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Discontinued Operations
9 Months Ended
Sep. 23, 2012
Discontinued Operations and Disposal Groups [Abstract]  
Discontinued Operations
DISCONTINUED OPERATIONS

About Group

On August 26, 2012, we announced our plan to sell the About Group, consisting of About.com, ConsumerSearch.com, CalorieCount.com and related businesses, to IAC/InterActiveCorp. The results of operations of the About Group, which had previously been presented as a reportable segment, have been classified as discontinued operations for all periods presented and certain assets are classified as held for sale for all periods presented.

On September 24, 2012, we completed the sale of the About Group. See Note 16 for additional information regarding this sale.

Regional Media Group

On January 6, 2012, we completed the sale of the Regional Media Group, consisting of 16 regional newspapers, other print publications and related businesses, to Halifax Media Holdings LLC for approximately $140 million in cash. The net after-tax proceeds from the sale, including a tax benefit, were approximately $150 million, which we are using for general corporate purposes. The sale resulted in an after-tax gain of $25.7 million (including post-closing adjustments recorded in the second quarter of 2012 totaling $4.5 million).

The results for the Regional Media Group, which had previously been included in the News Media Group reportable segment, have been classified as discontinued operations for all periods presented and certain assets and liabilities are classified as held for sale as of December 25, 2011.

The results of operations for the About Group and the Regional Media Group presented as discontinued operations are summarized below.

 
 
For the Quarters Ended
 
 
September 23, 2012
 
September 25, 2011
(In thousands)
 
About Group
 
Regional Media Group
 
Total
 
About Group
 
Regional Media Group
 
Total
Revenues
 
$
25,616

 
$

 
$
25,616

 
$
25,724

 
$
59,942

 
$
85,666

Total operating costs
 
16,687

 

 
16,687

 
16,302

 
57,368

 
73,670

Pre-tax income
 
8,929

 

 
8,929

 
9,422

 
2,574

 
11,996

Income tax expense/(benefit)
 
2,903

 

 
2,903

 
3,619

 
(697
)
 
2,922

Income from discontinued operations, net of income taxes
 
$
6,026

 
$

 
$
6,026

 
$
5,803

 
$
3,271

 
$
9,074


 
 
For the Nine Months Ended
 
 
September 23, 2012
 
September 25, 2011
(In thousands)
 
About Group
 
Regional Media Group
 
Total
 
About Group
 
Regional Media Group
 
Total
Revenues
 
$
74,970

 
$
6,115

 
$
81,085

 
$
84,710

 
$
190,496

 
$
275,206

Total operating costs
 
51,140

 
8,017

 
59,157

 
49,666

 
176,243

 
225,909

Impairment of goodwill
 
194,732

 

 
194,732

 

 
152,093

 
152,093

Pre-tax (loss)/income
 
(170,902
)
 
(1,902
)
 
(172,804
)
 
35,044

 
(137,840
)
 
(102,796
)
Income tax (benefit)/expense(1)
 
(60,065
)
 
(736
)
 
(60,801
)
 
13,459

 
(16,815
)
 
(3,356
)
(Loss)/income from discontinued operations, net of income taxes
 
(110,837
)
 
(1,166
)
 
(112,003
)
 
21,585

 
(121,025
)
 
(99,440
)
(Loss)/gain on sale, net of income taxes:
 
 
 
 
 
 
 
 
 
 
 
 
Loss on sale
 

 
(4,717
)
 
(4,717
)
 

 

 

Income tax benefit(2)
 

 
(30,448
)
 
(30,448
)
 

 

 

Gain on sale, net of income taxes
 

 
25,731

 
25,731

 

 

 

(Loss)/income from discontinued operations, net of income taxes
 
$
(110,837
)
 
$
24,565

 
$
(86,272
)
 
$
21,585

 
$
(121,025
)
 
$
(99,440
)

(1) The income tax benefit in the first nine months of 2011 was unfavorably impacted because a portion of the charge for the impairment of the Regional Media Groups goodwill was non-deductible.
(2) The income tax benefit for the first nine months of 2012 includes a tax deduction for goodwill, which was previously non-deductible, triggered upon the sale of the Regional Media Group.

Our policy is to perform our annual goodwill impairment test in the fourth quarter of our fiscal year. However, due to certain impairment indicators at the About Group, we performed an interim impairment test as of June 24, 2012. The interim impairment test resulted in a $194.7 million estimated non-cash charge in the second quarter of 2012 for the impairment of goodwill at the About Group. Our expectations for future operating results and cash flows at the About Group in the long-term were lower than our previous estimates driven by a reassessment of the sustainability of our estimated long-term growth rate for display advertising. The reduction in our estimated long-term growth rate resulted in the carrying value of the net assets being greater than their fair value, and therefore a write-down of goodwill to its fair value was required. The fair value of the About Group’s goodwill was the residual fair value after allocating the total fair value of the About Group to its other assets, net of liabilities. See Note 8 for information regarding the fair value of goodwill.

The assets and liabilities classified as held for sale for the About Group and the Regional Media Group are summarized below.

 
 
September 23, 2012
 
December 25, 2011
(In thousands)
 
About Group
 
Regional Media Group
 
Total
 
About Group
 
Regional Media Group
 
Total
Accounts receivable, net
 
$
19,179

 
$

 
$
19,179

 
$
14,369

 
$
26,550

 
$
40,919

Property, plant and equipment, net
 
5,340

 

 
5,340

 
1,763

 
146,287

 
148,050

Goodwill
 
172,544

 

 
172,544

 
367,276

 

 
367,276

Other intangible assets acquired
 
13,616

 

 
13,616

 
17,210

 
330

 
17,540

Other assets
 
13,208

 

 
13,208

 
11,203

 
5,014

 
16,217

Total assets held for sale
 
223,887

 

 
223,887

 
411,821

 
178,181

 
590,002

Total liabilities(1)
 

 

 

 

 
19,568

 
19,568

Net assets
 
$
223,887

 
$

 
$
223,887

 
$
411,821

 
$
158,613

 
$
570,434

(1) Included in “Accrued expenses” in our Condensed Consolidated Balance Sheet as of December 25, 2011.