Services Agreement [Roll Forward] | ||||
Charges which have been billed | 3,400 | 3,400 | ||
Charges which have not been billed | 1,900 | 1,900 | ||
Nant Media | Transaction Services Agreement | ||||
Summary of Activity in the Transition Services Agreement [Roll Forward] | ||||
Accounts receivable from Nant Capital beginning balance | 6,015 | 10,775 | 6,118 | 17,909 |
Accounts receivable balance from NantMedia at quarter end | 5,241 | 8,967 | 5,241 | 8,967 |
Nant Media | Revenue for TSA services | ||||
Summary of Activity in the Transition Services Agreement [Roll Forward] | ||||
Revenue for TSA services | 932 | 5,948 | 2,679 | 12,954 |
Nant Media | Reimbursable costs | ||||
Summary of Activity in the Transition Services Agreement [Roll Forward] | ||||
Amount of related party transaction | 12,283 | 13,332 | 27,282 | 29,677 |
Nant Media | Amounts received for TSA services | ||||
Summary of Activity in the Transition Services Agreement [Roll Forward] | ||||
Amount of related party transaction | (1,281) | (6,537) | (2,953) | (12,403) |
Nant Media | Amounts received for reimbursable costs | ||||
Summary of Activity in the Transition Services Agreement [Roll Forward] | ||||
Amount of related party transaction | (12,861) | (14,775) | (28,298) | (40,013) |
Nant Media | Amounts reimbursed to Nant for amounts collected from third parties under commingled revenue contracts | ||||
Summary of Activity in the Transition Services Agreement [Roll Forward] | ||||
Amount of related party transaction | 153 | 7,011 | 971 | 13,076 |
Nant Media | Amounts collected from third parties under commingled revenue contracts | ||||
Summary of Activity in the Transition Services Agreement [Roll Forward] | ||||
Amount of related party transaction | $ 0 | $ (6,787) | $ (558) | $ (12,233) |
INVENTORIES - Summary of Invent
INVENTORIES - Summary of Inventories (Details) - USD ($) $ in Thousands | Jun. 28, 2020 | Dec. 29, 2019 |
Inventory Disclosure [Abstract] | ||
Newsprint | $ 3,367 | $ 4,510 |
Supplies and other | 357 | 310 |
Total inventories | $ 3,724 | $ 4,820 |
LONG-LIVED ASSETS (Details)
LONG-LIVED ASSETS (Details) $ in Millions | 6 Months Ended |
Jun. 28, 2020USD ($) | |
Property, Plant and Equipment [Line Items] | |
Impairment charge of lease assets | $ 14.5 |
Property, Plant and Equipment | |
Property, Plant and Equipment [Line Items] | |
Impairment charge related to property, plant and equipment | 16.1 |
Property, Plant and Equipment, Other Types | |
Property, Plant and Equipment [Line Items] | |
Impairment charge related to property, plant and equipment | $ 4 |
GOODWILL AND OTHER INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS - Summary of Goodwill and Other Intangibles (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 28, 2020 | Dec. 29, 2019 | |
Intangible Assets, Net (Including Goodwill) [Abstract] | ||
Goodwill | $ 115,197 | $ 117,675 |
Newspaper mastheads | 27,735 | 34,826 |
Finite-Lived Intangible Assets, Net [Abstract] | ||
Accumulated Amortization | (35,344) | (31,902) |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||
Gross Amount | 93,976 | 101,067 |
Net Amount | 58,632 | 69,165 |
Software | ||
Net Amount | 20,101 | 20,736 |
Subscribers | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross Amount | 7,312 | 7,312 |
Accumulated Amortization | (5,985) | (5,642) |
Net Amount | $ 1,327 | 1,670 |
Subscribers | Minimum | ||
Software | ||
Useful life | 2 years | |
Subscribers | Maximum | ||
Software | ||
Useful life | 10 years | |
Advertiser relationships | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross Amount | $ 27,648 | 27,648 |
Accumulated Amortization | (16,258) | (15,002) |
