8-K

UNITEDSTATES

SECURITIESANDEXCHANGECOMMISSION

WASHINGTON,D.C.20549

FORM8-K

CURRENTREPORT

PURSUANTTOSECTION13OR15(d)OFTHE

SECURITIESEXCHANGEACTOF1934

DateofReport(Dateofearliesteventreported):August 1,2016

(Exactnameofregistrantasspecifiedinitscharter)

Commissionfilenumber:1-33741

Delaware	38-3765318
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
P. O. Box 224866, Dallas, Texas 75222-4866	(214) 977-8222
(Addressofprincipalexecutiveoffices,includingzipcode)	(Registrant’stelephonenumber,includingareacode)

ChecktheappropriateboxbelowiftheForm8-Kfilingisintendedtosimultaneouslysatisfythefilingobligationoftheregistrantunderanyofthefollowingprovisions:

☐        WrittencommunicationspursuanttoRule425undertheSecuritiesAct(17CFR230.425)

☐SolicitingmaterialpursuanttoRule14a-12undertheExchangeAct(17CFR240.14a-12)

☐Pre-commencementcommunicationspursuanttoRule14d-2(b)undertheExchangeAct(17CFR240.14d-2(b))

☐Pre-commencementcommunicationspursuanttoRule13e-4(c)undertheExchangeAct(17CFR240.13e-4(c))

Item2.02.ResultsofOperationsandFinancialCondition.

OnAugust 2,2016,A.H.BeloCorporationannounceditsconsolidatedfinancialresultsforthethree monthsendedJune30,2016.  A copyoftheannouncementpressreleaseisfurnishedwiththisreportasExhibit99.1.

Item 5.02.  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Effective August 1, 2016, the Board of Directors of A. H. Belo Corporation (the “Company”) approved the termination of the Company’s Pension Transition Supplement Restoration Plan.  Two executive officers, James M. Moroney III, Chairman, President and Chief Executive Officer, and Robert W. Decherd, Vice Chairman of the Board, were the remaining two participants in the Plan, and their account balances, $11,925  and $1,546, respectively, will be distributed to them in accordance with Internal Revenue Code Section 409A.  The A. H. Belo Pension Transition Supplement Plan as initially adopted is filed as Exhibit 10.6 to the Company’s Form 8-K filed February 12, 2008, and the first amendment thereto was filed as Exhibit 10.4 to the Company’s Form 8-K filed April 2, 2009.  The second amendment terminating the A. H. Belo Transition Supplement Restoration Plan is filed as Exhibit 10.1 to this Form 8-K and is incorporated herein by reference.

Item9.01.FinancialStatementsandExhibits.

(d)Exhibits.

10.1 Second Amendment to the A. H. Belo Pension Transition Supplement Plan effective August 1, 2016

99.1 PressReleaseissuedbyA.H.BeloCorporationonAugust 2,2016

SIGNATURE

Pursuant tothe requirementsof theSecurities ExchangeAct of1934, theRegistranthas dulycaused thisreport tobe signedon itsbehalfbytheundersignedthereuntodulyauthorized.

		A.H.BELOCORPORATION
Date:	August 2, 2016	By:	/s/Katy Murray
			Katy Murray
			Senior Vice President/Chief Financial Officer

EXHIBITINDEX

Exhibit 10.1   Second Amendment to the A. H. Belo Pension Transition Supplement Plan effective August 1, 2016

ExhibitNo.99.1PressReleaseissuedbyA.H.BeloCorporationonAugust 2, 2016

EX-10

Exhibit 10.1

SECOND AMENDMENT
TOTHE
A. H. BELO
PENSION TRANSITION SUPPLEMENT
RESTORATION  PLAN

A. H. Belo Corporation, a Delaware corporation, pursuant to authorization of the Board of Directors, adopts the following amendments to the A. H. Belo Pension Transition Supplement Restoration Plan (the “Plan”).

