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Note 8 - Acquisitions
6 Months Ended
Mar. 29, 2020
Notes to Financial Statements  
Business Combination Disclosure [Text Block]
8
ACQUISITIONS

The allocation of the purchase price is preliminary pending the finalization of the fair value of the acquired net assets and liabilities assumed, deferred income taxes, assumed income and non-income based tax liabilities and goodwill. These amounts are subject to adjustment as additional information is obtained within the measurement period (
not
to exceed
12
months from the acquisition date). As part of the Transactions, the Company also entered into the Credit Agreement and the BH Lease, as described above. The Company concluded that these agreements were
not
separate from the Transactions and evaluated these agreements for off-market terms and
no
such terms were identified. As such, the consideration for the acquisitions was limited to cash consideration, as shown below. The accounting for the Credit Agreement and the BH Lease are described in Notes
5
and
6.
 
The following table summarizes the preliminary determination of fair values of the assets and liabilities for the Transactions.
 
(in Thousands)
     
Cash and cash equivalents
$
22,293
 
Current assets
 
52,559
 
Other assets
 
12,167
 
Property and equipment
 
42,952
 
Operating lease assets
 
7,445
 
Advertiser relationships
 
38,780
 
Subscriber relationships
 
36,060
 
Commercial print relationships
 
17,130
 
Mastheads
 
21,680
 
Goodwill
 
63,559
 
Total assets
 
314,625
 
Current liabilities assumed
 
(73,451
)
Operating lease liabilities  
(6,625
)
Other liabilities assumed  
(2,246
)
Pension obligations
 
(43,503
)
Postemployment benefit obligations
 
(36,800
)
Total liabilities
 
(162,625
)
Net assets
 
152,000
 
Less: acquired cash  
(22,293
)
Total consideration less acquired cash $
129,707
 
We expect to finalize our determination of fair values and liabilities by the end of fiscal year
2020.
For the
13
weeks ended
March 29, 2020,
the revenue and net income included in the Consolidated Income Statement related to the acquirees was
$14,648,000
and
$1,013,000,
respectively.
Pro Forma Information
The following table sets forth unaudited pro forma results of operations assuming the Transactions, along with the credit arrangements necessary to finance the Transactions, occurred on
October 1, 2018,
the
first
day of fiscal year
2019.
 
 
 
Unaudited  
    13 Weeks Ended     26 Weeks Ended  
    March 29,     March 31,     March 29,     March 31,  
(Thousands of Dollars, Except Per Share Data)
  2020     2019     2020     2019  
Total revenues
$
207,329
   
230,323
   
442,025
   
494,072
 
Income (loss) attributable to Lee Enterprises, Incorporated
$
4,053
   
(3,992
)  
20,608
   
4,483
 
Earnings per share - diluted
$
0.07
   
(0.07
)  
0.36
   
0.08
 
 
This pro forma financial information is based on historical results of operations, adjusted for the allocation of the purchase price and other acquisition accounting adjustments. This pro forma information is
not
necessarily indicative of what our results would have been had we operated the businesses since the beginning of the periods presented. The pro forma adjustments reflect the income statement effects of depreciation expense and amortization of intangibles related to the fair value adjustments of the assets acquired, acquisition-related costs, incremental interest expense related to the financing of the Transactions and
2020
Refinancing, the Lease agreement entered into as part of the Transactions, the elimination of certain intercompany activity and the related tax effects of the adjustments.
 
The only material, nonrecurring adjustments made relate to the write-off of previously unamortized debt-issuance costs as of
October 1, 2018
which resulted in the following changes to net income:
 
 
$10,670,000
increase to net income for the
13
weeks ended
March 29, 2020.
     
 
$962,000
increase to net income for the
13
weeks ended
March 29, 2019.
     
 
$11,866,000
increase to net income for the
26
weeks ended
March 29, 2020.
     
 
$15,614,000
decrease to net income for the
26
weeks ended
March 29, 2019.