Net Amount | $ 11,390 | 12,646 |
Advertiser relationships | Minimum | ||
Software | ||
Useful life | 2 years | |
Advertiser relationships | Maximum | ||
Software | ||
Useful life | 13 years | |
Tradenames | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross Amount | $ 15,100 | 15,100 |
Accumulated Amortization | (4,470) | (4,093) |
Net Amount | $ 10,630 | 11,007 |
Software | ||
Useful life | 20 years | |
Other | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Gross Amount | $ 16,181 | 16,181 |
Accumulated Amortization | (8,631) | (7,165) |
Net Amount | $ 7,550 | 9,016 |
Other | Minimum | ||
Software | ||
Useful life | 1 year | |
Other | Maximum | ||
Software | ||
Useful life | 20 years | |
Software | ||
Software | ||
Gross Amount | $ 145,094 | 140,727 |
Accumulated Amortization | (124,993) | (119,991) |
Net Amount | $ 20,101 | $ 20,736 |
Software | Minimum | ||
Software | ||
Useful life | 2 years | |
Software | Maximum | ||
Software | ||
Useful life | 10 years |
GOODWILL AND OTHER INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS - (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Mar. 29, 2020USD ($) | Jun. 28, 2020USD ($)newspaper_media_group | Dec. 29, 2019USD ($) | |
Goodwill [Line Items] | |||
Number of newspaper media group | newspaper_media_group | 8 | ||
Non-cash impairment charge | $ 2,478 | ||
Goodwill | 115,197 | $ 117,675 | |
Accumulated goodwill impairment charges | 18,800 | ||
Non-cash impairment charge | 7,091 | ||
Measurement Input, Discount Rate | Average of the Discounted Cash Flow Method and the Market Comparable Method [Member] | Print | |||
Goodwill [Line Items] | |||
Goodwill, measurement input | 0.100 | ||
Measurement Input, Discount Rate | Royalty Savings Method | Print | |||
Goodwill [Line Items] | |||
Goodwill, measurement input | 0.100 | ||
Minimum | Average of the Discounted Cash Flow Method and the Market Comparable Method [Member] | |||
Goodwill [Line Items] | |||
Forecasted EBITDA margins | (29.00%) | ||
Minimum | Royalty Savings Method | |||
Goodwill [Line Items] | |||
Royalty rate | 0.80% | ||
Minimum | Measurement Input, Long-term Revenue Growth Rate | Average of the Discounted Cash Flow Method and the Market Comparable Method [Member] | |||
Goodwill [Line Items] | |||
Goodwill, measurement input | (0.221) | ||
Minimum | Measurement Input, Discount Rate | Average of the Discounted Cash Flow Method and the Market Comparable Method [Member] | Digital | |||
Goodwill [Line Items] | |||
Goodwill, measurement input | 0.123 | ||
Minimum | Measurement Input, Discount Rate | Royalty Savings Method | Digital | |||
Goodwill [Line Items] | |||
Goodwill, measurement input | 0.123 | ||
Maximum | Average of the Discounted Cash Flow Method and the Market Comparable Method [Member] | |||
Goodwill [Line Items] | |||
Forecasted EBITDA margins | 17.90% | ||
Maximum | Royalty Savings Method | |||
Goodwill [Line Items] | |||
Royalty rate | 4.90% | ||
Maximum | Measurement Input, Long-term Revenue Growth Rate | Average of the Discounted Cash Flow Method and the Market Comparable Method [Member] | |||
Goodwill [Line Items] | |||
Goodwill, measurement input | 0.024 | ||
Maximum | Measurement Input, Discount Rate | Average of the Discounted Cash Flow Method and the Market Comparable Method [Member] | Digital | |||
Goodwill [Line Items] | |||
Goodwill, measurement input | 0.133 | ||
Maximum | Measurement Input, Discount Rate | Royalty Savings Method | Digital | |||
Goodwill [Line Items] | |||
Goodwill, measurement input | 0.133 | ||
All Reporting Units Excluding New York Daily News Media Group | |||
Goodwill [Line Items] | |||
