10-Q 1 mni2q01q.htm THE MCCLATCHY COMPANY - 2ND QTR 2001 10-Q UNITED STATES

UNITED STATES
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 July 1, 2001

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: 1-9824


The McClatchy Company
(Exact name of registrant as specified in its charter)

 

Delaware
(State of Incorporation)

52-2080478
(IRS Employer Identification Number)

2100 "Q" Street, Sacramento, CA. 95816
(Address of principal executive offices)

(916) 321-1846
(Registrant's telephone number)


Indicate by check mark whether the registrant has (1) 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 of each class of common stock outstanding as of August 10, 2001:

Class A Common Stock

18,366,826

Class B Common Stock

27,159,955

 

THE McCLATCHY COMPANY
INDEX TO FORM 10-Q

   
   

Part I - FINANCIAL INFORMATION

Page

     
 

Item 1 - Financial Statements:

 


 3

 

 5

Consolidated Balance Sheet - July 1, 2001 and December 31, 2000 (unaudited)

Consolidated Statement of Income for the Three Months and Six Months Ended July 1, 2001 and June 25, 2000 (unaudited)

Consolidated Statement of Cash Flows for the Six Months Ended July 1, 2001

and June 25, 2000 (unaudited)

 6

 

 7

Consolidated Statement of Stockholders' Equity for the Period from

   December 31, 2000 to July 1, 2001 (unaudited)

   

Notes to Consolidated Financial Statements (unaudited)

 8

   

Item 2 - Management's Discussion and Analysis of Results of Operations and               Financial Condition

 9

14

Item 3 - Quantitative and Qualitative Disclosures about Market Risk

   

Part II - OTHER INFORMATION

15

   

 

 

 

PART 1 - FINANCIAL INFORMATION

Item 1 - Financial Statements

THE McCLATCHY COMPANY

CONSOLIDATED BALANCE SHEET (UNAUDITED)

(In thousands)

July 1,

December 31,

2001

2000

ASSETS

CURRENT ASSETS

Cash

$           5,804

$ 10,654

Trade receivables (less allowances of

$3,971 in 2001 and $4,219 in 2000)

174,073

184,314

Other receivables

1,110

2,252

Newsprint, ink and other inventories

17,451

16,355

Deferred income taxes

15,892

15,815

Other current assets

7,372

6,148

221,702

235,538

PROPERTY, PLANT AND EQUIPMENT

Buildings and improvements

219,905

211,864

Equipment

503,396

493,392

723,301

705,256

Less accumulated depreciation

(372,802)

(351,135)

350,499

354,121

Land

52,843

52,400

Construction in progress

17,714

25,165

421,056

431,686

INTANGIBLES - NET

1,367,770

1,395,265

OTHER ASSETS

98,337

103,169

TOTAL ASSETS

$        2,108,865

$ 2,165,658

See notes to consolidated financial statements.

 

 

THE McCLATCHY COMPANY

CONSOLIDATED BALANCE SHEET (UNAUDITED)

(In thousands, except share amounts)

July 1,

December 31,

LIABILITIES AND STOCKHOLDERS' EQUITY

2001

2000

CURRENT LIABILITIES

Current portion of bank debt

$             21,643

$ 898

Accounts payable

112,701

100,313

Accrued compensation

53,451

58,327

Income taxes

13,218

6,183

Unearned revenue

37,463

35,201

Carrier deposits

3,053

2,961

Other accrued liabilities

18,888

23,452

260,417

227,335

LONG-TERM BANK DEBT

673,357

778,102

OTHER LONG-TERM OBLIGATIONS

78,177

73,571

DEFERRED INCOME TAXES

120,700

127,799

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY

Common stock $.01 par value:

Class A - authorized

100,000,000 shares, issued

18,311,759 in 2001 and 18,044,571 in 2000

183

180

Class B - authorized

60,000,000 shares, issued

27,159,955 in 2001 and 27,199,955 in 2000

272

272

Additional paid-in capital

292,052

284,998

Retained earnings

687,189

673,401

    Accumulated other comprehensive loss

(3,482)

-

976,214

958,851

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

$        2,108,865

$ 2,165,658

See notes to consolidated financial statements

THE McCLATCHY COMPANY

CONSOLIDATED STATEMENT OF INCOME (UNAUDITED)

