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FOR IMMEDIATE RELEASE
Tuesday, February 16, 2016

TEGNA Inc. Reports 2015 Fourth Quarter and Full Year Results

Highlights for the full year include the following:

Overall company revenue totaled $3.05 billion, growth of 2 percent on a pro forma, constant currency basis despite the absence of a record $200 million of Olympic and political spending in 2014

Adjusted EBITDA totaled $1.06 billion, an increase of 16 percent

Adjusted EBITDA margin of 35 percent, unchanged from 2014 despite the absence of substantial Olympic and political spending

Successfully completed long-term affiliation agreements with CBS and NBC and several significant retransmission agreements

Highlights for the fourth quarter include the following:

GAAP earnings from continuing operations of $0.69 per diluted share. Non-GAAP earnings from continuing operations of $0.53 per diluted share, an 8 percent year-over-year increase

Overall company revenue decline of 3 percent on a pro forma, constant currency basis reflecting primarily the absence of record political spending of $92.4 million in the same quarter last year

Media Segment revenues up 12 percent excluding incremental political advertising

Digital Segment revenues over 2 percent higher on a pro forma, constant currency basis

Adjusted EBITDA totaled $305.8 million resulting in an Adjusted EBITDA margin of 38 percent

Free cash flow and proceeds from headquarter building sale totaled $358 million

Building sale proceeds used to add $75 million to $750 million share repurchase authorization and redeem $180 million of fixed-rate debt

McLEAN, VA - TEGNA Inc. (NYSE: TGNA) today reported non-GAAP earnings per diluted share from continuing operations of $0.53 for the fourth quarter of 2015, an increase of 8.2 percent compared to $0.49 for the fourth quarter of 2014.

Gracia Martore, president and chief executive officer, said, “We are very pleased with our tremendous progress in our first six months operating as a highly-focused media and digital company. During that time, TEGNA Media successfully negotiated long-term network affiliation agreements and several carriage agreements, providing us with certain revenue streams for years to come. In TEGNA Digital, Cars.com achieved solid organic revenue growth driven by the success of several new products and CareerBuilder’s ongoing shift toward Software as a Service solutions helped fuel double-digit revenue growth for its SaaS products.”

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Martore continued, “We have accomplished a great deal over the last six months and we are well on our way to achieving the objectives we set forth at our Investor Day in June. We are more certain than ever that we have built a strong foundation for long-term growth and success. This, coupled with tail winds associated with the upcoming elections and 2016 Olympic Games, are expected to result in a banner year for TEGNA.”

In our ongoing effort to focus and streamline our operations, during the quarter we divested substantially all of the businesses in the Other Segment, primarily Clipper Magazine. As a result, the Other Segment is now reflected as Discontinued Operations in our Statements of Income for all periods presented. In addition, the sale of PointRoll was completed on November 12, 2015. PointRoll's results are included in the Digital Segment.

Beginning with 2016, we converted to a calendar fiscal year from a 52-week fiscal year to better reflect our media and digital peer group. In order to effectuate the change, the fourth quarter in 2015 was extended four days to December 31, 2015. Operating results in our Media Segment were impacted by the extra days.

On October 2, 2015, we announced the completion of the sale of our corporate headquarters for $270 million. We will continue to occupy a portion of the building rent-free for 18 months. During the fourth quarter, we renewed retransmission agreements with DISH and DirecTV and AT&T U-verse. We also executed long-term affiliation agreements with CBS and NBC. The outcome of all these significant negotiations was well within the parameters of the long-term plan we presented at our Investor Day in June of 2015.

The results for the fourth quarter of 2015 and the year-to-date period include results for Cars.com, which we fully acquired on October 1, 2014. The prior year year-to-date period does not include results for Cars.com for the first nine months, impacting the year-over-year comparisons for the year-to-date periods.

Unless otherwise noted, financial figures discussed below are on a Non-GAAP basis.

FOURTH QUARTER
CONTINUING OPERATIONS

The following table summarizes the year-over-year changes in select financial categories for both GAAP and Non-GAAP measures.

 
GAAP
 
Non-GAAP
 
Fourth Quarter 2015
 
Fourth Quarter 2014
 
Fourth Quarter 2015
 
Fourth Quarter 2014
 
 
 
 
 
 
 
 
Operating revenue
$
805,264

 
$
842,046

 
$
805,264

 
$
842,046

Operating expense
478,369

 
614,706

 
549,260

 
574,899

Operating income
$
326,895

 
$
227,340

 
$
256,004

 
$
267,147

 
 
 
 
 
 
 
 
Income from continuing operations
$
155,942

 
$
483,431

 
$
119,334

 
$
112,623

 
 
 
 
 
 
 
 
See Table 3 for reconciliations between the GAAP reported numbers to the Non-GAAP measure.


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In 2014's fourth quarter we achieved political revenue of $92.4 million. Despite the almost complete absence of that spending in 2015, consolidated fourth quarter operating revenues were only $36.8 million lower. Excluding incremental political advertising, Media Segment revenues would have been 11.9 percent higher. Digital Segment revenues were up 2.2 percent on a pro forma, constant currency basis.

Fourth quarter operating expenses declined 4.5 percent reflecting lower Digital Segment and corporate expenses and the absence of publishing-related unallocated costs. Corporate expenses were $16.6 million compared to $17.8 million in the fourth quarter a year ago. The decrease was driven by continuing efforts to create efficiencies. Corporate expenses include $1.7 million of non-cash rent expense.

Reported operating income increased 43.8 percent from the fourth quarter in 2014, due primarily to the gain on the sale of our corporate headquarters. Operating income was $256.0 million, reflecting primarily the absence of the aforementioned politically related advertising in the Media Segment.

