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SECURITIES and EXCHANGE COMMISSION Washington, D.C. 20549 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) X Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended June 26, 1994 or Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transition period from ______________ to _____________. Commission file number 1-6961 GANNETT CO., INC. (Exact name of registrant as specified in its charter) Delaware 16-0442930 (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 1100 Wilson Boulevard, Arlington, Virginia 22234 (Address of principal executive offices) (Zip Code) (703) 284-6000 (Registrant's telephone number, including area code) _________________________________________________________________ (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No ____ The number of shares outstanding of the issuer's Common Stock, Par Value $1.00, as of June 26, 1994 was 147,139,039. PART I. FINANCIAL INFORMATION MANAGEMENT'S DISCUSSION AND ANALYSIS OF OPERATIONS 1994 Acquisition On May 3, 1994, the Company purchased Nursing Spectrum, which publishes a group of biweekly periodicals specializing in advertising for nursing employment. The acquisition did not materially affect results of operations or financial condition. Operating Summary Income from operations for the second quarter of 1994 rose $29.6 million or 15%, reflecting significant performance gains by the Company's newspaper and broadcast divisions. For newspapers, stronger demand for classified advertising coupled with modest growth in costs contributed to a 12% earnings gain. Improved broadcast earnings, which rose 29%, resulted principally from television advertising revenue growth at presently owned stations. Operating income for the first six months of 1994 rose $51.9 million or 16%. Newspapers Newspaper publishing revenues rose $31.4 million or 4% in the second quarter of 1994 and $63.1 million or 4% for the year-to- date. Newspaper advertising revenue rose $26.9 million or 5% for the quarter and $54.1 million or 6% for the first six months, reflecting continued gains in classified advertising. Help- wanted advertising has contributed to higher classified revenues at most of the Company's local newspapers. The tables below provide, on a pro forma basis, further details of newspaper ad revenue and linage for the second quarter and year-to-date periods of 1994 and 1993: Advertising revenue, in thousands of dollars (pro forma) Second quarter 1994 1993 % Change Local $195,080 $193,670 1 National 80,272 78,515 2 Classified 180,902 159,913 13 Total Run- of-Press 456,254 432,098 6 Preprint and other advertising 83,896 81,830 3 Total ad revenue $540,150 $513,928 5 Advertising linage, in thousands of inches (pro forma) Second quarter 1994 1993 % Change Local 7,898 8,055 (2) National 581 559 4 Classified 8,251 7,635 8 Total Run- of-Press 16,730 16,249 3 Preprint 16,754 16,464 2 Total ad linage 33,484 32,713 2 Advertising revenue, in thousands of dollars (pro forma) Year-to-date 1994 1993 % Change Local $ 376,417 $ 372,785 1 National 154,765 149,109 4 Classified 341,149 303,699 12 Total Run- of-Press 872,331 825,593 6 Preprint and other advertising 160,063 154,264 4 Total ad revenue $1,032,394 $979,857 5 Advertising linage, in thousands of inches (pro forma) Year-to-date 1994 1993 % Change Local 15,127 15,397 (2%) National 1,082 1,027 5% Classified 15,551 14,449 8% Total Run- of-Press 31,760 30,873 3% Preprint 30,533 29,531 3% Total ad linage 62,293 60,404 3% Newspaper circulation revenues rose $2.8 million or 1% for the quarter and $4.9 million or 1% for the first six months. Net paid daily and Sunday circulation for the Company's local newspapers fell slightly for the quarter and for the year-to- date. USA TODAY reported an average daily paid circulation of 2,025,250 in the ABC Publisher's statement for the six months ended March 27, 1994, which, subject to audit, was down less than 1% from the comparable period a year ago. Operating costs in total for the newspaper segment rose $10.8 million or 2% for the quarter and $30.8 million or 3% for the year-to-date. Newsprint costs declined 6% for the quarter and 3% for the year-to-date, reflecting lower prices from a year ago, partly offset by higher consumption. The Company expects newsprint prices to trend higher than year ago levels for the remainder of 1994. Payroll costs rose 2% for the