1. The Plan is amended by the addition of a new Section 12 at the end thereof to read as follows:

12.Plan Termination

Pursuant to action taken by the Board of Directors, the Plan is terminated effective August 1, 2016.  Upon the termination of the Plan, the balance credited to each Participant’s Account under the Plan shall be distributed in the form of a lump sum payment (a) within 30 days of the date of termination of the Plan provided that the conditions of Treas. Reg. § 1.409-3(j)(4)(v) are met, or (b) if such conditions are not met, in accordance with Treas. Reg. § 1.409-3(j)(4)(ix).

2. The amendment described above will be effective as of August 1, 2016.

Executed at Dallas, Texas, this 29th day of July, 2016.

A. H. BELO CORPORATION
By:	/s/	Katy Murray
		Katy Murray
		Senior Vice President/Chief Financial Officer

EX-99

Exhibit 99.1

A.H.BeloCorporationAnnouncesSecondQuarter2016

NetIncomefromContinuingOperations

DALLAS-A.H.BeloCorporation(NYSE:AHC)todayreportedsecondquarter2016 net income attributable to A. H. Belo Corporation (the “Company”) of $0.7million, or $0.03 per fully diluted share. For the same period in 2015, the Company reported net loss attributable to A.H.Belo Corporation of $(0.6)million, or $(0.03) pershare.

In the second quarter of 2016, on a non-GAAP basis, the Company reported operating income excluding certain items (adjusted operating income) of $5.8million, an increase of $3.1million, or 112percent, over the second quarter of 2015.

Jim Moroney, chairman, president and Chief Executive Officer, said, “We were extremely pleased with our second quarter 2016 operating results. The revenue gains attributed to our marketing services segment nearly offset the declines associated with the print publishing segment and in tandem with our ongoing efforts to align expenses with revenues, made this a very successful quarter."

SecondQuarterResultsfromContinuingOperations

Total revenue was $66.6million in the second quarter of 2016,  a decrease of $0.1million,essentially flat when compared to theprior year period.

Total digital and marketing services revenue increased 20.9 percent to $12.1million primarily due to organic growth associated with Speakeasyand DMV. DMV revenue increased $1.7million, or 90.9 percent, compared to the prior year period. For the second quarter of 2016, total digital and marketing services revenue was 31.8percent of total advertising and marketing services revenue, reflecting a 570 basis point increase when compared to the 26.1percent

A.H.BeloCorporationAnnouncesSecondQuarter2016NetIncome

fromContinuingOperations

August 2, 2016

Page2

reported in the second quarter of 2015. Total digital advertising and marketing services revenue was approximately 18.1percent of total revenue, reflecting  a310 basis point increase when compared to the 15.0percent reported in the second quarter of 2015. The growth in digital advertising and marketing services revenue mostly offset declines in print advertising revenue.

Revenue from advertising and marketing services, including print and digital revenues, was $38.0 million in the second quarter of 2016, down $0.3 million,essentially flat when compared to the $38.3 million reported in the second quarter of 2015.

Circulation revenue was $19.8million, a decrease of $1.0million, or 4.8percent, primarily due to lower home delivery and single copy volumes, partially offset by an increase in home delivery subscription rates.

Printing, distribution and other revenue increased15.4percent to $8.8million in the second quarter of 2016, primarily due to an increase of $0.8million resulting from the timing of Savor, hosted by CrowdSource, Dallas’ four-day celebration of food, wine and spirits, which, in 2015, occurred in the first quarter.In 2016, the festival occurred in April.

Total consolidated operating expense in the second quarter was $64.0million, a decrease of $3.2million, or 4.8percent, compared to the prior year period, primarily due to a decrease in newsprint, ink and other supplies of $1.4million,  a decrease in distribution expenses of $0.5million and a decrease in employee compensation and benefits of $0.3million.

The Company’s newsprint expense in the second quarter was $3.4million, a decrease of 20.5percent, compared to the prior year period. Newsprint consumption declined 13.8percent to approximately 6,806 metric tons. Compared to the same period in 2015, newsprint cost per metric ton decreased 2.8percent and the average purchase price per metric ton for newsprint decreased 1.9percent.

