[X]
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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[ ]
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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MEDIA GENERAL, INC.
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(Exact name of registrant as specified in its charter)
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Commonwealth of Virginia | 54-0850433 | ||
(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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333 E. Franklin St., Richmond, VA
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23219
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(Address of principal executive offices)
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(Zip Code)
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Yes | X | No |
Yes | X | No |
Larger accelerated filer | Accelerated filer | X | ||||||
Non-accelerated filer | Smaller reporting company |
Yes | No | X |
Class A Common shares: | 22,733,767 | |||
Class B Common shares: | 548,564 |
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(a)
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Exhibits
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Exhibit No.
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Description
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Location
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31.1
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Section 302 Chief Executive Officer Certification
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Previously filed on Form 10-Q for the quarterly period ended June 24, 2012
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31.2
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Section 302 Chief Financial Officer Certification
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Previously filed on Form 10-Q for the quarterly period ended June 24, 2012
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32
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Section 906 Chief Executive Officer and Chief Financial Officer Certification
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Previously filed on Form 10-Q for the quarterly period ended June 24, 2012
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101.INS
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XBRL Instance Document
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Filed herewith
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101.SCH
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XBRL Taxonomy Extension Schema Document
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Filed herewith
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101.CAL
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XBRL Taxonomy Extension Calculation Linkbase Document
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Filed herewith
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101.DEF
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XBRL Taxonomy Extension Definition Linkbase Document
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Filed herewith
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101.LAB
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XBRL Taxonomy Extension Label Linkbase Document
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Filed herewith
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101.PRE
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XBRL Taxonomy Extension Presentation Linkbase Document
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Filed herewith
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MEDIA GENERAL, INC.
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DATE: August 30, 2012 | /s/ Marshall N. Morton | ||
Marshall N. Morton | |||
President and Chief Executive Officer | |||
DATE: August 30, 2012 | /s/ James F. Woodward | ||
James F. Woodward | |||
Vice President - Finance and | |||
Chief Financial Officer |
Note 7. Earnings Per Share (Detail) - Basic and Diluted Earnings Per Share (USD $)
In Thousands, except Per Share data, unless otherwise specified |
3 Months Ended | 6 Months Ended | ||
---|---|---|---|---|
Jun. 24, 2012
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Jun. 26, 2011
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Jun. 24, 2012
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Jun. 26, 2011
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Numerator for basic and diluted earnings per share: | ||||
Loss from continuing operations available to common stockholders (in Dollars) | $ (16,165) | $ (13,340) | $ (40,881) | $ (34,649) |
Denominator for basic and diluted earnings per share: | ||||
Weighted average shares outstanding | 22,563 | 22,488 | 22,559 | 22,444 |
Loss from continuing operations per common share (basic and diluted) (in Dollars per share) | $ (0.71) | $ (0.59) | $ (1.81) | $ (1.54) |