Adjusted EBITDA (a non-GAAP term detailed in Table 4) totaled $305.8 million. The Adjusted EBITDA margin in the fourth quarter was 38.0 percent, relatively unchanged from the fourth quarter a year ago despite the absence of substantial political advertising.

Special items in the fourth quarter of 2015 resulted in a GAAP benefit of $0.16 per share and included primarily the gain on the sale of the corporate headquarters offset, in part, by workforce restructuring, facility consolidation and impairment charges. (Refer to Table 3 for a reconciliation of results on a GAAP and non-GAAP basis).

FOURTH QUARTER
TEGNA MEDIA

In the fourth quarter, the Media Segment achieved double-digit increases in retransmission fees and online revenues, as well as an increase in core advertising. However, overall Media Segment revenues were down due to the previously mentioned political advertising achieved in 2014. The four extra days in the quarter contributed approximately $11 million to Media Segment revenues.

The following table summarizes the year-over-year changes in select Media Segment revenue categories.

Media Segment Revenue Detail
(Dollars in thousands)
 
Fourth Quarter 2015
 
Percentage change
from Fourth Quarter 2014
 
 
Core (Local & National)
$
296,325

 
7
%
Political
10,525

 
(89
%)
Retransmission (a)
119,944

 
27
%
Online
31,080

 
15
%
Other
4,359

 
(16
%)
Total
$
462,233

 
(7
%)
 
 
 
 
(a) Reverse compensation to networks is included as part of programming costs.



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Media Segment operating expenses totaled $254.9 million compared to $246.2 million in the fourth quarter a year ago. The 3.5 percent increase was due, in part, to higher programming fees. Operating income totaled $207.3 million while Adjusted EBITDA was $224.5 million.

Based on current trends, we expect the growth in Media Segment revenues for the first quarter of 2016 compared to the first quarter of 2015 to be in the range of 10 percent to 12 percent driven by increases in political advertising, retransmission revenue and digital revenue. The Super Bowl aired on 6 fewer of our stations in 2016 compared to 2015, moving from NBC to CBS in 2016. Excluding the impact of the Super Bowl, the percentage growth in core advertising is expected to be up in the low-single digits.

FOURTH QUARTER
TEGNA DIGITAL

The following table reconciles Digital Segment revenues reported on a GAAP basis to revenues presented on a pro forma, constant currency basis (a non-GAAP measure).

 
Fourth Quarter
 
2015
 
2014
 
Percentage Change
 
 
 
 
 
 
Digital Segment Revenue
 
 
 
 
 
   Reported (GAAP Measure)
$
343,031

 
$
347,215

 
(1.2)%
   Adjust for business sold
(3,736
)
 
(13,275
)
 
***
   Constant currency impact

 
(1,939
)
 
***
Total adjusted pro-forma revenue
$
339,295

 
$
332,001

 
2.2%
 
 
 
 
 
 

Digital Segment operating revenues in the quarter reflected continued revenue growth at Cars.com offset by revenue declines at CareerBuilder and the impact from the sale of our PointRoll business. Digital Segment revenues were 2.2 percent higher on a pro forma, constant currency basis.

Revenue growth of 5.7 percent at Cars.com reflects higher retail revenues by Cars.com direct sales channel and national sales offset by the absence of wholesale price increases which will occur in the first quarter of 2016. Direct sales rose 10.1 percent reflecting increases in unit volumes and revenue per dealer driven by new product sales. National revenue, primarily display advertising sold to auto manufacturers, was up 11.7 percent due, in part, to heavier traffic to mobile properties.

CareerBuilder revenue in the fourth quarter continues to be impacted by the transition to a greater concentration of SaaS products in conjunction with the strategic decision to reduce sales of certain lower margin advertising and services products as well as unfavorable exchange rates. As a result, revenue from Human Capital Software Solutions was up 16.5 percent in the quarter. CareerBuilder revenue was 4.2 percent lower on a constant currency basis.

Digital Segment operating income totaled $65.3 million and was flat compared to the fourth quarter of 2014. Adjusted EBITDA totaled $96.2 million resulting in an Adjusted EBITDA margin of 28.0 percent.




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FOURTH QUARTER
NON-OPERATING AND CASH FLOW ITEMS

Interest expense totaled $66.8 million in the quarter, a decline of $6.6 million from $73.4 million in the fourth quarter of 2014 due to lower average debt outstanding. During the quarter, we redeemed $180 million of our 7.125 percent senior notes due in 2018. The redemption will result in interest cost savings of approximately $30 million over the remaining life of that debt.

The substantial decline in reported other non-operating items reflects the $476.7 million write up of our investment in Classified Ventures in the fourth quarter of 2014. Other non-operating items in the fourth quarter totaled $2.6 million of income compared to $0.1 million in the fourth quarter of 2014.

The Non-GAAP fourth quarter 2015 effective tax rate decreased by 3.4 percentage points due to a reduction in the deferred tax liability recorded on our balance sheet as of year end. When these deferred tax items are reported on our state tax returns in the future, they will be subject to a lower tax rate than had been recorded previously, which creates a deferred tax benefit in 2015, reducing our effective tax rate.
 
Cash flow from operating activities for the fourth quarter was $133.9 million. Free cash flow (a non-GAAP measure) totaled $90.0 million for the quarter. Long-term debt outstanding was $4.2 billion and total cash was $129.2 million at year end. During the fourth quarter, we repurchased approximately 2.6 million shares of our outstanding stock for $70.5 million and paid dividends of $31.3 million, returning over $100 million to our shareholders.