A.H.BeloCorporationAnnouncesSecondQuarter2016NetIncome

fromContinuingOperations

August 2, 2016

Page3

Non-GAAPFinancialMeasures

A reconciliation of operating income (loss) to adjusted operating incomeis includedin the exhibits to this release.

A.H.BeloCorporationAnnouncesSecondQuarter 2016NetIncome

fromContinuingOperations

August 2, 2016

Page4

FinancialResultsConferenceCall

A. H. Belo Corporation will conduct a conference call on Tuesday,  August 2,2016, at 9:00a.m. CDT to discuss financial results. The conference call will be available via webcast by accessing the Company’s website (www.ahbelo.com/invest) or by dialing 1-800-475-6701 (USA) or 320-365-3844 (International) from 11:00 a.m. CDT on August 2, 2016 until 11:59 p.m. CDT on August 9, 2016.  The access code for the replay is 397086.

A.H.BeloCorporationAnnouncesSecondQuarter 2016NetIncome

fromContinuingOperations

August 2, 2016

Page5

AboutA.H.BeloCorporation

A. H. Belo Corporation (NYSE: AHC) is a leading local news and information publishing company with commercial printing, distribution and direct mail capabilities, as well as expertise in emerging media and digital marketing. With a continued focus on extending the Company’s media platform, A. H. Belo Corporation is able to deliver news and information in innovative ways to a broad spectrum of audiences with diverse interests and lifestyles. For additional information, visit ahbelo.com or email invest@ahbelo.com.

Statements in this communication concerning A. H. Belo Corporation’s business outlook or future economic performance, anticipated profitability, revenues, expenses, dividends, capital expenditures, investments, dispositions, impairments, business initiatives, acquisitions, pension plan contributions and obligations, real estate sales, working capital, future financings and other financial and non-financial items that are not historical facts, are “forward-looking statements” as the term is defined under applicable federal securities laws. Forward-looking statements are subject to risks, uncertainties and other factors that could cause actual results to differ materially from those statements.Such risks, trends and uncertainties are, in most instances, beyond the Company’s control, and include changes in advertising demand and other economic conditions; consumers’ tastes; newsprint prices; program costs; labor relations; technology obsolescence; as well as other risks described in the Company’s Annual Report on Form 10-K and in the Company’s other public disclosures and filings with the Securities and Exchange Commission. Forward-looking statements, which are as of the date of this filing, are not updated to reflect events or circumstances after the date of the statement.

A. H. Belo Corporation and Subsidiaries

Consolidated Statements of Operations

	Three Months Ended June 30,				Six Months Ended June 30,
In thousands, except share and per share amounts (unaudited)	2016		2015		2016		2015
Net Operating Revenue:
Advertising and marketing services	$	38,040	$	38,266	$	73,277	$	75,097
Circulation		19,821		20,816		40,173		41,854
Printing, distribution and other		8,765		7,594		15,659		15,161
Total net operating revenue		66,626		66,676		129,109		132,112
Operating Costs and Expense:
Employee compensation and benefits		24,774		25,105		51,791		52,608
Other production, distribution and operating costs		29,898		31,015		58,229		62,475
Newsprint, ink and other supplies		6,461		7,843		12,519		16,009
Depreciation		2,605		2,875		5,237		5,915
Amortization		229		373		455		746
Total operating costs and expense		63,967		67,211		128,231		137,753
Operating income (loss)		2,659		(535)		878		(5,641)
Other Income (Expense):
Income from equity method investments, net		—		690		—		276
Other income (expense), net		408		(532)		487		(423)
Total other income (expense), net		408		158		487		(147)
Income (Loss) from Continuing Operations Before Income Taxes		3,067		(377)		1,365		(5,788)
Income tax provision (benefit)		2,393		317		1,284		(5,413)
Income (Loss) from Continuing Operations		674		(694)		81		(375)
Gain (loss) from divestiture of discontinued operations		—		2		—		(10)
Gain (Loss) from Discontinued Operations		—		2		—		(10)
Net Income (Loss)		674		(692)		81		(385)
Net income (loss) attributable to noncontrolling interests		(19)		(100)		20		(156)
Net Income (Loss) Attributable to A. H. Belo Corporation	$	693	$	(592)	$	61	$	(229)
Per Share Basis
Net income (loss) attributable to A. H. Belo Corporation
Basic and diluted	$	0.03	$	(0.03)	$	0.00	$	(0.01)
Number of common shares used in the per share calculation:
Basic		21,614,260		21,747,635		21,564,200		21,758,382
Diluted		21,762,559		21,747,635		21,724,876		21,758,382