(In thousands, except per share amounts)

Three Months Ended

Six Months Ended

July 1,
2001

June 25,
2000

July 1,
2001

June 25,
2000

REVENUES - NET

Newspapers:

Advertising

$      222,608

$ 233,575

$     433,836

$      446,889

  Circulation

42,689

43,284

85,234

87,176

Other

6,979

6,616

13,762

13,205

272,276

283,475

532,832

547,270

Non-newspapers

3,514

2,883

6,656

5,673

275,790

286,358

539,488

552,943

OPERATING EXPENSES

Compensation

106,755

104,822

215,577

211,502

Newsprint and supplements

43,319

40,570

85,595

77,904

Depreciation and amortization

27,408

26,884

54,639

53,637

Other operating expenses

49,895

49,927

100,973

98,742

227,377

222,203

456,784

441,785

OPERATING INCOME

48,413

64,155

82,704

111,158

NON-OPERATING (EXPENSES) INCOME

Interest expense

(11,616)

(16,456)

(25,130)

(33,114)

Partnership income (loss)

270 

(85)

270 

(560)

     Loss on internet investments

(10,556)

-

(10,556)

-

Other - net

240

384

516

1,059

INCOME BEFORE INCOME TAX PROVISION

26,751

47,998

47,804

78,543

INCOME TAX PROVISION

14,408

23,168

24,934

37,913

NET INCOME

$        12,343

$ 24,830

$      22,870

$ 40,630

NET INCOME PER COMMON SHARE:

Basic

$            0.27

$ 0.55

$          0.50

$ 0.90

Diluted

$            0.27

$ 0.55

$          0.50

$ 0.90

WEIGHTED AVERAGE

NUMBER OF COMMON SHARES:

Basic

45,443

45,057

45,379

45,030

Diluted

45,570

45,157

45,522

45,175

See notes to consolidated financial statements

 

 

THE McCLATCHY COMPANY

CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED)

(In thousands)

Six Months Ended

July 1,
2001

June 25,
2000

CASH FLOWS FROM OPERATING ACTIVITIES:

Net income

$            22,870

$ 40,630

Reconciliation to net cash provided:

Depreciation and amortization

55,878

55,374

Changes in certain assets and liabilities - net

17,359  

(1,698)

       Loss on internet investments

10,556  

-

Other

(4,558) 

(2,584)

Net cash provided by operating activities

102,105 

91,722 

CASH FLOW FROM INVESTING ACTIVITIES:

Purchases of property, plant and equipment

(17,578) 

(17,445)

Other - net

(2,274) 

(2,664)

Net cash used by investing activities

(19,852) 

(20,109)

CASH FLOW FROM FINANCING ACTIVITIES:

Repayment of long-term debt

(84,000) 

(61,000)

Payment of cash dividends

(9,082) 

(9,013)

Other - principally stock issuances in employee plans

5,979 

3,451

Net cash used by financing activities

(87,103) 

(66,562)

NET CHANGE IN CASH AND CASH EQUIVALENTS

(4,850) 

5,051

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD

10,654 

1,241

CASH AND CASH EQUIVALENTS, END OF PERIOD

$             5,804 

$ 6,292

OTHER CASH FLOW INFORMATION

Cash paid during the period for:

Income taxes (net of refunds)

$ 21,676

$ 30,243

Interest paid (net of capitalized interest)

$ 28,765

$ 33,345

See notes to consolidated financial statements

 

THE McCLATCHY COMPANY

CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (UNAUDITED)

(In thousands, except share and per share amounts)

                       
                 

Accumulated

   
         

Additional

     

Other

   
 

Par Value

 

Paid-In

 

Retained

 

Comprehensive

   
 

Class A

 

Class B

 

Capital

 

Earnings

 

Earnings

 

Total

                       

BALANCES, DECEMBER 31, 2000

$         180

 

$      272

 

$ 284,998

 

$  673,401

     

$958,851

                       

   Net Income (six months)

           

22,870

     

22,870

                       

   Fair value of SWAPS Jan 1, 2001

               

$              (377)

   

   Change in fair value of SWAPS

               

(3,105)

   

   Other comprehensive loss

               

(3,482)

 

(3,482)

   Total comprehensive loss

                   

19,388

                       

   Dividends paid ($.20) share

           

(9,082)

     

(9,082)

                       

   Conversion of 40,000 Class B shares

                     

      To Class A

                     
                       

   Issuance of 227,188 Class A shares

                     

       Under stock plans

3

     

5,976

         

5,979

                       

   Tax benefit from stock plans

       

1,078

         

1,078

                       
 

$        183

 

$      272

 

$  292,052

 

$  687,189

 

$           (3,482)

 

$976,214

THE McCLATCHY COMPANY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

NOTE 1.