FULL YEAR 2015
CONTINUING OPERATIONS

Total operating revenues for the full year totaled $3.05 billion, an increase of 16.2 percent compared to 2014. The increase reflects substantially higher Digital Segment revenues and slightly lower Media Segment revenues. Digital Segment revenues were 46.5 percent higher due to the acquisition of and organic growth at Cars.com. Media Segment revenue growth was negatively impacted by the absence of $200 million of political and Olympic revenue. Double digit growth in retransmission and online revenues as well as higher core advertising partially offset the absence of political and Olympic revenue.

Operating expenses were $2.20 billion, an increase of 18.2 percent compared to 2014, reflecting primarily the acquisition of Cars.com. Operating income totaled $849.2 million compared to $763.8 million in 2014, an increase of 11.2 percent while net income from continuing operations attributable to TEGNA was 16.3 percent higher.
Adjusted EBITDA was $1.06 billion in 2015 compared to $911.1 million in 2014, an increase of 15.9 percent. The Adjusted EBITDA margin in 2015 was 34.6 percent, unchanged from 2014 as Digital Segment margins improved 4.7 percent while Media Segment margins were negatively impacted by the absence of Olympic and political spending.
* * * *
As previously announced, the company will hold an earnings conference call at 10:00 a.m. E.T. today. The call can be accessed via a live webcast through the company's Investors web site, investors.TEGNA.com, or listen-only conference lines. U.S. callers should dial 1-800-768-6570 and international callers should dial 1-785-830-1942 at least 10 minutes prior to the scheduled start of the

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call. The confirmation code for the conference call is 1416348. To access the replay, dial 1-888-203-1112 in the U.S. International callers should use the number 1-719-457-0820. The confirmation code for the replay is 1416348. Materials related to the call will be available through the Investor Relations section of the company's web site Tuesday morning.




About TEGNA
TEGNA Inc. (NYSE: TGNA), formerly Gannett Co., Inc., is comprised of a dynamic portfolio of media and digital businesses that provide content that matters and brands that deliver. TEGNA reaches more than 90 million Americans and delivers highly relevant, useful and smart content, when and how people need it, to make the best decisions possible. TEGNA Media includes 46 television stations and is the largest independent station group of major network affiliates in the top 25 markets, reaching approximately one-third of all television households nationwide. TEGNA Digital is comprised of Cars.com, the leading online destination for automotive consumers, CareerBuilder, a global leader in human capital solutions, and other powerful brands such as G/O Digital and Cofactor. For more information, visit www.TEGNA.com.

Certain statements in this press release may be forward looking in nature or “forward looking statements” as defined in the Private Securities Litigation Reform Act of 1995. The forward looking statements contained in this press release are subject to a number of risks, trends and uncertainties that could cause actual performance to differ materially from these forward looking statements. A number of those risks, trends and uncertainties are discussed in the company's SEC reports, including the company's annual report on Form 10-K and quarterly reports on Form 10-Q. Any forward looking statements in this press release should be evaluated in light of these important risk factors.

TEGNA is not responsible for updating the information contained in this press release beyond the published date, or for changes made to this press release by wire services, Internet service providers or other media.

# # #


For investor inquiries, contact:
 
For media inquiries, contact:
Jeffrey Heinz
 
Jeremy Gaines
Vice President, Investor Relations
 
Vice President, Corporate Communications
703-854-6917
 
703-854-6049
jheinz@TEGNA.com
 
jmgaines@TEGNA.com


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CONDENSED CONSOLIDATED STATEMENTS OF INCOME
TEGNA Inc.
Unaudited, in thousands (except per share amounts)
Table No. 1
 
 
 
 
 
 
 
 
Fourth Quarter 2015
 
Fourth Quarter
2014
 
% Increase
(Decrease)
 
 
 
 
(recast)
 
 
Net operating revenues:
 
 
 
 
 
 
Media
 
$
462,233

 
$
494,831

 
(6.6
)
Digital
 
343,031

 
347,215

 
(1.2
)
Total
 
805,264

 
842,046

 
(4.4
)
 
 
 
 
 
 
 
Operating expenses:
 
 
 
 
 
 
Cost of sales and operating expenses, exclusive of depreciation
 
232,555

 
254,898

 
(8.8
)
Selling, general and administrative expenses, exclusive of depreciation
 
273,571

 
269,680

 
1.4

Depreciation
 
20,051

 
25,470

 
(21.3
)
Amortization of intangible assets
 
28,128

 
29,312

 
(4.0
)
Facility consolidation and asset impairment charges
 
(75,936
)
 
35,346

 
(314.8
)
Total
 
478,369

 
614,706

 
(22.2
)
Operating income
 
326,895

 
227,340

 
43.8

 
 
 
 
 
 
 
Non-operating (expense) income:
 
 
 
 
 
 
Equity loss in unconsolidated investees, net
 
(941
)
 
(5,330
)
 
(82.3
)
Interest expense
 
(66,758
)
 
(73,384
)
 
(9.0
)
Other non-operating items
 
(6,182
)
 
444,165

 
(101.4
)
Total
 
(73,881
)
 
365,451

 
(120.2
)
 
 
 
 
 
 
 
Income before income taxes
 
253,014

 
592,791

 
(57.3
)
Provision for income taxes
 
81,609

 
90,422

 
(9.7
)
Income from continuing operations
 
171,405

 
502,369

 
(65.9
)
Net income attributable to noncontrolling interests
 
(15,463
)
 
(18,938
)
 
(18.3
)
Net income from continuing operations attributable to TEGNA Inc.
 