Percentage of fair value in excess of carrying amount | 85.00% | ||
New York Daily News Media Group | |||
Goodwill [Line Items] | |||
Goodwill | $ 1,400 | ||
Non-cash impairment charge | 800 | ||
Orlando Sentinel Media Group | |||
Goodwill [Line Items] | |||
Non-cash impairment charge | 1,300 | ||
Sun Sentinel Media Group | |||
Goodwill [Line Items] | |||
Non-cash impairment charge | 1,100 | ||
Non-cash impairment charge | $ 6,300 | ||
All Reporting Units Excluding Sun Sentinel Media Group and New York Daily News Media Group | Royalty Savings Method | Newspaper Mastheads | |||
Goodwill [Line Items] | |||
Percentage of fair value in excess of carrying amount | 100.00% |
GOODWILL AND OTHER INTANGIBLE_5
GOODWILL AND OTHER INTANGIBLE ASSETS - Changes in Carrying Amounts of Goodwill and Newspaper Mastheads (Details) $ in Thousands | 6 Months Ended |
Jun. 28, 2020USD ($) | |
Goodwill | |
Balance at December 29, 2019 | $ 117,675 |
Impairment | (2,478) |
Balance at June 28, 2020 | 115,197 |
Newspaper mastheads | |
Balance at December 29, 2019 | 34,826 |
Impairment | (7,091) |
Balance at June 28, 2020 | $ 27,735 |
INCOME TAXES - (Details)
INCOME TAXES - (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Income tax expense (benefit) | $ (2,084) | $ 2,465 | $ (19,766) | $ (417) |
Income tax benefit loss carryback from the CARES Act | $ 200 | $ 1,000 | ||
Effective tax rate on pretax income, percent | 394.70% | 31.60% | 31.80% | (195.80%) |
Accounting Standards Update 2019-12 | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Income tax expense (benefit) | $ (8,300) |
PENSION AND OTHER POSTRETIREM_3
PENSION AND OTHER POSTRETIREMENT BENEFITS - (Details) $ in Millions | 6 Months Ended |
Jun. 28, 2020USD ($) | |
Defined Benefit Plan Disclosure [Line Items] | |
Multiemployer plan type | us-gaap:PensionPlansDefinedBenefitMember |
Contributions made by the Company to multiemployer pension plan | $ 3.4 |
Multiemployer pension plan name | us-gaap:RetirementPlanNameDomain |
Expected future contribution to multiemployer plan | $ 3.9 |
NYDN Pension Plan | Pension Plan | |
Defined Benefit Plan Disclosure [Line Items] | |
Pension contribution | $ 2.5 |
PENSION AND OTHER POSTRETIREM_4
PENSION AND OTHER POSTRETIREMENT BENEFITS - Components of Defined Benefit Plan (Details) - Pension Plan - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Service Cost | $ 0 | $ (80) | $ 0 | $ 0 |
Interest cost | 557 | 947 | 1,107 | 1,759 |
Expected return on assets | (946) | (938) | (1,892) | (2,107) |
Net periodic benefit | $ (389) | $ (71) | $ (785) | $ (348) |
PENSION AND OTHER POSTRETIREM_5
PENSION AND OTHER POSTRETIREMENT BENEFITS - Components of Net Periodic Benefit Credit for Postretirement Health Care and Life Insurance Plans (Details) - Other Postretirement Plans - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | ||||
Service Cost | $ 4 | $ 4 | $ 7 | $ 8 |
Interest cost | 7 | 9 | 13 | 19 |
Amortization of prior service credits | (31) | (82) | (66) | (164) |
Amortization of actuarial gains | 2 | 0 | 5 | 0 |
Net periodic benefit | $ (18) | $ (69) | $ (41) | $ (137) |
NONCONTROLLING INTEREST - (Deta
NONCONTROLLING INTEREST - (Details) - USD ($) $ in Thousands | 1 Months Ended | 2 Months Ended | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Mar. 29, 2020 | Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Noncontrolling Interest [Line Items] | ||||||
Right to purchase membership units (percentage) | 25.00% | |||||
Carrying value adjustment | $ 0 | $ 0 | $ 322 | $ 0 | ||
Income (loss) attributable to noncontrolling interest | 3,500 | |||||
Income attributable to noncontrolling interest | 310 | |||||
