-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ThV++oItndMMx9d7IChUiiALJahojfqKzsVUl4X5vXmfQBUMakr5pnMWCVY+Zbym eBVmN8AK25L1gFmPY5Zbvg== 0000029924-06-000130.txt : 20060616 0000029924-06-000130.hdr.sgml : 20060616 20060616112749 ACCESSION NUMBER: 0000029924-06-000130 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060616 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060616 DATE AS OF CHANGE: 20060616 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DOW JONES & CO INC CENTRAL INDEX KEY: 0000029924 STANDARD INDUSTRIAL CLASSIFICATION: NEWSPAPERS: PUBLISHING OR PUBLISHING & PRINTING [2711] IRS NUMBER: 135034940 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07564 FILM NUMBER: 06909049 BUSINESS ADDRESS: STREET 1: 200 LIBERTY ST CITY: NEW YORK STATE: NY ZIP: 10281 BUSINESS PHONE: 2124162000 MAIL ADDRESS: STREET 1: 200 LIBERTY ST CITY: NEW YORK STATE: NY ZIP: 10281 8-K 1 form8k.htm DOW JONES & COMPANY FORM 8-K <DOCUMENT>                                                                                                                    

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



FORM 8-K



CURRENT REPORT

Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934



Date of Report (Date of earliest event reported): June 16, 2006



DOW JONES & COMPANY, INC.

 (Exact name of registrant as specified in its charter)



DELAWARE

1-7564

13-5034940

(State or other jurisdiction of
incorporation )

(Commission File Number)

(IRS Employer

Identification No.)



200 LIBERTY STREET, NEW YORK, NEW YORK

10281

(Address of principal executive offices)

(Zip Code)




Registrant’s telephone number, including area code: (212) 416-2000




n/a

(Former name or former address, if changed since last report.)




Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions (see General Instruction A.2. below):


[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



ITEM 7.01

REGULATION FD DISCLOSURE


On June 16, 2006, Dow Jones & Company, Inc. issued a press release announcing reaffirmed earnings guidance for the quarter ending June 30, 2006.  A copy of this press release is furnished with this report as Exhibit 99.1.


In accordance with General Instruction B.2 of Form 8-K, the information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 ("Exchange Act") or otherwise subject to the liability of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of the general incorporation language of such filing, except as shall be expressly set forth by specific reference in such filing.




ITEM 9.01.

 

FINANCIAL STATEMENTS AND EXHIBITS

   

(d)Exhibits   

  
   

99.1

 

Press Release, dated June 16, 2006.

   




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 hereunto duly authorized.




    

DOW JONES & COMPANY, INC.

     
     

Date:

June 16, 2006

 

By:

/s/ Robert Perrine

    

Robert Perrine

    

Chief Accounting Officer and Controller




                            

EXHIBIT INDEX                                                                                                                       

   

Exhibit No.

 

Description

   

99.1

 

Press Release, dated June 16, 2006.




EX-99 2 finalrel.htm EXHIBIT 99.1 Converted by EDGARwiz




Investor Contact:

 

Dow Jones & Company

Mark Donohue

 

200 Liberty Street

Director, Investor Relations


 

New York, NY 10281

(609) 520-5660

  
   
   

Media Contact:

  

Howard Hoffman

  

Corporate Communications

  

(609) 520-4765

  





DOW JONES REPORTS INCREASED MAY 2006 ADVERTISING

REVENUE AT THE WALL STREET JOURNAL

Reaffirms Second Quarter Earnings Guidance


NEW YORK (June 16, 2006)—Dow Jones & Company (NYSE: DJ) today reported May advertising revenue and volume for its leading print publications.

Advertising revenue at The Wall Street Journal, including Weekend Edition, increased 10.1% in May on a 12.6% increase in advertising volume.  Advertising yield increased modestly in display categories but was more than offset by a higher mix of lower rate classified advertising volume.  Linage increases in technology, classified and financial advertising were partially offset by a slight decline in general advertising.  In the technology advertising category at the Journal, May linage increased 29.0%; increases in hardware, technology professional services, software, office products and communications advertising were partially offset by a decline in personal computer advertising.  The Journal’s classified advertising category linage increased 27.5% due to increases in real estate and other classified advertising.   Linage in the Journal’s financial advertising catego ry increased 15.7% due to increases in retail, insurance and tombstone advertising, partially offset by a decline in wholesale advertising.  The Journal’s general advertising linage declined 1.7% as weak corporate, auto and travel advertising were partially offset by a gain in luxury goods, media and other consumer advertising.





At Barron’s, total advertising revenue decreased 16.8% in May on a 22.5% decline in advertising pages due to declines in financial, technology and general advertising.

International advertising revenue declined 12.3% in May when an advertising linage decline at The Wall Street Journal Asia was partially offset by a modest gain at The Wall Street Journal Europe.

At Ottaway Newspapers, advertising revenue in May decreased 2.0%, as a 6.8% decline in advertising volume more than offset increased ad rates and an increase in Internet advertising revenue. Advertising volume declines in auto, help wanted and other classified, display, national and non-daily advertising were partially offset by increases in legal and real estate classified advertising.  

