McClatchy Reports Third Quarter 2014 Earnings

- Audience revenues grew in Q3 2014 compared to Q3 2013 quarter

- Digital-only revenues, excluding Apts.com revenues, up 9.1% compared to Q3 2013 quarter

- Revenue categories other than print newspaper advertising now 64% of total revenues

- Mobile users represent 47.6% of total monthly unique visitors in the quarter

- Completed sale of stake in Classified Ventures on Oct. 1, 2014; pre-tax proceeds of $631.8 million

- Amended credit agreement on Oct. 21, 2014 to extend maturity for two years to 2019

The McClatchy Company (NYSE-MNI) today reported a third quarter 2014 loss from continuing operations of $2.6 million, or $0.03 per share, compared to income from continuing operations in the 2013 third quarter of $6.7 million, or $0.07 per share. Excluding the net impact of certain items itemized below, the adjusted loss from continuing operations was $0.7 million, compared to income from continuing operations, adjusted for similar items, of $6.4 million in the third quarter of 2013.

The loss from discontinued operations in the 2014 third quarter of $0.1 million, or $0.00 per share, reflects the operating results of the Anchorage Daily News newspaper, which was sold on May 5, 2014.

Net loss in the third quarter of 2014, including the impact of discontinued operations, was $2.8 million, or $0.03 per share, compared to net income of $7.3 million, or $0.08 per share, in the third quarter of 2013.

The previously announced sale of McClatchy's 25.6% interest in Classified Ventures (CV) to Gannett Co., Inc. closed on Oct. 1, 2014, the first week of McClatchy's 2014 fiscal fourth quarter. CV operates the online auto site Cars.com. Proceeds to McClatchy, net of transaction costs, were $631.8 million. Pursuant to the sale agreement, $25.6 million of the net proceeds to be received by McClatchy will be held in escrow until Oct. 1, 2015. Just prior to the closing of the transaction, CV distributed approximately $6.0 million to McClatchy reflecting its share of CV's earnings. After-tax proceeds from the sale are anticipated to be approximately $406 million.

Commenting on McClatchy's sale of its interest in CV and the company's third quarter results, Pat Talamantes, McClatchy's president and CEO, said, "Selling CV was a significant transaction for our company and our shareholders. We received a great price that reflects the strength of the Cars.com franchise while maintaining a five-year affiliate agreement with Cars.com that gives us the right to sell Cars.com products and services to our customers. The sale of our interest in CV helps provide us the liquidity to execute on our continuing digital transformation and cash for other corporate purposes, including reducing our debt over time."

Talamantes continued, "The diversification of our business away from print advertising benefited us in the third quarter of 2014. While we were impacted by a sluggish print retail environment and a substantial decline in national advertising, we saw continued growth in other revenues, including digital advertising and audience revenues. In fact, total digital-only revenues, excluding the impact of selling Apartments.com in April, grew 9.1% in the third quarter compared to the third quarter of 2013. Together with direct marketing and other non-traditional revenues, our non-print advertising revenue categories, accounting for 64% of our revenues, grew 0.5% in the same periods."

Talamantes concluded, "Our ongoing efforts to find efficiencies in our legacy business are just as intense as our focus on growing our digital business. We are working to identify more legacy cost savings while strengthening our print and digital products in the fourth quarter and 2015."

Third Quarter Results

Total revenues in the third quarter of 2014 were $277.6 million, down 3.3% compared to the third quarter of 2013. Advertising revenues were $174.6 million, down 8.6% compared to the same quarter last year. The decline reflects the impact of a sluggish print retail environment, a substantial decline in the national advertising category and the loss of revenues from Apartments.com. Excluding the impact of Apartments.com revenues in the 2013 quarter, total advertising revenues declined 8.2% year-over-year from the 2013 quarter.

Digital-only advertising was up 5.4% in the quarter compared to the third quarter of 2013 that included Apartments.com revenues, and was up 8.9% excluding Apartments.com-related revenues in 2013. Total digital advertising revenues were down 0.8% compared to the same quarter last year but were up 1.2% excluding Apartments.com-related revenues from 2013. Total digital-only revenues, which include digital-only revenues from advertising and audience subscriptions, were up 5.7% compared to the same quarter last year, and were up 9.1% excluding Apartments.com from third quarter 2013 revenues.

Direct marketing revenues declined 3.8% in the quarter, reflecting in part difficult comparisons to the 2013 third quarter when direct marketing revenues were up nearly 5.0%, and in part to eliminating niche products that were marginally profitable. Total digital and direct marketing advertising represented 44.0% of third quarter 2014 total advertising revenues on a combined basis.

