2008 Annual Report Annual 2008
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08-COVERFINALRev2-25:Layout 1 2/25/09 5:05 PM Page 1 7950 JONES BRANCH DR. INC. • GANNETT REPORT CO., 2008 ANNUAL MCLEAN, VA 22107 WWW.GANNETT.COM s 2008 ANNUAL REPORT 08-COVERFINALRev2-25:Layout 1 2/25/09 5:05 PM Page 2 Table of Contents Shareholder Services GANNETT STOCK THIS REPORT WAS WRITTEN Gannett Co., Inc. shares are traded on the New York Stock Exchange with the symbol GCI. The AND PRODUCED BY EMPLOYEES 2008 Financial Summary . 1 OF GANNETT. company’s transfer agent and registrar is Wells Fargo Bank, N.A. General inquiries and requests Letter to Shareholders . 2 for enrollment materials for the programs described below should be directed to Wells Fargo Vice President and Controller Board of Directors . 7 Shareowner Services, P.O. Box 64854, St. Paul, MN 55164-0854 or by telephone at 1-800-778-3299 George Gavagan or at www.wellsfargo.com/shareownerservices. Company and Divisional Officers . 8 Director of Consolidations and DIVIDEND REINVESTMENT PLAN Financial Reporting The Dividend Reinvestment Plan (DRP) provides Gannett shareholders the opportunity to Cam McClelland purchase additional shares of the company’s common stock free of brokerage fees or service Form 10-K charges through automatic reinvestment of dividends and optional cash payments. Cash Vice President/Corporate payments may range from a minimum of $10 to a maximum of $5,000 per month. Communications Tara Connell AUTOMATIC CASH INVESTMENT SERVICE FOR THE DRP Senior Manager/Publications This service provides a convenient, no-cost method of having money automatically withdrawn Laura Dalton from your checking or savings account each month and invested in Gannett stock through your DRP account. Creative Director/Designer Michael Abernethy DIRECT DEPOSIT SERVICE Gannett shareholders may have their quarterly dividends electronically credited to their Printing checking or savings accounts on the payment date at no additional cost. Action Printing, Fond du Lac, Wis. ANNUAL MEETING PHOTO CREDITS: The annual meeting of shareholders will be held at 10 a.m. (E.T.) Tuesday, April 28, 2009, at Gannett headquarters. Page 2: Dubow by Stacey Tate, Gannett. CORPORATE GOVERNANCE We have posted on our Web site (www.gannett.com) our principles of corporate governance, Page 7: Directors’ photos by ethics policy and the charters for the audit, digital technology, nominating and public respon- Stacey Tate, Gannett. sibility and executive compensation committees of our board of directors, and we intend to post updates to these corporate governance materials promptly if any changes (including through any amendments or waivers of the ethics policy) are made. This site also provides access to our annual report on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K as filed with the SEC. Our Chairman, President and Chief Executive Officer, Craig A. Dubow, and our Executive Vice President and Chief Financial Officer, Gracia C. Martore, have delivered, and we have filed with our 2008 Form 10-K, all certifications required by the rules of the SEC. Complete copies of our corporate governance materials and our Form 10-K may be obtained by writing our Secretary at our corporate headquarters. In accordance with the rules of the New York Stock Exchange, our Chairman, President and Chief Executive Officer, Craig A. Dubow, has certified, without qualification, that he is not aware of any violation by Gannett of the NYSE’s corporate governance listing standards. FOR MORE INFORMATION News and information about Gannett is available on our Web site. Quarterly earnings infor- mation will be available around the middle of April, July and October 2009. Shareholders who wish to contact the company directly about their Gannett stock should call Shareholder Services at Gannett headquarters, 703-854-6960. Gannett Headquarters 7950 Jones Branch Drive McLean, VA 22107 703-854-6000 Printed on recycled paper 2008 Financial Summary Operating revenues, in millions In thousands, except per share amounts 04 $7105 2008 2007 Change 05 $7435 Operating revenues . $ 6,767,650 $ 7,439,460 (9.0%) 06 $7848 Operating income (loss) . $ (6,761,655) $ 1,650,896 *** 07 $7439 Income (loss) from continuing 08 $6768 operations . $ (6,647,565) $ 975,577 *** Income (loss) per share from Income from continuing operations before asset impairment continuing operations – diluted . $ (29.11) $ 4.17 *** and other charges, in millions Income from continuing operations 04 $1268 before asset impairment and other 05 $1186 charges (1) . $ 747,368 $ 1,026,408 (27.2%) 06 $1138 Income per share from continuing 07 $1026 (1) operations before asset impairment 08 $747 (1) (1) and other charges – diluted (1) . $ 3.26 $ 4.39 (25.7%) Income per share (diluted) from continuing operations before Working capital . $ 92,803 $ 381,092 (75.6%) asset impairment and other charges Long-term debt . $ 3,816,942 $ 4,098,338 (6.9%) 04 $4.74 Total assets . $ 7,796,814 $15,887,727 (50.9%) 05 $4.82 Capital expenditures (2) . $ 164,542 $ 170,880 (3.7%) 06 $4.81 Shareholders’ equity . $ 1,055,882 $ 9,017,159 (88.3%) 07 $4.39 (1) Dividends per share . $ 1.60 $ 1.42 12.7% 08 $3.26 (1) (1) Weighted average common shares outstanding – diluted . 