MEREDITH CORP FORM 8-K (Unscheduled Material Events) Filed 9/9/2002 For Period Ending 9/9/2002 Address 1716 LOCUST ST DES MOINES, Iowa 50309 Telephone 515-284-3000 CIK 0000065011 Industry Printing & Publishing Sector Services Fiscal Year 06/30 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 8-K PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) September 9, 2002 Commission file number 1-5128 Meredith Corporation (Exact name of registrant as specified in its charter) Iowa 42-0410230 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 1716 Locust Street, Des Moines, Iowa 50309-3023 (Address of principal executive offices) (ZIP Code) 515 - 284-3000 (Registrant's telephone number, including area code) - 1 - Item 5. Other Events Meredith Corporation hosted a 2002 Investor Conference at the Company's offices in New York City on September 9, 2002. At the conference, Chairman and Chief Executive Officer William T. Kerr, Publishing Group President Stephen M. Lacy, Broadcasting Group President Kevin P. O'Brien and Chief Financial Officer Suku V. Radia discussed company developments and responded to questions. The text of the presentation is attached as an exhibit. Item 7. Financial Statements and Exhibits (c) Exhibits 99.1 Text of presentation at Meredith Corporation's 2002 Investor Conference on September 9, 2002. - 2 - SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. MEREDITH CORPORATION Registrant /s/ Suku V. Radia Suku V. Radia Vice President - Chief Financial Officer (Principal Financial and Accounting Officer) Date: September 9, 2002 - 3 - Index to Exhibits Exhibit Number Item ------------------------------------------------------------------- 99.1 Text of presentation at Meredith Corporation's 2002 Investor Conference on September 9, 2002. E-1 Exhibit 99.1 TEXT OF PRESENTATION AT MEREDITH CORPORATION'S 2002 INVESTOR CONFERENCE ON SEPTEMBER 9, 2002. {graphic omitted} BILL KERR Welcome. We are delighted you could join us this morning. This is the New York sales office for our Publishing Group and the editorial offices of Ladies' Home Journal and MORE magazines. Our earnings calls tend to be quite formal and you may not always get every question answered. We welcome this opportunity to interact with you on a more informal basis. Introductions of Meredith people: Steve Lacy, President of our Publishing Group Jerry Kaplan, President of our Magazine Group Kevin O'Brien, President of our Broadcasting Group Suku Radia, our Chief Financial Officer Tom Ferree, our Corporate Controller Kevin Wagner, who is Director of Accounting and Treasury Operations Dirck Steimel, assistant manager of Investor Relations Also joining us today is Jim Jacobson, who begins as Director of Investor Relations on September 23. Jim joins us from a similar position at TCS, a telecom company based in Baltimore. {graphic omitted} Before beginning, let me remind you to read the safe harbor information on your copy of the slides. - 1 - {graphic omitted) We organized this meeting today to give you a more detailed look at Meredith. Here's our agenda for today: -- First, I'll give you a brief corporate overview and share some thoughts about our businesses, our growth plans and our major opportunities. -- Then Steve will give you a Publishing Group update, with particular focus on the BHG brand. -- Kevin will discuss his plans for our Broadcasting Group, with a special emphasis on how we are rebuilding our EBITDA margins. -- Then Suku will give you some financial details. -- Finally, we'll have a question and answer session. Once again, please jump in anytime to ask your questions. Our goal is to make this session as informal and informative as possible. {graphic omitted) Let me start today, by noting that 2002 represents our Centennial Year. Since the launch of Successful Farming in 1902, our company has been focused on serving the needs of homes and families of America. We've done it in print, on television and more recently via the Internet and we've done it very well. For a century we've been committed to the twin pillars of: Providing superior service to our customers Building superior value for our shareholders Our cornerstone has been our knowledge and understanding of the home and family market. - 2 - {graphic omitted) While this has been a centennial celebration year for us, it has been a year of great difficulty for media companies. Recognizing that there is a lot of uncertainty as to the health of the recovery and whether or not we will face a double-dip recession I nonetheless feel very good about our business: -- We weathered the deepest media recession since World War II with share gains across both of our businesses and look to the future with enhanced strength. -- We've made good progress on the necessary turnaround in our broadcasting business. -- Our