Note 5. Long-Term Debt and Other Financial Instruments (Detail) - Carrying Values and Estimated Fair Values of the Company's Financial Instruments (USD $)
In Thousands, unless otherwise specified |
Jun. 24, 2012
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Dec. 25, 2011
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---|---|---|
Investments | ||
Trading | $ 180 | $ 205 |
Trading | 180 | 205 |
Long-term debt: | ||
Revolving credit facility ($26.5 million available at 6/24/2012) | 18,500 | |
Long-term debt carrying amount | 651,911 | |
Stockholders' Equity (Deficit): | ||
Common stock warrants | 16,912 | |
Common stock warrants | 18,585 | |
Bank Term Loan Facility [Member]
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Long-term debt: | ||
Long-term debt carrying amount | 337,872 | 363,126 |
Long-term debt fair value | 420,000 | 340,639 |
11.75% Senior Notes [Member]
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Long-term debt: | ||
Long-term debt carrying amount | 295,405 | 294,919 |
Long-term debt fair value | $ 322,500 | $ 285,000 |
Note 2. Summary of Disposition (Detail) (USD $)
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3 Months Ended | 6 Months Ended | 0 Months Ended | 3 Months Ended | ||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Jun. 24, 2012
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Jun. 24, 2012
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Dec. 25, 2011
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Jun. 30, 2012
Newspapers (except Tampa group) [Member]
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Jun. 24, 2012
Newspapers (except Tampa group) [Member]
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Jun. 24, 2012
Tampa Print Properties [Member]
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Jun. 24, 2012
DealTaker.com [Member]
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Mar. 25, 2012
DealTaker.com [Member]
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Jun. 24, 2012
Primarily Accounts Payable and Accrued Expenses [Member]
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Dec. 25, 2011
Primarily Accounts Payable and Accrued Expenses [Member]
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Jun. 24, 2012
Fixed Assets [Member]
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Dec. 25, 2011
Fixed Assets [Member]
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Jun. 24, 2012
Goodwill [Member]
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Dec. 25, 2011
Goodwill [Member]
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Jun. 24, 2012
Intangible Assets, Other [Member]
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Dec. 25, 2011
Intangible Assets, Other [Member]
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Jun. 24, 2012
Other Assets (Primarily Software) [Member]
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Dec. 25, 2011
Other Assets (Primarily Software) [Member]
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Proceeds from Divestiture of Businesses, Net of Cash Divested | $ 142,000,000 | |||||||||||||||||
Discontinued Operation, Gain (Loss) on Disposal of Discontinued Operation, Net of Tax | (131,697,000) | (131,697,000) | (110,000,000) | (18,000,000) | (4,000,000) | |||||||||||||
Goodwill and Intangible Asset Impairment | 6,472,000 | 6,500,000 | ||||||||||||||||
Goodwill and Intangible Asset Impairment, Tax Benefit | 3,600,000 | |||||||||||||||||
Assets of Disposal Group, Including Discontinued Operation, Current | 40,000,000 | 40,000,000 | 47,000,000 | |||||||||||||||
Assets of Disposal Group, Including Discontinued Operation, Noncurrent | 144,000,000 | 144,000,000 | 291,000,000 | |||||||||||||||
Assets Of Disposal Group Including Discontinued Operation Noncurrent Value Before Loss Related to Divestiture | 200,000,000 | 205,000,000 | 69,000,000 | 78,000,000 | 2,000,000 | 3,000,000 | 5,000,000 | 5,000,000 | ||||||||||
Liabilities of Disposal Group, Including Discontinued Operation | $ 32,547,000 | $ 32,547,000 | $ 38,269,000 | $ 33,000,000 | $ 38,000,000 |
Note 11. Guarantor Financial Information (Detail)
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Jun. 24, 2012
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Equity Method Investment, Ownership Percentage | 100.00% |
Note 6. Business Segments (Detail) - Financial Performance by Segment, Including Assets (USD $)
In Thousands, unless otherwise specified |
1 Months Ended | 3 Months Ended | 6 Months Ended | |||
---|---|---|---|---|---|---|
Mar. 31, 2012
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Jun. 24, 2012
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Jun. 26, 2011
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Jun. 24, 2012
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Jun. 26, 2011
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Dec. 25, 2011
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Assets | $ 923,409 | $ 923,409 | $ 1,086,041 | |||