Net income (loss) attributable to noncontrolling interests | $ 3,200 | |||||
Dividends declared | $ 3,600 | $ 7,800 | ||||
Noncontrolling shareholders' portion of dividends declared | $ 2,400 | 5,200 | ||||
BestReviews LLC | ||||||
Noncontrolling Interest [Line Items] | ||||||
Dividends declared | $ 13,000 | |||||
BestReviews LLC | ||||||
Noncontrolling Interest [Line Items] | ||||||
Ownership percentage | 40.00% | 40.00% | 40.00% | |||
Dividends declared | $ 6,000 |
NONCONTROLLING INTEREST - Nonco
NONCONTROLLING INTEREST - Noncontrolling Interest Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 28, 2020 | Mar. 29, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward] | |||||
Balance at December 29, 2019 | $ 63,501 | $ 63,501 | |||
Carrying value adjustment | $ 0 | $ 0 | 322 | $ 0 | |
Income attributable to noncontrolling interest | 310 | ||||
Reclassification of noncontrolling interest ("NCI") from temporary equity | $ (64,133) | (64,133) | |||
Balance at June 28, 2020 | $ 0 | $ 0 |
EARNINGS (LOSS) PER SHARE - Bas
EARNINGS (LOSS) PER SHARE - Basic and Diluted Earnings Per Common Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Income (loss) - Numerator: | ||||
Net income (loss) from continuing operations | $ 1,556 | $ 5,344 | $ (42,450) | $ 630 |
Less: Income attributable to noncontrolling interest | 2,162 | 1,926 | 3,492 | 1,887 |
Less: Noncontrolling interest carrying value adjustment | 0 | 0 | 322 | 0 |
Net income (loss) attributable to Tribune common stockholders | (606) | 3,418 | (46,264) | (1,257) |
Plus: Loss from discontinued operations, net of taxes | 0 | (722) | 0 | (722) |
Net income (loss) attributable to Tribune common stockholders | $ (606) | $ 2,696 | $ (46,264) | $ (1,979) |
Shares - Denominator: | ||||
Weighted average number of common shares outstanding (basic) (in shares) | 36,462 | 35,711 | 36,378 | 35,669 |
Dilutive effect of employee stock options and RSUs (in shares) | 0 | 155 | 0 | 0 |
Adjusted weighted average shares outstanding (diluted) (in shares) | 36,462 | 35,866 | 36,378 | 35,669 |
Basic net income (loss) attributable to Tribune per common share: | ||||
Income (loss) from continuing operations (in dollars per share) | $ (0.02) | $ 0.10 | $ (1.27) | $ (0.04) |
Income (loss) from discontinued operations (in dollars per share) | 0 | (0.02) | 0 | (0.02) |
Basic net income attributable to Tribune per common share (in dollars per share) | (0.02) | 0.08 | (1.27) | (0.06) |
Diluted net income (loss) attributable to Tribune per common share: | ||||
Income (loss) from continuing operations (in dollars per share) | (0.02) | 0.10 | (1.27) | (0.04) |
Income (loss) from discontinued operations (in dollars per share) | 0 | (0.02) | 0 | (0.02) |
Diluted net income attributable to Tribune per common share (in dollars per share) | $ (0.02) | $ 0.08 | $ (1.27) | $ (0.06) |
EARNINGS (LOSS) PER SHARE - (De
EARNINGS (LOSS) PER SHARE - (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Option | ||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Antidilutive securities excluded from computation of EPS (in shares) | 361,608 | 924,887 | 473,274 | 924,887 |
RSU | ||||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||||
Antidilutive securities excluded from computation of EPS (in shares) | 666,003 | 1,341,464 | 660,282 | 1,282,973 |
STOCKHOLDERS' EQUITY - (Details
STOCKHOLDERS' EQUITY - (Details) | Jul. 27, 2020numberOfPurchaseRights | Jul. 01, 2020numberOfBoardMembers | Jun. 30, 2020numberOfBoardMembers | Mar. 16, 2020USD ($) | Mar. 02, 2020USD ($) | Feb. 19, 2020$ / shares | Mar. 13, 2019USD ($) | May 22, 2016 | Nov. 30, 2019shares | Jun. 28, 2020USD ($)$ / sharesshares | Mar. 29, 2020USD ($) | Jun. 30, 2019USD ($) | Jun. 28, 2020USD ($)$ / sharesshares | Jun. 30, 2020numberOfBoardMembers | Jun. 15, 2021numberOfBoardMembers | Dec. 29, 2019$ / shares |