Commenting on May results, Rich Zannino, chief executive officer of Dow Jones, said, “We’re pleased to report double digit gains in advertising revenue and linage in May at the U.S. Wall Street Journal.  This represents the ninth consecutive month of advertising revenue and linage gains at the Journal as we continue to take market share in both B2B and consumer advertising categories in a tough print advertising environment.”

Mr. Zannino concluded: “Through the end of May, second quarter to date advertising revenue at the Journal was up a solid 9.2%.  Because of  our positive outlook for June together with stronger than expected revenue and profit growth in our Enterprise Media Group and favorable expense performance, we expect to meet our second-quarter outlook for earnings per share before special items* in the low- to mid-thirty cents per share range compared to 34 cents per share in the second quarter of 2005.”



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Dow Jones & Company (NYSE: DJ; dowjones.com) publishes The Wall Street Journal and its international and online editions, Barron's and the Far Eastern Economic Review, Dow Jones Newswires, Dow Jones Indexes, MarketWatch and the Ottaway group of community newspapers. Dow Jones is co-owner with Reuters Group of Factiva and with Hearst of SmartMoney.  Dow Jones also provides news content to CNBC and radio stations in the U.S.


* The Company anticipates having a special item in the second quarter consisting entirely of a charge related to outsourcing a number of administrative functions.  While this restructuring charge and the resulting savings have not been fully quantified at this time, the company estimates a one-time charge of $6 to $8 million before taxes yielding annual savings of $5 to $7 million before taxes beginning in 2007.



Information Relating To Forward-Looking Statements; Non-GAAP Reconciliation:

This press release contains forward-looking statements, such as those including the words "believe," "expect," "intend," "estimate," "anticipate," "will," “plan,” "outlook," "guidance," "forecast" and similar expressions, that involve risks and uncertainties that could cause actual results to differ materially from those anticipated including: the cyclical nature of the Company's business and the strong, negative impact of economic downturns on advertising revenues, particularly in the Company's core B2B advertising market; the risk that inconsistent trends across major advertising categories, such as technology and finance, will continue and that B2B advertising levels, particularly in technology and finance, may or may not return to historical levels; the Company's ability to expand and diversify the Journal Franchise's market segment focus beyond finance an d technology; the Company's ability to limit and manage expense growth, especially in light of its prior cost cutting, its growth initiatives and its new organizational structure; intense competition for ad revenues and readers the Company's products and services face; the impact on the future circulation of the Journal and community newspapers that may be caused by the declining frequency of regular newspaper buying by some consumers and by changes made from time to time by agencies such as the Audit Bureau of Circulations and various syndicated research organizations in the way they measure circulation and readership numbers;; with respect to the new Weekend Edition, the risks that it may not generate anticipated advertising revenues, resulting in greater losses than expected in its first two years of operation, and that it may draw advertising away from the Journal’s other consumer advertising sections; the impact on online advertising revenues of fluctuations or decreases in Web site traffic levels; with respect to Newswires and other subscription-based products and services, the negative impact of business consolidations and layoffs in the financial services industry on sales; and such other risk factors as may be included from time to time in the Company's reports filed with the Securities and Exchange Commission and posted in the Investor Relations section of the Company's web site (www.dowjones.com). The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. This press release includes certain non-GAAP financial measures as defined under SEC rules.  Please see the footnote to the final quote in the press release for more information.




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Dow Jones & Company 2006 Advertising Linage Percentage Increases (Decreases) from 2005





  

May

  

Quarter to Date

  

Year
to Date

 
  

Actual

  

Actual

  

Actual

 
          

THE WALL STREET JOURNAL: (1)      

         

Total advertising revenue

 

10.1% 

  

9.2% 

  

14.2% 

 

Total advertising volume

 

12.6% 

  

8.2% 

  

12.0% 

 

General

 

(1.7%)

  

6.2% 

  

8.7% 

 

Technology

 

29.0% 

  

(7.2%)

  

(2.5%)

 

Financial

 

15.7% 

  

16.4% 

  

14.0% 

 

Classified & Other

 

27.5% 

  

14.1% 

  

24.0% 

 
          

International advertising revenue (2)

 

(12.3%)

  

(12.2%)

  

(7.6%)

 
          

Barron's advertising revenue

 

(16.8%)

  

(5.8%)

  

7.6% 

 

Barron's advertising volume

 

(22.5%)

  

9.3% 

  

(1.2%)

 
          

Ottaway Newspapers advertising revenues

 

(2.0%)

  

1.6% 

  

2.1% 

 

Ottaway Newspapers advertising volume

 

(6.8%)

  

(6.1%)

  

(5.6%)

 

(excludes preprints)

         

Daily

 

(7.6%)

  

(5.8%)

  

(4.9%)

 

Non-Daily

 

(3.0%)

  

(7.7%)

  

(8.7%)

 
          

(1) General, technology and financial advertising for 2005 was reclassified to conform to the current year presentation.

(2) Includes the international editions of the Journal and the Far Eastern Economic Review.




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