BASIS OF PRESENTATION

The McClatchy Company (the Company) and its subsidiaries are engaged primarily in the publication of newspapers located in Minnesota, California, Washington State, Alaska and North and South Carolina.

The consolidated financial statements include the accounts of the Company and its subsidiaries. Significant intercompany items and transactions have been eliminated. In preparing the financial statements, management makes estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments necessary to present fairly the Company's financial position, results of operations, and cash flows for the interim periods presented. All adjustments are normal recurring entries, except for a $1.4 million environmental reserve and a $10.6 million writedown of certain Internet investments. Such financial statements are not necessarily indicative of the results to be expected for the full year.

 

NOTE 2.

LONG-TERM BANK DEBT AND DERIVATIVE INSTRUMENTS

The Company's Credit Agreement includes term loans consisting of Tranche A of $404,000,000 bearing interest at the London Interbank Offered Rate (LIBOR) plus 62.5 basis points, payable in increasing quarterly installments through March 21, 2005, and Tranche B of $181,000,000 bearing interest at LIBOR plus 150 basis points and payable in semi-annual installments through September 19, 2007. A revolving credit line of up to $200,000,000 bears interest at LIBOR plus 62.5 basis points and is payable by March 19, 2005. Interest rates applicable to debt drawn down at July 1, 2001, ranged from 4.4% to 6.2%. The debt is unsecured and is pre-payable without penalty.

The terms of the Credit Agreement include certain operating and financial restrictions, such as limits on the Company's ability to incur additional debt, create liens, sell assets, engage in mergers, make investments and pay dividends.

The Company is a party to three interest rate swap agreements, expiring in 2002 to 2003, with aggregate notional amounts totaling $300,000,000. The effect of these agreements is to fix the LIBOR interest rate exposure at approximately 5.9% on that portion of the Company's term loans.

The Company has outstanding letters of credit totaling $8,956,000 securing estimated obligations stemming from workers' compensation claims and other contingent claims.

 

Long-term debt consisted of (in thousands):

July 1,

December 31,

2001

2001

Credit Agreement:

Term loans

$ 585,000

$ 669,000

Revolving credit line

110,000

110,000

Total indebtedness

695,000

779,000

Less current portion

(21,643)

(898)

Long-term indebtedness

$ 673,357

$ 778,102

The Company does not have, nor does it intend to enter into, derivative contracts for trading purposes. The Company has not attempted to hedge fluctuations in the normal purchases of goods and services used to conduct its business operations. Currently there is no intent to hedge or enter into contracts with embedded derivatives for the purchase of newsprint, ink and other inventories, leases of equipment and facilities, or its business insurance contracts.

The Company's three interest rate swap agreements are designated as cash flow hedges and are specifically designed to hedge the variability in the expected cash flows that are attributable to interest rate fluctuations on $200,000,000 of its variable rate bank debt through June 2002, and $100,000,000 through June 2003. The three swap instruments, as well as the related debt, are reset to three-month LIBOR rates quarterly. The swaps were entered into to match the significant terms of the underlying debt to provide highly effective hedges.

No gain or loss has been recorded in net income as a result of ineffectiveness of these hedges. A loss, net of taxes, of $3,482,000 is recorded in comprehensive income related to these hedges - see the Company's Consolidated Statement of Stockholders' Equity

Item 2 -

MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION


Recent Events and Trends

The Company's newsprint vendors increased the prices of newsprint in April, and again in September 2000. In addition, a price increase was announced to take effect March 2001. A portion of that increase was implemented but was rolled back on July 1. Still, prices in the second quarter were higher than the Company paid in the same quarter a year earlier. Higher newsprint prices resulted in greater costs to the Company in the second quarter of 2001, but price comparisons are expected to ease in the second half of the year.