quarter and for the year-to-date. Newspaper operating income rose $20.7 million or 12% for the quarter and $32.3 million or 10% for the first six months, due principally to the improved ad revenue environment and lower newsprint costs. Most of the Company's local newspapers reported improved ad revenues and operating income results. At USA Today, operating results improved for the quarter and were down slightly for the year-to-date. Revenues were up 1% for the quarter and were even for the first six months. Broadcast Broadcast revenues were down $1.5 million or 1% for the second quarter and were even for the first six months, while operating costs declined $10.4 million or 13% for the quarter and $21.4 million or 14% for the year-to-date. On a pro forma basis, broadcast revenues increased 10% for the quarter and 12% for the year-to-date, while operating costs increased 3% for the quarter and 2% for the first six months. On a pro forma basis, local television ad revenues increased 8% for the quarter and 10% for the year to date. Pro forma national revenues increased 12% for the quarter and 13% for the year-to- date. Pro forma radio revenues increased 18% for the quarter and 22% for the first six months, reflecting improved market shares at key radio stations. Operating income rose $8.9 million or 29% for the quarter and $21 million or 53% for the year-to-date, reflecting strong gains at most of the Company's television and radio stations. For the year-to-date period, broadcast earnings were also favorably affected by the recent sale of four radio stations in Kansas City and St. Louis, Mo., and the Company's television station in Boston. Outdoor Outdoor revenues declined $0.8 million or 1% for the quarter and $1.7 million or 2% for the year-to-date, while operating costs were flat for the quarter and year-to-date. Operating income for Outdoor declined $0.7 million or 8% for the quarter and $1.4 million or 29% for the year-to-date. Non-operating income and expense Interest expense declined $2.8 million or 21% for the quarter and $2.7 million or 11% for the year-to-date. Average borrowings were lower during the first half of 1994, but average interest rates on borrowed funds were higher than a year ago. Net Income Net income rose $18.1 million or 16% for the quarter and $30.5 million or 17% for the first six months. Net income per share was $0.90 for the quarter compared to $0.78 in 1993, an increase of 15%. For the year-to-date, net income per share rose to $1.43 from $1.23 in 1993, a 16% increase. The weighted average number of shares outstanding totaled 147,169,000 for the second quarter of 1994 compared with 146,628,000 for the second quarter of 1993. Average shares outstanding for the year-to-date totaled 147,146,000 for 1994 and 146,208,000 for 1993. The increase in shares outstanding is due principally to the effect of shares issued in connection with the acquisition of the Honolulu Advertiser in 1993. Liquidity and capital resources Cash flow from operating activities totaled $358.3 million for the first half of 1994 compared with $258.7 million a year ago. Working capital totaled $103.7 million, down from $302.8 million at the end of 1993. Capital expenditures for the year-to-date totaled $68 million, compared with $64 million in 1993. The Company's long-term debt (commercial paper obligations) was reduced by $223 million from operating cash flows in the first half of 1994. The Company's regular quarterly dividend of $0.33 per share was declared in the first and second quarters of 1994 and totaled $97.1 million. During the second quarter, the Company announced it would resume a 7.5 million share repurchase program, originally authorized in 1988. Approximately 4.5 million shares had been purchased prior to 1994; more than one million shares have been purchased recently. CONSOLIDATED BALANCE SHEETS (UNAUDITED) ASSETS June 26, 1994 Dec. 26, 1993 - ------ -------------- -------------- Current Assets: Cash............................... $ 27,919,000 $ 32,461,000 Marketable securities.............. 15,550,000 43,034,000 Trade receivables, less allowance (1994 - $16,319,000 ; 1993 - $13,915,000)....................... 449,130,000 449,063,000 Other receivables.................. 31,786,000 135,036,000 Inventories (materials and supplies) 39,342,000 53,094,000 Prepaid expenses..................
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