Class of Stock [Line Items] | ||||||||||||||||
Special cash dividend declared (in usd per share) | $ / shares | $ 0.25 | |||||||||||||||
Cash dividend paid | $ | $ 9,100,000 | $ 2,400,000 | $ 9,305,000 | $ 55,755,000 | ||||||||||||
Stock repurchase program, authorized amount | $ | $ 25,000,000 | $ 0 | ||||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||||||
Charge to non-operating expense | $ | $ 500,000 | |||||||||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||||||
Subsequent Event | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Number of board members | 6 | |||||||||||||||
Number of board members retired | 2 | |||||||||||||||
Merrick Shares purchase agreement | Private Placement | Mr. Ferro | Beneficial Owner | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Beneficial ownership by related party, common shares owned (in shares) | shares | 11,544,213 | 11,544,213 | ||||||||||||||
Beneficial ownership by related party, percentage of common stock owned | 31.60% | 31.60% | ||||||||||||||
Number of shares issued (in shares) | shares | 9,071,529 | |||||||||||||||
Acquisition of Shares by Adlen | Private Placement | Alden Funds | Affiliated Entity | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Number of shares issued (in shares) | shares | 11,544,213 | |||||||||||||||
Cooperation Agreement | Subsequent Event | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Number of board members | 8 | |||||||||||||||
Cooperation Agreement | Subsequent Event | Maximum | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Number of board members | 8 | |||||||||||||||
Cooperation Agreement | Private Placement | Beneficial Owner | Subsequent Event | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Percentage of ownership of outstanding shares | 33.00% | |||||||||||||||
Maximum ownership percentage | 15.00% | |||||||||||||||
Additional percentage of outstanding shares | 5.00% | |||||||||||||||
Amended and Restated Cooperation Agreement | Subsequent Event | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Number of board members | 7 | |||||||||||||||
Amended and Restated Cooperation Agreement | Subsequent Event | Maximum | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Number of board members | 7 | |||||||||||||||
Amended and Restated Cooperation Agreement | Private Placement | Beneficial Owner | Subsequent Event | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Maximum ownership percentage | 30.00% | |||||||||||||||
Nant Rights Purchase Agreement | Private Placement | Beneficial Owner | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Maximum ownership percentage | 4.90% | |||||||||||||||
Nant Rights Purchase Agreement | Private Placement | Dr. Soon-Shiong | Beneficial Owner | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Beneficial ownership by related party, common shares owned (in shares) | shares | 8,743,619 | 8,743,619 | ||||||||||||||
Beneficial ownership by related party, percentage of common stock owned | 24.00% | 24.00% | ||||||||||||||
Rights Agreement | Beneficial Owner | Subsequent Event | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Dividends declared, number of preferred stock purchase rights | numberOfPurchaseRights | 1 | |||||||||||||||
Rights Agreement | Private Placement | Beneficial Owner | Subsequent Event | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Percentage of ownership of outstanding shares | 10.00% | |||||||||||||||