Audience revenues were $91.3 million, up 7.4% from the same quarter in 2013 and were up 0.8% for the quarter excluding an increase of $5.6 million in revenue related to the transition to fee-for-service audience delivery contracts at certain newspapers. Digital audiences continue to grow with the monthly unique visitor count finishing up 8.0% compared to the same quarter last year. Mobile users represented 47.6% of total monthly unique visitors in the quarter, and were up 46.3% compared to the same quarter last year.

Results in the third quarter of 2014 included the following items:

Severance charges totaling $2.1 million ($1.0 million after-tax);
Pre-closing expenses related to the sale of McClatchy's interest in Classified Ventures totaling $0.4 million ($0.3 million after-tax);
An impairment charge related to an equity investment totaling $0.8 million ($0.5 million after-tax); and
Other charges totaling $0.4 million ($0.2 million after-tax).

Operating cash expenses, excluding severance, and an increase in costs related to the transition to fee-for-service audience delivery contracts at certain newspapers and other charges discussed above, declined $3.8 million in the quarter, or 1.7% from the same quarter last year. The company recorded $5.6 million in expenses related to the transition to fee-for-service audience delivery contracts at certain newspapers. This amount was also reflected as an increase in audience revenues as noted above, and thus, had no net impact on operating cash flow. Including the audience delivery costs, cash expenses increased approximately $1.8 million in the third quarter, or 0.8%, from the third quarter of 2013, while audience revenues grew 7.4% including the impact of the different accounting of these same delivery costs. Cash expenses in the 2014 quarter also included $3.6 million in investments related to new revenue initiatives and digital infrastructure such as new enterprise-wide operating systems.

Operating cash flow from continuing operations was $44.8 million in the third quarter of 2014, down 20.0% compared to the third quarter last year. (Non-GAAP measurements impacting income from continuing operations, cash expenses and operating cash flows are discussed below.)

First Nine Months Results

Total revenues for the first nine months of 2014 were $850.3 million, down 3.1% from the first nine months of 2013. Total advertising revenues were $543.9 million, down 7.5%, and audience revenues were $271.1 million, up 6.1%. Audience revenues were down 0.6% excluding an increase of $17.1 million in revenue related to the transition to fee-for-service audience delivery contracts at certain newspapers. Total digital-only revenues, which include digital-only revenues from advertising and audience, were up 9.2% compared to the first nine months of 2014, and were up 12.5% excluding Apartments.com from both the 2013 and 2014 nine-month periods.

Income from continuing operations for the first nine months of 2014 was $73.0 million, or $0.83 per share, compared to income from continuing operations in first nine months of 2013 of $4.5 million, or $0.05 per share. The loss from discontinued operations for the first nine months of 2014 was $1.6 million, or $0.02 per share, and reflects the after-tax loss on the sale and operating results of the Anchorage Daily News.

Net income for the first nine months of 2014, including the impact of discontinued operations, was $71.3 million, or $0.81 per share, compared to net income of $6.3 million, or $0.07 per share, for the first nine months of 2013.

The company recorded a loss from continuing operations for the first nine months of 2014, excluding the net impact of certain items itemized below, of $4.0 million. Income from continuing operations for the first nine months of 2013, when adjusted for similar items, was $15.5 million. (Non-GAAP measurements are discussed below.)

Results for the first nine months of 2014 included the following items:

Gains recorded in equity income from McClatchy's portion of the sale of Apartments.com and the sale of its 50% partnership interest in McClatchy-Tribune Information Services ("MCT") of $145.9 million ($90.1 million after-tax);
Severance charges totaling $5.0 million ($2.6 million after-tax);
Accelerated depreciation totaling $13.5 million ($8.3 million after-tax) related to  newspaper production equipment associated with outsourcing or relocation initiatives;
Non-cash charges totaling $1.5 million ($1.0 million after-tax) related to owned real estate associated with outsourcing initiatives;
Pre-closing expenses related to the sale of McClatchy's interest in Classified Ventures totaling $0.4 million ($0.3 million after-tax);
An impairment charge related to an equity investment totaling $0.8 million ($0.5 million after-tax); and
Other charges totaling $0.9 million ($0.6 million after-tax).

Operating cash flow from continuing operations was $138.6 million for the first nine months of 2014, down 21.1% compared to the first nine months of 2013. (Non-GAAP measurements impacting income from continuing operations, cash expenses and operating cash flows are discussed below.)