$
155,942

 
$
483,431

 
(67.7
)
 
 
 
 
 
 
 
Earnings from continuing operations per share:
 
 
 
 
 
 
Basic
 
$
0.71

 
$
2.14

 
(66.8
)
Diluted
 
$
0.69

 
$
2.09

 
(67.0
)
 
 
 
 
 
 
 
Weighted average number of common shares outstanding:
 
 
 
 
 
 
Basic
 
220,768

 
226,046

 
(2.3
)
Diluted
 
225,129

 
231,157

 
(2.6
)
 
 
 
 
 
 
 
Dividends declared per share
 
$
0.14

 
$
0.20

 
(30.0
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 




CONDENSED CONSOLIDATED STATEMENTS OF INCOME
TEGNA Inc.
Unaudited, in thousands (except per share amounts)
 
 
 
 
 
 
 
Table No. 1 (continued)
 
 
 
 
 
 
 
 
Year Ended
 2015
 
Year Ended 2014
 
% Increase
(Decrease)
 
 
 
 
(recast)
 
 
Net operating revenues:
 
 
 
 
 
 
Media
 
$
1,682,144

 
$
1,691,866

 
(0.6
)
Digital
 
1,368,801

 
934,275

 
46.5

Total
 
3,050,945

 
2,626,141

 
16.2

 
 
 
 
 
 
 
Operating expenses:
 
 
 
 
 
 
Cost of sales and operating expenses, exclusive of depreciation
 
923,336

 
954,990

 
(3.3
)
Selling, general and administrative expenses, exclusive of depreciation
 
1,068,221

 
766,854

 
39.3

Depreciation
 
90,803

 
85,866

 
5.7

Amortization of intangible assets
 
114,284

 
65,971

 
73.2

Facility consolidation and asset impairment charges
 
(58,857
)
 
44,961

 
(230.9
)
Total
 
2,137,787

 
1,918,642

 
11.4

Operating income
 
913,158

 
707,499

 
29.1

 
 
 
 
 
 
 
Non-operating (expense) income:
 
 
 
 
 
 
Equity income (loss) in unconsolidated investees, net
 
(5,064
)
 
151,462

 
(103.3
)
Interest expense
 
(273,629
)
 
(272,668
)
 
0.4

Other non-operating items
 
(11,529
)
 
404,403

 
(102.9
)
Total
 
(290,222
)
 
283,197

 
(202.5
)
 
 
 
 
 
 
 
Income before income taxes
 
622,936

 
990,696

 
(37.1
)
Provision for income taxes
 
202,314

 
234,471

 
(13.7
)
Income from continuing operations
 
420,622

 
756,225

 
(44.4
)
Net income attributable to noncontrolling interests
 
(63,164
)
 
(68,289
)
 
(7.5
)
Net income from continuing operations attributable to TEGNA Inc.
 
$
357,458

 
$
687,936

 
(48.0
)
 
 
 
 
 
 
 
Earnings from continuing operations per share:
 
 
 
 
 
 
Basic
 
$
1.59

 
$
3.04

 
(47.7
)
Diluted
 
$
1.56

 
$
2.97

 
(47.5
)
 
 
 
 
 
 
 
Weighted average number of common shares outstanding:
 
 
 
 
 
 
Basic
 
224,688

 
226,292

 
(0.7
)
Diluted
 
229,721

 
231,907

 
(0.9
)
 
 
 
 
 
 
 
Dividends declared per share
 
$
0.68

 
$
0.80

 
(15.0
)




BUSINESS SEGMENT INFORMATION
TEGNA Inc.
Unaudited, in thousands of dollars
 
 
 
 
 
 
 
Table No. 2
 
 
 
 
 
 
 
 
Fourth Quarter 2015
 
Fourth Quarter 2014
 
% Increase
(Decrease)
 
 
 
 
(recast)
 
 
Net operating revenues:
 
 
 
 
 
 
Media
 
$
462,233

 
$
494,831

 
(6.6
)
Digital
 
343,031

 
347,215

 
(1.2
)
Total
 
$
805,264

 
$
842,046

 
(4.4
)
 
 
 
 
 
 
 
Operating income (net of depreciation, amortization and facility consolidation and asset impairment charges):
 
 
 
 
 
 
Media
 
$
200,680

 
$
243,179

 
(17.5
)
Digital
 
53,924

 
30,905

 
74.5

Corporate
 
(17,601
)
 
(17,801
)
 
(1.1
)
Net gain on sale of corporate headquarters building
 
89,892

 

 
***

Unallocated costs (c)
 

 
(28,943
)
 
(100.0
)
Total
 
$
326,895

 
$
227,340

 
43.8

 
 
 
 
 
 
 
Depreciation, amortization and facility consolidation and asset impairment charges:
 
 
 
 
 
 
Media
 
$
20,173

 
$
26,007

 
(22.4
)
Digital
 
40,857

 
62,098

 
(34.2
)
Corporate
 
(88,787
)
 
2,023

 
***

Total
 
$
(27,757
)
 
$
90,128

 
(130.8
)
 
 
 
 
 
 
 
Adjusted EBITDA (a):
 
 
 
 
 
 
Media
 
$
224,474

 
$
270,536

 
(17.0
)
Digital
 
96,205

 
96,114

 
0.1

Corporate (b)
 
(14,846
)
 
(15,778
)
 
(5.9
)
Unallocated costs (c)
 

 
(28,943
)
 
(100.0
)
Total
 
$
305,833

 
$
321,929

 
(5.0
)
 
 
 
 
 
 
 
(a) "Adjusted EBITDA" is a non-GAAP measure used by management to measure, analyze and compare the performance of its business segment operations at a more detailed level and in a meaningful and consistent manner. The definition of "Adjusted EBITDA" is provided in the section "Use of Non-GAAP Information" and Table No. 4 provides reconciliations to the most directly comparable financial measure calculated and presented in accordance with GAAP on the company's condensed consolidated statements of income.
(b) Includes non cash rent of $1.7 million as a result of the sale of the company's McLean, VA headquarters.
(c) Unallocated expenses represent certain expenses that historically were allocated to the former Publishing Segment but that could not be allocated to discontinued operations because they were not clearly and specifically identifiable to the spun-off businesses, the accounting criteria for reclassification to discontinued operations. 