During 1998, the FASB issued SFAS 133 (Accounting for Derivative Instruments and Hedging Activities), which requires that all derivatives be carried at fair value on the balance sheet. This statement became effective in the Company's fiscal year 2001. The adoption of this statement did not materially impact the Company's financial results. See note 2 to the consolidated financial statements.

In June 2001, the Financial Accounting Standards Board approved for issuance Statement of Financial Accounting Standard (SFAS) No. 141, Business Combinations and SFAS No. 142, Goodwill and Other Intangible Assets. SFAS No. 141 addresses the initial recognition and measurement of goodwill and other intangible assets acquired in a business combination, and SFAS No. 142 addresses the initial recognition and measurement of intangible assets acquired outside of a business combination whether acquired individually or with a group of other assets. SFAS No. 142 also addresses the recognition and measurement of goodwill and other intangible assets subsequent to their acquisition. SFAS No. 141 is applicable to business combinations beginning July 1, 2001. The Company is required to adopt SFAS No. 142 no later than its fiscal year beginning January 1, 2002. The Company does not expect the adoption of SFAS No. 141 to have a material effect on its financial position, results of operations and cash flows. The Company expects that the adoption of SFAS No. 142 will reduce the amortization expense anticipated to be recognized by the Company in fiscal year 2002 by approximately $32 million.

Second Quarter 2001 Compared To 2000

The Company reported net income of $12.3 million or 27 cents per share, down 50.9% from the 2000 quarterly earnings of $24.8 million or 55 cents per share. Earnings were affected by weakening advertising, particularly in the employment category, and higher newsprint prices. Earnings were also reduced by a pre-tax charge of $10.6 million to write down certain Internet investments and $1.4 million to reserve for an environmental clean-up. Excluding these items, earnings were $18.3 million or 40 cents per share.

Revenues

Revenues in the second quarter of 2001 were $275.8 million, down 3.7% from 2000, with advertising revenues down 4.7% to $222.6 million and circulation revenues down 1.4% to $42.7 million.

The decrease in advertising revenue is primarily attributable to a 27.6 % decline in classified employment advertising. Advertising revenues would have increased 1.5% if classified employment were excluded from advertising revenue in the second quarter 2001 and 2000.

Operating Revenues by Region (in thousands):

2001

2000

% Change

Minnesota newspaper

$         92,610

$ 100,300

(7.7)%

California newspapers

91,974

92,475

(0.5)

Carolinas newspapers

46,294

49,381

(6.3)

Northwest newspapers

41,398

41,319

0.2

Non-newspaper operations

3,514

2,883

21.9

$       275,790

$ 286,358

(3.7)%

Minnesota - The Star Tribune generated 33.6% of second quarter revenues. Total revenues declined 7.7%. Advertising revenues declined 9.4%, primarily due to a 22.9% decline in classified advertising and a 10.0% decline in national advertising. These declines were partially offset by a 3.9% increase in retail advertising. Within the classified category, employment advertising declined 39.0%.

California - California, contributed 33.3% of second quarter revenues. Total revenues were down 0.5%. Advertising revenues declined 0.4% which was attributable to a 9.8% decrease in classified employment advertising. This decrease was partially offset by a 0.4% increase in retail advertising and a 4.6% increase in national advertising.

Carolinas - The Carolinas, which includes four daily and ten community newspapers, generated 16.8% of second quarter revenues. Total revenues declined 6.3%. Total advertising revenue decreased by 7.1%, which was attributable to a 15.8% decline in national advertising and an 18.3% decline in classified advertising at the daily newspapers. These declines were partially offset by a 5.0% increase in retail advertising at the dailies.

The Northwest - The Northwest newspapers generated 15.0% of second quarter revenues. Total revenues increased 0.2%. Advertising revenues increased 0.3% which was attributable to a 3.5% increase in retail advertising. This increase was offset by a 4.0% decline in national advertising and a 4.5% decline in classified advertising.

Non-Newspaper Operations - Revenues were up $631,000, primarily attributable to growth in sales at The Newspaper Network, the Company's national sales and marketing company, and Nando Media, the Company's national on-line publishing operation.