RSU | ||||||||||||||||
Class of Stock [Line Items] | ||||||||||||||||
Accrued dividend equivalents for RSUs | $ | $ 200,000 |
ACCUMULATED OTHER COMPREHENSI_3
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) - Components of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Amounts reclassified from AOCI | $ (44) | |||
Foreign currency translation | $ (7) | $ (10) | (7) | $ (12) |
Foreign Currency | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Balance at beginning of period | (60) | |||
Amounts reclassified from AOCI | 0 | |||
Foreign currency translation | (7) | |||
Balance at end of period | (67) | (67) | ||
OPEB/Pension | Other Postretirement Plans | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Balance at beginning of period | 42 | |||
Amounts reclassified from AOCI | (44) | |||
Foreign currency translation | 0 | |||
Balance at end of period | (2) | (2) | ||
OPEB/Pension | Pension Plan | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Balance at beginning of period | (2,334) | |||
Amounts reclassified from AOCI | 0 | |||
Foreign currency translation | 0 | |||
Balance at end of period | (2,334) | (2,334) | ||
AOCI | ||||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||||
Balance at beginning of period | (2,352) | |||
Balance at end of period | $ (2,403) | $ (2,403) |
ACCUMULATED OTHER COMPREHENSI_4
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) - Reclassifications (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 28, 2020 | Jun. 30, 2019 | Jun. 28, 2020 | Jun. 30, 2019 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Pension and postretirement benefit adjustments | $ (70,265) | $ (95,808) | $ (167,093) | $ (193,517) |
Tax effect | (2,084) | 2,465 | (19,766) | (417) |
Reclassification out of Accumulated Other Comprehensive Income | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Total reclassifications for the period | (21) | (59) | (44) | (118) |
Reclassification out of Accumulated Other Comprehensive Income | Amortization of prior service credits | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Pension and postretirement benefit adjustments | (31) | (82) | (66) | (164) |
Reclassification out of Accumulated Other Comprehensive Income | Amortization of actuarial gains | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Pension and postretirement benefit adjustments | 2 | 0 | 5 | 0 |
Reclassification out of Accumulated Other Comprehensive Income | Accumulated defined benefit plans adjustment attributable to parent | ||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||||
Total before taxes | (29) | (82) | (61) | (164) |
Tax effect | $ (8) | $ (23) | $ (17) | $ (46) |
SUPPLEMENTAL CASH FLOW INFORM_3
SUPPLEMENTAL CASH FLOW INFORMATION - Summary of Supplemental Cash Flow (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 28, 2020 | Jun. 30, 2019 | |
Cash paid during the period for: | ||
Interest | $ 194 | $ 0 |
Income taxes, net of refunds | $ (3,895) | $ 7,957 |
SUPPLEMENTAL CASH FLOW INFORM_4
SUPPLEMENTAL CASH FLOW INFORMATION - Reconciliation of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Thousands | Jun. 28, 2020 | Dec. 29, 2019 |
Supplemental Cash Flow Elements [Abstract] | ||
Cash | $ 80,515 | $ 60,963 |
Restricted cash | 33,449 | 37,290 |
Total cash, cash equivalents, and restricted cash shown in the statement of cash flows | $ 113,964 | $ 98,253 |
Uncategorized Items - tpco-2020
Label | Element | Value |
Accounting Standards Update [Extensible List] | us-gaap_AccountingStandardsUpdateExtensibleList | us-gaap:AccountingStandardsUpdate201602Member |