BUSINESS SEGMENT INFORMATION
TEGNA Inc.
Unaudited, in thousands of dollars
 
 
 
 
 
 
 
Table No. 2 (continued)
 
 
 
 
 
 
 
 
Year Ended 2015
 
Year Ended 2014
 
% Increase
(Decrease)
 
 
 
 
(recast)
 
 
Net operating revenues:
 
 
 
 
 
 
Media
 
$
1,682,144

 
$
1,691,866

 
(0.6
)
Digital
 
1,368,801

 
934,275

 
46.5

Total
 
$
3,050,945

 
$
2,626,141

 
16.2

 
 
 
 
 
 
 
Operating income (net of depreciation, amortization and facility consolidation and asset impairment charges):
 
 
 
 
 
 
Media
 
$
714,237

 
$
747,020

 
(4.4
)
Digital
 
229,386

 
119,908

 
91.3

Corporate
 
(68,418
)
 
(71,256
)
 
(4.0
)
Net gain on sale of corporate headquarters building
 
89,892

 

 
***

Unallocated costs (c)
 
(51,939
)
 
(88,173
)
 
(41.1
)
Total
 
$
913,158

 
$
707,499

 
29.1

 
 
 
 
 
 
 
Depreciation, amortization and facility consolidation and asset impairment charges:
 
 
 
 
 
 
Media
 
$
81,665

 
$
94,129

 
(13.2
)
Digital
 
146,907

 
91,967

 
59.7

Corporate
 
(82,342
)
 
10,702

 
(869.4
)
Total
 
$
146,230

 
$
196,798

 
(25.7
)
 
 
 
 
 
 
 
Adjusted EBITDA (a):
 
 
 
 
 
 
Media
 
$
787,162

 
$
844,880

 
(6.8
)
Digital
 
379,889

 
214,986

 
76.7

Corporate (b)
 
(59,218
)
 
(60,554
)
 
(2.2
)
Unallocated costs (c)
 
(51,939
)
 
(88,173
)
 
(41.1
)
Total
 
$
1,055,894

 
$
911,139

 
15.9

 
 
 
 
 
 
 
(a) "Adjusted EBITDA" is a non-GAAP measure used by management to measure, analyze and compare the performance of its business segment operations at a more detailed level and in a meaningful and consistent manner. The definition of "Adjusted EBITDA" is provided in the section "Use of Non-GAAP Information" and Table No. 4 provides reconciliations to the most directly comparable financial measure calculated and presented in accordance with GAAP on the company's condensed consolidated statements of income.
(b) Includes non cash rent of $1.7 million as a result of the sale of the company's McLean, VA headquarters.
(c) Unallocated expenses represent certain expenses that historically were allocated to the former Publishing Segment but that could not be allocated to discontinued operations because they were not clearly and specifically identifiable to the spun-off businesses, the accounting criteria for reclassification to discontinued operations. 






USE OF NON-GAAP INFORMATION

The company uses non-GAAP financial performance and liquidity measures to supplement the financial information presented on a GAAP basis. These non-GAAP financial measures should not be considered in isolation from or as a substitute for the related GAAP measures, and should be read together with financial information presented on a GAAP basis.

The company discusses in this report non-GAAP financial performance measures that exclude from its reported GAAP results the impact of special items consisting of workforce restructuring charges, transformation items, non-cash asset impairment charges, certain gains and expenses recognized in operating and non-operating categories and charges/(credits) to our income tax provision. The company believes that such expenses, charges and gains are not indicative of normal, ongoing operations and their inclusion in results makes for more difficult comparisons between years and with peer group companies.

The company also discusses Adjusted EBITDA, a non-GAAP financial performance measure that it believes offers a useful view of the overall operation of its businesses. Adjusted EBITDA is defined as net income from continuing operations attributable to TEGNA before (1) net income attributable to noncontrolling interests, (2) income taxes, (3) interest expense, (4) equity income (losses), (5) other non-operating items, (6) workforce restructuring, (7) other transformation items, (8) asset impairment charges, (9) depreciation and (10) amortization. When Adjusted EBITDA is discussed in reference to performance on a consolidated basis, the most directly comparable GAAP financial measure is Net income from continuing operations attributable to TEGNA. Management does not analyze non-operating items such as interest expense and income taxes on a segment level; therefore, the most directly comparable GAAP financial measure to Adjusted EBITDA when performance is discussed on a segment level is Operating income. This earnings report also discusses free cash flow, a non-GAAP liquidity measure. Free cash flow is defined as “net cash flow from operating activities” as reported on the statement of cash flows reduced by “purchase of property, plant and equipment” and increased by voluntary pension contributions, net of related tax benefit. The company believes that free cash flow is a useful measure for management and investors to evaluate the level of cash generated by operations and the ability of its operations to fund investments in new and existing businesses, return cash to shareholders under the company’s capital program, repay indebtedness, add to the company’s cash balance, or use in other discretionary activities. Management uses free cash flow to monitor cash available for repayment of indebtedness and in its discussions with the investment community.

Management uses non-GAAP financial performance measures for purposes of evaluating business unit and consolidated company performance. The company therefore believes that each of the non-GAAP measures presented provides useful information to investors by allowing them to view our businesses 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 businesses. In addition, many of our peer group companies present similar non-GAAP measures so the presentation of such measures facilitates industry comparisons. Tabular reconciliations for the non-GAAP financial measures are contained in Tables 3 through 6     attached to this news release.