Operating Expenses:

Total operating expenses were up 2.3% due largely to higher newsprint costs and a $1.4 million environmental reserve. Newsprint expense was up 6.7% with prices up 14.0% while consumption declined by 6.7% for the quarter. All other operating expenses increased by 1.5%, with a 1.8% increase in compensation costs and a 1.1% increase in all other operating expenses. The increase in other operating expenses reflects higher energy costs, higher bad debt expense, and the environmental reserve.

Non-Operating (Expenses) Income - Net:

Interest expense was $11.6 million for the second quarter 2001. This is a 29.4% decrease from the second quarter 2000 and reflects lower debt balances and falling interest rates. Non-operating expenses included a pre-tax charge of $10.6 million to write down certain Internet investments. The Company recorded $270,000 as its share of The Ponderay Newsprint Mill's income versus an $85,000 loss in 2000.

Income Taxes:

The Company's effective income tax rate is 53.9% versus 48.3% in 2000. The higher rate in 2001 primarily reflects lower income before tax relative to a set amount of non-deductible expenses.

 

SIX-MONTH COMPARISONS

Earnings in the first half of 2001 were $22.9 million or 50 cents per share, down 44.4% from 2000 earnings of $40.6 million, or 90 cents per share. Generally, the same factors that drove the second quarter results also affected the six-month period, with notable differences discussed below.

Revenues:

Total revenues were $539.5 million in the first six months of 2001, down 2.4% from the first half of 2000. Advertising revenues declined 2.9% to $433.8 million and circulation revenues declined 2.2% to $85.2 million. In general, the Company experienced weaker revenue performance in the second quarter of 2001 due primarily to weakening in the employment category.

Operating Revenues By Region (in thousands):

2001

2000

% Change

Minnesota newspaper

$           185,122

$ 197,635

(6.3)%

California newspapers

177,938

178,189

(0.1)

Carolinas newspapers

90,281

93,100

(3.0)

Northwest newspapers

79,491

78,346

1.5 

Non-newspaper operations

6,656

5,673

17.3 

$          539,488

$ 552,943

(2.4)%

Minnesota and Carolina Newspapers - The (Minneapolis, MN) Star Tribune and Carolina newspapers generated 34.3% and 16.7%, respectively, of total revenues. Advertising revenues declined by 7.4% and 4.6% at the Star Tribune and Carolina daily newspapers. These declines were primarily attributable to an $18.0 million decrease in employment advertising at these two newspapers.

California and Northwest Newspapers - The Company's California newspapers and Northwest newspapers generated 33.0% and 14.7%, respectively, of total revenues. Advertising revenues increased by 0.3% and 2.6% respectively in the California and Northwest regions. Retail and national gains at these newspapers offset lower classified advertising.

Non-Newspaper Operations - Revenues increased 17.3%, with revenues at TNN up 21.2%. This increase was offset by a 5.9% decline of total revenues at Nando Media.

Operating Expenses:

Total operating expenses were up 3.4% largely due to higher newsprint prices and a $1.4 million environmental reserve. Newsprint expenses increased by 10.7% with prices up 15.3%, while consumption was down 4.0%. All other operating expenses increased by 2.1%, with a 1.9% increase in compensation and a 2.3% increase in all other operating expenses, which was partially attributable to the environmental reserve.

 

Non-Operating (Expense) Income - Net:

Interest expense decreased 24.1% to $25.1 million compared to $33.1 million in 2000. Lower debt balances and falling interest rates contributed to the decline. The Company recorded $270,000 as its share of The Ponderay Newsprint Mill's income versus a $560,000 loss in 2000.

Income Taxes:

The Company's effective income tax rate was 52.2% as discussed in the second quarter comparisons above.

Liquidity & Capital Resources

Operations generated $102.1 million in cash through June 2001. Cash was used primarily to repay debt, pay for capital expenditures and pay dividends. Capital expenditures are projected to be between $35 million and $37 million in 2001.

See footnote 2 to the consolidated financial statements for a description of the Company's $695 million of bank debt and derivative instruments. The Company has outstanding letters of credit totaling $9.0 million securing estimated obligations stemming from workers' compensation claims, and other contingent claims. The Company had $81.0 million of available credit under its Credit Agreement at July 1, 2001.