Revenues | 84,112 | 71,722 | 159,231 | 139,010 | ||
Depreciation and Amortization | (6,110) | (7,279) | (13,425) | (14,497) | ||
Operating Profit (Loss) | 16,354 | 6,181 | 20,420 | 3,789 | ||
24,562 | 13,727 | 42,686 | 24,563 | |||
Unallocated amounts: | ||||||
Acquisition intangibles amortization | (442) | (1,361) | (1,773) | (2,709) | ||
Corporate expense | 76,489 | 76,489 | ||||
Corporate expense | (564) | (659) | (1,498) | (1,279) | ||
Corporate expense | (8,492) | (8,423) | (17,359) | (17,292) | ||
Assets of discontinued operations | 183,615 | 183,615 | 337,853 | |||
Corporate interest expense | (21,641) | (17,180) | (36,777) | (33,733) | ||
Debt modification and extinguishment costs | (10,400) | (7,689) | (18,097) | |||
Other | 946 | 2,455 | (2,744) | (324) | ||
Consolidated loss from continuing operations before income taxes | (12,756) | (10,782) | (34,064) | (29,495) | ||
Virginia/Tennessee [Member]
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Assets | 65,342 | 65,342 | ||||
Revenues | 6,736 | 5,653 | 12,644 | 10,764 | ||
Depreciation and Amortization | (349) | (378) | (697) | (760) | ||
Operating Profit (Loss) | 2,011 | 1,039 | 3,399 | 1,754 | ||
Florida [Member]
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Assets | 78,506 | 78,506 | ||||
Revenues | 15,120 | 12,944 | 29,090 | 25,826 | ||
Depreciation and Amortization | (383) | (422) | (793) | (851) | ||
Operating Profit (Loss) | 5,646 | 3,067 | 9,996 | 6,030 | ||
Mid-South [Member]
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Assets | 332,163 | 332,163 | ||||
Revenues | 36,588 | 32,488 | 71,662 | 62,581 | ||
Depreciation and Amortization | (2,719) | (2,557) | (5,435) | (5,091) | ||
Operating Profit (Loss) | 9,457 | 6,567 | 18,660 | 11,630 | ||
North Carolina [Member]
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Assets | 47,081 | 47,081 | ||||
Revenues | 7,562 | 5,840 | 13,547 | 11,151 | ||
Depreciation and Amortization | (371) | (428) | (742) | (857) | ||
Operating Profit (Loss) | 1,790 | 504 | 2,179 | 671 | ||
Ohio/Rhode Island [Member]
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Assets | 130,099 | 130,099 | ||||
Revenues | 17,146 | 14,070 | 30,476 | 26,428 | ||
Depreciation and Amortization | (738) | (752) | (1,393) | (1,525) | ||
Operating Profit (Loss) | 6,603 | 3,540 | 9,784 | 5,883 | ||
Advertising Services and Other [Member]
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Assets | 10,114 | 10,114 | ||||
Revenues | 1,203 | 1,009 | 2,276 | 2,738 | ||
Depreciation and Amortization | (544) | (722) | (1,094) | (1,425) | ||
Operating Profit (Loss) | (977) | (1,033) | (1,391) | (1,481) | ||
Intersegment Elimination [Member]
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Revenues | (243) | (282) | (464) | (478) | ||
Operating Profit (Loss) | $ 32 | $ 43 | $ 59 | $ 76 |
Note 4. Income Tax
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6 Months Ended |
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Jun. 24, 2012
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Income Tax Disclosure [Text Block] |
4.
The Company recorded non-cash income
tax expense from continuing operations of $3.4 million and
$6.8 million in the second quarter and first six months of
2012, compared to $2.6 million and $5.2 million in the
equivalent quarter and six months of 2011. The
Company’s tax provision for each period had an unusual
relationship to pretax loss mainly because of the existence
of a full deferred tax asset valuation allowance at the
beginning of each period. This circumstance generally results
in a zero net tax provision since the income tax expense or
benefit that would otherwise be recognized is offset by the
change to the valuation allowance. However, tax expense
recorded in the second quarters of 2012 and 2011 included the
accrual of non-cash tax expense of approximately $3.4 million
and $3.6 million, respectively, of additional valuation
allowance in connection with the tax amortization of the
Company’s indefinite-lived intangible assets that was
not available to offset existing deferred tax assets (termed
a “naked credit”). Both periods reflected
approximately $6 million of non-cash tax expense in total
that was allocated between continuing and discontinued
operations. The “naked credit” expense was
partially offset in the second quarter of 2011 by
approximately $1 million of tax benefit related to the
intraperiod allocation items in Other Comprehensive Income.
After the sale of discontinued operations, the Company
expects the naked credit to generate approximately $14
million of non-cash income tax expense from continuing
operations for the full-year 2012; other discrete tax
adjustments and intraperiod tax allocations that are
difficult to forecast may impact the remainder of 2012. A
full discussion of the naked credit issue is contained in
Note 3 of Item 8 of the Company’s Form 10-K for the
year ended December 25, 2011.
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