NON-GAAP FINANCIAL INFORMATION
TEGNA Inc.
Unaudited, in thousands of dollars (except per share amounts)
 
 
 
 
 
 
 
 
 
 
 
 
Table No. 3
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Reconciliations of certain line items impacted by special items to the most directly comparable financial measure calculated and presented in accordance with GAAP on the company's condensed consolidated statements of income follow:
 
 
 
 
 
 
 
GAAP
Measure
 
Special Items
 
Non-GAAP
Measure
 
Fourth Quarter 2015
 
Workforce
restructuring
 
Facility consolidation and asset impairment
 
Non-operating items
 
Special tax credit
 
Fourth Quarter 2015
 
 
 
 
 
 
 
 
 
 
 
 
Cost of goods sold, exclusive of depreciation
$
232,555

 
$
(4,288
)
 
$

 
$

 
$

 
$
228,267

Selling general and administrative expenses, exclusive of depreciation
273,571

 
(757
)
 

 

 

 
272,814

Facility consolidation and asset impairment
(75,936
)
 

 
75,936

 

 

 

Operating expenses
478,369

 
(5,045
)
 
75,936



 

 
549,260

Operating income
326,895

 
5,045

 
(75,936
)


 

 
256,004

Other non-operating items
(6,182
)
 

 

 
8,829

 

 
2,647

Total non-op (expense) income
(73,881
)
 

 


8,829

 

 
(65,052
)
Income before income taxes
253,014

 
5,045

 
(75,936
)

8,829

 

 
190,952

Provision for income taxes
81,609

 
1,961

 
(32,140
)
 
3,442

 
1,283

 
56,155

Net income from continuing operations attributable to TEGNA
155,942

 
3,084

 
(43,796
)

5,387

 
(1,283
)
 
119,334

Net income from continuing operations per share-diluted (a)
$
0.69

 
$
0.01

 
$
(0.19
)

$
0.02

 
$
(0.01
)
 
$
0.53

(a) total per share does not sum due to rounding
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GAAP
Measure
 
Special Items
 
Non-GAAP
Measure
 
Fourth Quarter 2014
 
Workforce
restructuring
 
Facility consolidation and asset impairment
 
Non-operating items
 
Special tax credit
 
Fourth Quarter 2014
 
(recast)
 
 
 
 
 
 
 
 
 
(recast)
 
 
 
 
 
 
 
 
 
 
 
 
Cost of goods sold, exclusive of depreciation
$
254,898

 
$
(3,792
)
 
$

 
$

 
$

 
$
251,106

Selling general and administrative expenses, exclusive of depreciation
269,680

 
(669
)
 

 

 

 
269,011

Facility consolidation and asset impairment
35,346

 

 
(35,346
)
 

 

 

Operating expenses
614,706

 
(4,461
)
 
(35,346
)




 
574,899

Operating income
227,340

 
4,461

 
35,346





 
267,147

Equity income (loss) in unconsolidated investees, net
(5,330
)
 

 

 
4,805

 

 
(525
)
Other non-operating items
444,165

 

 

 
(444,045
)
 

 
120

Total non-op (expense) income
365,451

 

 


(439,240
)


 
(73,789
)
Income before income taxes
592,791

 
4,461

 
35,346


(439,240
)


 
193,358

Provision for income taxes
90,422

 
1,660

 
3,928

 
(163,342
)
 
129,129

 
61,797

Net income from continuing operations attributable to TEGNA
483,431

 
2,801

 
31,418


(275,898
)

(129,129
)
 
112,623

Net income from continuing operations per share - diluted
$
2.09

 
$
0.01

 
$
0.14

 
$
(1.19
)
 
$
(0.56
)
 
$
0.49





NON-GAAP FINANCIAL INFORMATION
TEGNA Inc.
Unaudited, in thousands of dollars (except per share amounts)


 
 
 
 
 
 
 
 
 
 
 
 
Table No. 3 (continued)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GAAP
Measure
 
Special Items
 
Non-GAAP Measure
 
Year Ended 2015
 
Workforce
restructuring
 
Facility consolidation and asset impairment
 
Non-operating items
 
Special tax credit
 
Year Ended 2015
 
 
 
 
 
 
 
 
 
 
 
 
Cost of goods sold, exclusive of depreciation
$
923,336

 
$
(6,430
)
 
$
12,709

 
$

 
$

 
$
929,615

Selling general and administrative expenses, exclusive of depreciation
1,068,221

 
(1,135
)
 

 

 

 
1,067,086

Facility consolidation and asset impairment
(58,857
)
 

 
58,857

 

 

 

Operating expenses
2,137,787

 
(7,565
)
 
71,566

 

 

 
2,201,788

Operating income
913,158

 
7,565

 
(71,566
)
 

 

 
849,157

Other non-operating items
(11,529
)
 

 

 
10,282

 

 
(1,247
)
Total non-op (expense) income
(290,222
)
 

 

 
10,282

 

 
(279,940
)
Income before income taxes
622,936

 
7,565

 
(71,566
)
 
10,282

 

 
569,217

Provision for income taxes
202,314

 
2,899

 
(30,514
)
 
(2,295
)
 
3,305

 
175,709

Net income from continuing operations attributable to TEGNA
357,458

 
4,666

 
(41,052
)
 
12,577

 
(3,305
)
 
330,344

Net income from continuing operations per share - diluted (a)
$
1.56

 
$
0.02

 
$
(0.17
)
 
$
0.05

 
$
(0.01
)
 
$
1.44

(a) total per share does not sum due to rounding
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GAAP
Measure
 
Special Items
 
Non-GAAP Measure
 
Year Ended 2014
 
Workforce
restructuring
 
Facility consolidation and asset impairment
 
Non-operating items
 
Special tax credit
 
Year Ended 2014
 
(recast)
 
 
 
 
 
 
 
 
 
(recast)
 
 
 
 
 
 
 
 
 
 
 
 
Cost of goods sold, exclusive of depreciation
$
954,990

 
$
(5,816
)
 