A. H. Belo Corporation and Subsidiaries

Consolidated Balance Sheets

	June 30,		December 31,
In thousands (unaudited)	2016		2015
Assets
Current assets:
Cash and cash equivalents	$	82,384	$	78,380
Accounts receivable, net		25,461		31,502
Other current assets		15,473		13,467
Total current assets		123,318		123,349
Property, plant and equipment, net		49,295		51,358
Intangible assets, net		5,323		5,778
Goodwill		36,883		36,883
Other assets		4,015		4,133
Total assets	$	218,834	$	221,501
Liabilities and Shareholders’ Equity
Current liabilities:
Accounts payable	$	11,988	$	12,736
Accrued compensation and other current liabilities		13,469		11,812
Advance subscription payments		14,525		14,424
Total current liabilities		39,982		38,972
Long-term pension liabilities		55,703		57,446
Other liabilities		7,754		4,812
Total liabilities		103,439		101,230
Noncontrolling interest - redeemable		1,335		1,421
Total shareholders’ equity attributable to A. H. Belo Corporation		112,753		117,781
Noncontrolling interests		1,307		1,069
Total shareholders' equity		114,060		118,850
Total liabilities and shareholders’ equity	$	218,834	$	221,501

A. H. Belo Corporation - Non-GAAP Financial Measures

Reconciliation of Operating Income (Loss) to Adjusted Operating Income

	Three Months Ended June 30,				Six Months Ended June 30,
In thousands (unaudited)		2016		2015		2016		2015
Total net operating revenue	$	66,626	$	66,676	$	129,109	$	132,112
Total operating costs and expense		63,967		67,211		128,231		137,753
Operating Income (Loss)	$	2,659	$	(535)	$	878	$	(5,641)
Addback:
Depreciation	$	2,605	$	2,875	$	5,237	$	5,915
Amortization		229		373		455		746
Severance expense		258		5		1,000		(50)
Adjusted Operating Income	$	5,751	$	2,718	$	7,570	$	970

TheCompanycalculates adjusted operating incomeby adjusting operating income (loss)to excludedepreciation,  amortization, severance expense and pension plan settlement expense (“adjusted operating income”).The Company believes that such expenses and charges are not indicative of normal, ongoing operations and their inclusion in the results makes for more difficult comparisons between years and with peer group companies.

Adjusted operating income is not a measure of financial performance under generally accepted accounting principles (“GAAP”). Management uses adjusted operating income and similar measures in internal analyses as supplemental measures of the Company’s financial performance, and for performance comparisons against its peer group of companies. Management uses this non-GAAP financial measure for the purposes of evaluating consolidated Company performance. The Company therefore believes that the non-GAAP measure presented provides useful information to investors by allowing them to view the Company’sbusiness through the eyes of management and the Board of Directors, facilitating comparison of results across historical periods and providing a focus on the underlying ongoing operating performance of its business. Adjusted operating income should not be considered in isolation or as a substitute for net income from continuing operations, cash flows provided by operating activities or other comparable measures prepared in accordance with GAAP. Additionally, this non-GAAP measure may not be comparable to similarly-titled measures of other companies.