Offer for 2022 Secured Notes at Par

On Oct. 14, 2014, McClatchy initiated an offer to purchase for cash up to $406 million of the outstanding 9.00% notes at par in compliance with the indenture for its 9.00% notes due 2022. McClatchy noted when it announced the sale of its interest in Cars.com that under the indenture for its 9.00% notes due 2022 it would offer the after-tax proceeds from the sale, to the extent that the proceeds are not reinvested within 365 days of the closing of the transaction, in an offering to repurchase the 9.00% notes at par. Management elected to make this offer in the fourth quarter of 2014. Recently, the 9.00% notes were trading at premium prices ranging between $113.00 and $114.00.

Management noted that to the extent the notes are not repurchased under this offer, management may use the proceeds to invest in initiatives and/or investments to continue its digital transformation, to selectively repurchase outstanding notes or for other corporate purposes as determined by management and the Board of Directors.

The offer will close at 5 p.m. Eastern time on Nov. 12, 2014.

THIS PRESS RELEASE IS FOR INFORMATION PURPOSES ONLY AND DOES NOT CONSTITUTE AN OFFER TO PURCHASE NOR A SOLICITATION FOR ACCEPTANCE OF AN OFFER. THE OFFER IS BEING MADE ONLY PURSUANT TO THE OFFER TO PURCHASE AND RELATED LETTER OF TRANSMITTAL THAT MCCLATCHY HAS DISTRIBUTED TO ITS NOTEHOLDERS. NOTEHOLDERS SHOULD READ CAREFULLY THE OFFER TO PURCHASE AND RELATED LETTER OF TRANSMITTAL BECAUSE THEY CONTAIN IMPORTANT INFORMATION, INCLUDING THE VARIOUS TERMS OF AND CONDITIONS TO THE OFFER, PRIOR TO MAKING ANY DECISION WITH RESPECT TO THE OFFER.

Other Third Quarter Business and Financial Highlights

Income from equity investments declined $6.6 million in the third quarter due to lower income from certain internet investments and lower results from the company's newsprint mill partnership. CV's results included legal and other transaction-related costs in 2014 related to the sale of Classified Ventures, and included Apartments.com results in the third quarter of 2013 with no results in 2014 (sold on April 1, 2014). These items partially offset the continued growth in Cars.com results in the third quarter of 2014.

The company finished the quarter with $225.1 million in cash. Net debt (debt net of cash on hand) at the end of the third quarter was $1.3 billion. Pro forma cash, including CV's pre-closing distribution of $6.0 million and the net proceeds received on the closing date of $606 million and excluding all estimated taxes yet to be paid from recent transactions of $241 million,  was approximately $596 million at the end of the quarter.

The company amended its credit agreement and entered into a separate letter of credit arrangement on Oct. 21, 2014.  These moves increase borrowing capacity under the company's credit agreement and reduce existing costs. The leverage ratio at the end of the third quarter as defined in the company's credit agreement was 4.84 times cash flow compared to a required leverage covenant of 6.0 times cash flow (as defined).

Outlook

Looking to the fourth quarter, Talamantes said, "Predicting print retail advertising results is a difficult task and that continues to be the case as we enter the fourth quarter. We will maintain our focus on providing advertising solutions using all of the print, digital and direct marketing products we have at our disposal. For the fourth quarter, we expect digital-only advertising to continue to grow strongly and to be up in the double-digit range for all of 2014 excluding the impact of selling Apartments.com compared to 2013.  Direct marketing revenues are expected to be down in the low-to-mid single-digits in the fourth quarter of 2014 as a result of culling several niche products, so are expected to be flat to down slightly for full year 2014 versus 2013. However this is an area of revenues that we expect to grow over the long-term as we fine tune our direct marketing strategy. We also expect audience revenues to grow in the mid-single digit range in the quarter and for full year 2014.

"Our ability to make further investments in our business was greatly enhanced when we received the proceeds from recent transactions. In the fourth quarter we are launching several initiatives related to revenue growth and reducing legacy costs that we expect to benefit the company in 2015. As a result, we expect operating costs to be flat to up in the low single-digits for the fourth quarter compared to 2013, including these initiatives and the additional costs of our new affiliate agreement with Cars.com, but excluding the impact of audience-related expense increases as a result of moving to fee-for-service delivery contracts at several newspapers."

The company's statistical report, which summarizes revenue performance for the third quarter of 2014, is attached.

www.mcclatchy.com

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