$

 
$

 
$


$
949,174

Selling and general and administrative expenses, exclusive of depreciation
766,854

 
(1,026
)
 

 

 


765,828

Amortization of intangible assets
65,971

 

 
(4,480
)
 

 


61,491

Facility consolidation and asset impairment
44,961

 

 
(44,961
)
 

 



Operating expenses
1,918,642

 
(6,842
)
 
(49,441
)
 

 


1,862,359

Operating income
707,499

 
6,842

 
49,441

 

 


763,782

Equity income in unconsolidated investees, net
151,462

 

 

 
(137,199
)
 


14,263

Other non-operating items
404,403

 

 

 
(404,674
)
 


(271
)
Total non-op (expense) income
283,197

 

 

 
(541,873
)
 


(258,676
)
Income before income taxes
990,696

 
6,842

 
49,441

 
(541,873
)
 


505,106

Provision for income taxes
234,471

 
2,545

 
9,059

 
(203,234
)
 
109,933


152,774

Net income from continuing operations attributable to TEGNA
687,936

 
4,297

 
40,382

 
(338,639
)

(109,933
)

284,043

Net income from continuing operations per share - diluted (a)
$
2.97

 
$
0.02

 
$
0.17

 
$
(1.46
)
 
$
(0.47
)
 
$
1.22

(a) total per share does not sum due to rounding
 
 
 
 
 
 
 
 
 
 




NON-GAAP FINANCIAL INFORMATION
TEGNA Inc.
Unaudited, in thousands of dollars
 
 
 
 
 
 
 
 
 
 
Table No. 4
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Reconciliations of Adjusted EBITDA to the most directly comparable financial measure calculated and presented in accordance with GAAP on the company's condensed consolidated statements of income follow:
 
 
 
 
 
 
 
 
 
 
Fourth Quarter 2015:
 
 
 
 
 
 
 
 
 
 
 Media
 
 Digital
 
Corporate
 
Consolidated
Total
 
 
 
 
 
 
 
 
 
 
 
 
Net income from continuing operations attributable to TEGNA Inc. (GAAP basis)
 
 
 
 
 
 
$
155,942

 
 
Net income attributable to noncontrolling interests
 
 
 
 
 
 
15,463

 
 
Provision for income taxes
 
 
 
 
 
 
81,609

 
 
Interest expense
 
 
 
 
 
 
66,758

 
 
Equity loss in unconsolidated investees, net
 
 
 
 
 
 
941

 
 
Other non-operating items
 
 
 
 
 
 
6,182

 
 
Operating income (GAAP basis)
$
200,680

 
$
53,924

 
$
72,291

 
$
326,895

 
 
Workforce restructuring
3,621

 
1,424

 

 
5,045

 

Other transformation costs
3,006

 
1,988

 
962

 
5,956

 

Asset impairment charges

 
8,000

 

 
8,000

 
 
     Gain on sale of Corporate HQ building, net

 

 
(89,892
)
 
(89,892
)
 
 
Adjusted operating income (non-GAAP basis)
207,307

 
65,336

 
(16,639
)
 
256,004

 

Depreciation
11,676

 
8,232

 
143

 
20,051

 
 
Amortization
5,491

 
22,637

 

 
28,128

 
 
Non-cash rent

 

 
1,650

 
1,650

 
 
Adjusted EBITDA (non-GAAP basis)
$
224,474

 
$
96,205

 
$
(14,846
)
 
$
305,833

 
 
 
 
 
 
 
 
 
 
 
 
Fourth Quarter 2014 (recast):
 
 
 
 
 
 
 
 
 
 
 Media
 
 Digital
 
Corporate
 
Unallocated Costs
 
Consolidated
Total
 
 
 
 
 
 
 
 
 
 
Net income from continuing operations attributable to TEGNA Inc. (GAAP basis)
 
 
 
 
 
 
 
 
$
483,431

Net income attributable to noncontrolling interests
 
 
 
 
 
 
 
 
18,938

Provision for income taxes
 
 
 
 
 
 
 
 
90,422

Interest expense
 
 
 
 
 
 
 
 
73,384

Equity loss in unconsolidated investees, net
 
 
 
 
 
 
 
 
5,330

Other non-operating items
 
 
 
 
 
 
 
 
(444,165
)
Operating income (GAAP basis)
$
243,179

 
$
30,905

 
$
(17,801
)
 
$
(28,943
)
 
$
227,340

Workforce restructuring
1,350

 
3,111

 

 

 
4,461

Other transformation costs
4,104

 

 

 

 
4,104

Asset impairment charges

 
31,242

 

 

 
31,242

Adjusted operating income (non-GAAP basis)
248,633

 
65,258

 
(17,801
)
 
(28,943
)
 
267,147

Depreciation
15,860

 
7,587

 
2,023

 

 
25,470

Amortization
6,043

 
23,269

 

 

 
29,312

Adjusted EBITDA (non-GAAP basis)
$
270,536

 
$
96,114

 
$
(15,778
)
 
$
(28,943
)
 
$
321,929

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 




NON-GAAP FINANCIAL INFORMATION
TEGNA Inc.
Unaudited, in thousands of dollars
 
 
 
 
 
 
 
 
 
 
Table No. 4 (continued)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Year Ended 2015:
 
 
 
 
 
 
 
 
 
 
 Media
 
 Digital
 
Corporate
 
Unallocated Costs
 
Consolidated
Total
 
 
 
 
 
 
 
 
 
 
Net income from continuing operations attributable to TEGNA Inc. (GAAP basis)
 
 
 
 
 
 
 
 
$
357,458

Net income attributable to noncontrolling interests
 
 
 
 
 
 
 
 
63,164

Provision for income taxes
 
 
 
 
 
 
 
 
202,314

Interest expense
 
 
 