While the Company expects that most of its free cash flow generated from operations in 2001 and in the foreseeable future will be used to repay debt, management is of the opinion that operating cash flow and its present and future credit lines as described above are adequate to meet the liquidity needs of the Company, including currently planned capital expenditures and other investments.

Forward Looking Information

Management has made forward-looking statements in this document that are subject to risks and uncertainties. Forward-looking statements include the information concerning possible or assumed future results of operations of McClatchy. Forward-looking statements are generally preceded by, followed by or are a part of sentences that include the words believes, expects, anticipates, projects or similar expressions. For those statements, the Company claims the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. The following important factors, in addition to those discussed elsewhere in this document, could affect the future results of McClatchy, and could cause those future results to differ materially from those expressed in the forward-looking statements: general economic, market or business conditions; increases in newsprint prices and/or printing and distribution costs over anticipated levels; increases in interest rates; increases in energy costs; competition from other forms of media in our principal markets; increased consolidation among major retailers in our newspaper markets or other events depressing the level of advertising; an economic downturn in the economies of Minnesota, California's Central Valley, the Carolinas, Washington State and Alaska; changes in the Company's ability to negotiate and obtain favorable terms under collective bargaining arrangements with its employees; competitive actions by other companies; other occurrences leading to decreased circulation and diminished revenues from both display and classified advertising; and other factors, many of which are beyond management's control. Consequently, there can be no assurance that the actual results or developments anticipated will be realized or that these results or developments will have the expected consequences.

 

Item 3 -

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET

RISK

In addition to normal business risks discussed above, the Company utilizes interest rate protection agreements to help maintain the overall interest rate parameters set by management. None of these agreements were entered into for trading purposes. (See note 2 to the consolidated financial statements.) As a result of this interest rate mix, a hypothetical 10 percent change in interest rates would have an approximate $.02 per share increase or decrease in the Company's annual results of operations. It would also impact the fair values of its market risk sensitive financial instruments, but would not materially affect the Company's financial position taken as a whole.

 

PART II - OTHER INFORMATION

Item 1.

Legal Proceedings - None

   

Item 2.

Changes in Securities - None

   

Item 3.

Default Upon Senior Securities - None

   

Item 4.

Submission of Matters to a Vote of Security Holders:

The Company held its annual shareholders meeting on May 16, 2001 to vote on four proposals. Shareholders approved all of the proposals by voting as follows:

    1. Election of Directors of the Board

 

VOTES

 

FOR

WITHHELD

Nominees for Class A Directors voted by
Class A Stockholders

   

     Elizabeth Ballantine

14,902,509

47,540

     Leroy Barnes, Jr.

14,900,704

49,345

     S. Donley Ritchey, Jr.

14,901,395

48,654

     Maggie Wilderotter

14,897,781

52,268

     

Nominees for Class B Directors voted by
Class B Stockholders

   

     William K. Coblentz

25,007,465

0

     Molly Maloney Evangelisti

25,007,465

0

     Larry Jinks

25,007,465

0

     Joan F. Lane

25,007,465

0

     James B. McClatchy

25,007,465

0

     Kevin S. McClatchy

25,007,465

0

     William Ellery McClatchy

25,007,465

0

     Erwin Potts

25,007,465

0

     Gary B. Pruitt

25,007,465

0

     Frederick R. Ruiz

25,007,465

0

 

FOR

AGAINST

ABSTAIN

BROKER

NON-VOTES

2.

Approval and Ratification of Amended and Restated 1994 Stock Option Plan

 

25,778,895

 

522,393

 

4,247

 

196,934

           

3.

Approval and Ratification of the 2001 Director Option Plan

26,194,288

106,604

4,643

196,934

           

4.

Ratification of Deloitte & Touche as Auditors for 2001

26,484,025

13,428

5,016

0

 

 

Item 5.

Other Information - None

   

Item 6.

Exhibits and Reports on Form 8-K:

   
 

(a) Exhibit:

   
 

        10.14

2001 Director Option Plan

 

        10.15

Amended and Restated 1994 Stock Option Plan

 

 

SIGNATURES

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 thereto duly authorized.

 

The McClatchy Company

Registrant

 

 

 

Date: August 10, 2001

/s/ Patrick J. Talamantes____________________

Patrick J. Talamantes

Vice President, Finance, Treasurer and Chief Financial Officer