last quarter was a solid growth quarter and the momentum continues today. -- While it is difficult to determine the direction of the overall economy, we are cautiously optimistic about a continuing recovery in advertising demand. -- We are well-positioned to take advantage of that recovery because of the steps we have taken and the investments we have made to improve our market position. {graphic omitted) In broad terms, we are pursuing three key strategies: 1) Expanding our powerful publishing base 2) Significantly improving our broadcasting performance 3) Strengthening our excellent financial position Let me share a few thoughts about each of these. - 3 - {graphic omitted) Publishing has been at the core of our strengths for years and still is. Building from our strong position, we are pursuing several avenues of growth: 1) As strong as it is, we believe the Better Homes and Gardens franchise has significant room to grow in terms of increased advertising, product extensions and circulation contribution. 2) Ladies' Home Journal has not performed as well; we have put in place a new management and editorial team to drive it forward. 3) Our mid-sized titles Country Home, Traditional Home, Midwest Living and MORE all are on strong growth trajectories .. and we see increased circulation and advertising potential for all of them. 4) Our strong new magazine launch program continues and Living Room is being tested in the marketplace as we speak today. 5) We've raised the size of our Special Interest Publications program by 60 percent in the past five years and further increases are planned in fiscal 2003. 6) We continue to emphasize our integrated marketing and multi-platform advertising programs to tap into new dollars. 7) And finally, our consumer programs in book publishing and brand licensing take advantage of our home and family expertise and give us new business opportunities. This is a very full program -- and you'll hear more about it from Steve. - 4 - {graphic omitted) Our second major initiative is to significantly improve the performance of our Broadcasting Group. The game plan here is very straightforward: -- We start with 11 stations (including one duopoly) in truly first rate markets -- Atlanta, Phoenix, Portland, Nashville, and Las Vegas to name some. -- We recognize we have underperformed and underdelivered in these markets the past few years. The underperformance largely came from management shortcomings. -- Under the Kevin O'Brien team, which is now in place, we are beginning to make important strides to increase ratings, increase revenues, improve margins and build cash flow. Our goal is a major turnaround in our business over the next few years -- and Kevin will soon be sharing his thoughts with you. {graphic omitted) Our third initiative is to continue to strengthen our excellent financial position. We start with a fairly conservative financial orientation, and continue to focus on a few basics: -- Generating strong cash flow to ensure the resources to make investments in our business, reduce our debt and repurchase shares. -- Maintain strong debt-to-EBITDA and other financial measurements to ensure our access to credit and capital. - 5 - {graphic omitted) Before I turn it over to my colleagues, I just want to stress that our overall goal is to build shareholder value. In the modern history of Meredith we have had a strong track record of earnings growth. We have moved off-track in the past two years because of the advertising recession and the effects of September 11th, along with below average broadcasting performance. We believe the implementation of these three key initiatives will help us return to the strong earning growth rates that you have been accustomed to from Meredith. Now, I'll turn it over to Steve. {graphic omitted) STEVE LACY Thanks, Bill. It's great to be here to discuss the Publishing Group. I'd like to cover three key topics today: -- First, I want to reiterate why we are so excited about our positioning as the preeminent home and family publisher. We're confident the demand for home and family-related products will continue to grow, which puts us in a "sweet spot" with both consumers and the advertising community. -- Second, I will focus on the powerful Better Homes and Gardens brand, and emphasize its current strength and numerous opportunities for continued growth as we look to the future. -- Finally, I will provide a brief update on some of our other important brands and products that we are building for increased revenue and profit. {graphic omitted) Let's begin with a look at the home-related market. - 6 - {graphic omitted) Several indicators lead to our excitement about the business opportunities and potential to build shareholder value in this market. -- First, there is the "nesting" or "cocooning" trend.