 
 
 
 
 
273,629

Equity loss in unconsolidated investees, net
 
 
 
 
 
 
 
 
5,064

Other non-operating items
 
 
 
 
 
 
 
 
11,529

Operating income (GAAP basis)
$
714,237

 
$
229,386

 
$
21,474

 
$
(51,939
)
 
$
913,158

Workforce restructuring
3,969

 
3,596

 

 

 
7,565

Other transformation items
(4,631
)
 
13,095

 
962

 

 
9,426

Asset impairment charges

 
8,900

 

 

 
8,900

Gain on sale of Corporate HQ building, net

 

 
(89,892
)
 

 
(89,892
)
Adjusted operating income (non-GAAP basis)
713,575

 
254,977

 
(67,456
)
 
(51,939
)
 
849,157

Depreciation
51,131

 
33,084

 
6,588

 

 
90,803

Amortization
22,456

 
91,828

 

 

 
114,284

Non-cash rent

 

 
1,650

 

 
1,650

Adjusted EBITDA (non-GAAP basis)
$
787,162

 
$
379,889

 
$
(59,218
)
 
$
(51,939
)
 
$
1,055,894

 
 
 
 
 
 
 
 
 
 
Year Ended 2014 (recast):
 
 
 
 
 
 
 
 
 
 
 Media
 
 Digital
 
Corporate
 
Unallocated Costs
 
Consolidated
Total
 
 
 
 
 
 
 
 
 
 
Net income from continuing operations attributable to TEGNA Inc. (GAAP basis)
 
 
 
 
 
 
 
 
$
687,936

Net income attributable to noncontrolling interests
 
 
 
 
 
 
 
 
68,289

Provision for income taxes
 
 
 
 
 
 
 
 
234,471

Interest expense
 
 
 
 
 
 
 
 
272,668

Equity income in unconsolidated investees, net
 
 
 
 
 
 
 
 
(151,462
)
Other non-operating items
 
 
 
 
 
 
 
 
(404,403
)
Operating income (GAAP basis)
$
747,020

 
$
119,908

 
$
(71,256
)
 
$
(88,173
)
 
$
707,499

Workforce restructuring
3,731

 
3,111

 

 

 
6,842

Other transformation costs
18,199

 

 

 

 
18,199

Asset impairment charges

 
31,242

 

 

 
31,242

Adjusted operating income (non-GAAP basis)
768,950

 
154,261

 
(71,256
)
 
(88,173
)
 
763,782

Depreciation
51,813

 
23,351

 
10,702

 

 
85,866

Adjusted amortization (non-GAAP basis)
24,117

 
37,374

 

 

 
61,491

Adjusted EBITDA (non-GAAP basis)
$
844,880

 
$
214,986

 
$
(60,554
)
 
$
(88,173
)
 
$
911,139






NON-GAAP FINANCIAL INFORMATION
TEGNA Inc.
Unaudited, in thousands of dollars
 
 
 
 
 
Table No. 5
 
 
 
 
 
 
 
 
 
"Free cash flow" is a non-GAAP liquidity measure used in addition to and in conjunction with results presented in accordance with GAAP. Free cash flow should not be relied upon to the exclusion of GAAP financial measures.
 
 
 
 
 
 
 
 
 
 
 
Fourth Quarter 2015
 
Year Ended 2015
 
 
 
 
 
 
Net cash flow from operating activities
$
133,873

 
$
613,106

 
Purchase of property, plant and equipment
(43,870
)
 
(118,767
)
 
Voluntary pension employer contribution

 
100,000

 
Tax benefit for voluntary pension employer contribution

 
(37,200
)
 
Free cash flow
$
90,003

 
$
557,139

 






TAX RATE CALCULATION
TEGNA Inc.
Unaudited, in thousands of dollars
 
 
 
 
 
 
 
 
Table No. 6
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
The calculations of the company's effective tax rate on a GAAP and non-GAAP basis are below:
 
 
 
 
 
 
 
 
 
GAAP
 
Non-GAAP
 
Fourth Quarter 2015
 
Fourth Quarter 2014
 
Fourth Quarter 2015
 
Fourth Quarter 2014
 
 
 
(recast)
 
 
 
(recast)
 
 
 
 
 
 
 
 
Income before taxes (per Table 3)
$
253,014

 
$
592,791

 
$
190,952

 
$
193,358

Noncontrolling interests (per Table 1)
(15,463
)
 
(18,938
)
 
(15,463
)
 
(18,938
)
Income before taxes attributable to TEGNA
$
237,551

 
$
573,853

 
$
175,489

 
$
174,420

 
 
 
 
 
 
 
 
Provision for income taxes (per Table 3)
$
81,609

 
$
90,422

 
$
56,155

 
$
61,797

 
 
 
 
 
 
 
 
Effective tax rate
34.4
%
 
15.8
%
 
32.0
%
 
35.4
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GAAP
 
Non-GAAP
 
Year Ended 2015
 
Year Ended 2014
 
Year Ended 2015
 
Year Ended 2014
 
 
 
(recast)
 
 
 
(recast)
 
 
 
 
 
 
 
 
Income before taxes (per Table 3)
$
622,936

 
$
990,696

 
$
569,217

 
$
505,106

Noncontrolling interests (per Table 1)
(63,164
)
 
(68,289
)
 
(63,164
)
 
(68,289
)
Income before taxes attributable to TEGNA
$
559,772

 
$
922,407

 
$
506,053

 
$
436,817

 
 
 
 
 
 
 
 
Provision for income taxes (per Table 3)
$
202,314

 
$
234,471

 
$
175,709

 
$
152,774

 
 
 
 
 
 
 
 
Effective tax rate
36.1
%
 
25.4
%
 
34.7
%
 
35.0
%