228,345 233,740 (2.3%) (1) Results for 2008 exclude pre-tax asset impairment and other charges of $8.35 billion ($7.39 billion after tax or $32.38 per share). Results for 2007 exclude pre-tax non-cash intangible asset impairment charges of $72.0 million ($50.8 million after tax or $.22 per share). These charges are more fully discussed in the Management’s Discussion and Analysis of Financial Condition and Results of Operations and the Consolidated Financial Statement sections of this report. (2) Excluding capitalized interest and discontinued operations. COMPANY PROFILE: Gannett Co., Inc. is a leading international news and information company. In the United States, the company publishes 85 daily newspapers, including USA TODAY, and nearly 850 non-daily publications. Along with each of its daily newspapers, the company operates Internet sites offering news and advertising that is customized for the market served and integrated with its publishing operations. USA TODAY.com is one of the most popular news sites on the Web. The company is the largest newspaper publisher in the U.S. Newspaper publishing operations in the United Kingdom, operating as Newsquest, include 17 paid-for daily newspapers, more than 200 weekly newspapers, magazines and trade publications in the U.K., locally integrated Web sites and classified business Web sites with national reach. Newsquest is the second largest regional newspaper publisher in the U.K. In broadcasting, the company operates 23 television stations in the U.S. with a market reach of more than 20 million households. Each of these stations also operates locally oriented Internet sites offering news, entertainment and advertising content, in text and video format. Through its Captivate subsidiary, the broadcasting group delivers news, information and advertising to a highly desirable audience demographic through its video screens located in elevators of office towers and select hotel lobbies across North America. Gannett’s total Online U.S. Internet Audience in January 2009 was 27.1 million unique visitors, reaching about 16.1% of the Internet audience, as measured by Nielsen//NetRatings. Complementing its core publishing and broadcasting businesses, the company made several important advances in its digital strat- egy through key business acquisitions. In September 2008, the company increased its ownership in CareerBuilder LLC (CareerBuilder) to 50.8% from 40.8%, obtaining a controlling interest, and in June 2008, the company increased its ownership in ShopLocal LLC (ShopLocal) to 100% from 42.5%. The results of these businesses are now fully consolidated. Concurrently, a new “Digital” business segment is being reported, which includes CareerBuilder and ShopLocal results from the date of full consolidation, as well as PointRoll, Planet Discover, Schedule Star and Ripple6. Ripple6, acquired in November 2008, is a leading provider of technology platforms for social media services for publishers and other users. Also enhancing our digital strategy are our investments and partnerships in such companies as Classified Ventures, for auto and real estate ads; Metromix, a platform for local enter- tainment Web sites; Topix.net, a news content aggregator; 4INFO, a leading mobile media and advertising company; and more. Gannett was founded by Frank E. Gannett and associates in 1906 and incorporated in 1923. The company went public in 1967. It reincorporated in Delaware in 1972. Its more than 225 million outstanding shares of common stock are held by approximately 8,500 shareholders of record in all 50 states and several foreign countries. The company has approximately 41,500 full-time and part- time employees including 2,000 for CareerBuilder. Its headquarters are in McLean, Va., near Washington, D.C. 2008 GANNETT ANNUAL REPORT 1 Letter to Shareholders A slowing and increasingly troubled economy dogged Gannett throughout 2008, affecting both our results and the progress of our transformation. We had many successes during the year – growth in online revenues, a number of key investments that strengthened our portfolio and the launch of multiple innovative ini- tiatives – but the combination of secular changes in our industry and the unprecedent- ed global economic downturn took its toll. Overall, operating revenues were $6.8 billion. Net income from continuing operations would have been $747 million were it not for impairment and other charges in the sec- ond and fourth quarters totaling $8.4 billion pre-tax ($7.4 billion after-tax). These charges caused us to report a net loss from continuing operations of $6.65 billion or $29.11 per share. These numbers, I believe, reflect the economy and the changes in our industry but – especially with the impairment charge – don’t adequately demonstrate the true CRAIG A.