PNC.A Postmedia Network Canada Corp. A

Postmedia Reports Fourth Quarter Results

Postmedia Network Canada Corp. (“Postmedia” or the “Company”) today released financial information for the three months and year ended August 31, 2016. The results for the three months and year ended August 31, 2016 include the results of the English language newspapers and specialty publications, as well as digital properties, acquired from Quebecor Media Inc. on April 13, 2015 (the “Sun Acquisition”).

Fourth Quarter Operating Results

Net loss in the quarter ended August 31, 2016 was $99.4 million, as compared to $54.1 million in the same period in the prior year. The increase in net loss was primarily the result of an increase in operating loss, which includes a $60.7 million non-cash impairment charge, partially offset by decreases in non-cash losses on derivative financial instruments and non-cash foreign currency exchange losses related to the carrying value of the Company’s US dollar denominated debt.

Operating income before depreciation, amortization, impairment and restructuring of $7.4 million in the quarter represents a decrease of $14.9 million relative to the same period in the prior year. The decrease is due to revenue declines which were only partially offset by operating cost savings related to cost saving initiatives.

Revenue for the quarter was $198.7 million as compared to $230.2 million in the prior year, a decrease of $31.6 million (13.7%). The revenue decline was primarily due to decreases in print advertising revenue of $26.4 million (21.3%) and print circulation revenue of $5.6 million (8.0%). Digital revenue increased by 0.8% in the quarter.

Total operating expenses excluding depreciation, amortization, impairment and restructuring decreased $16.6 million (8.0%) for the quarter, relative to the same period in the prior year. The decrease was primarily related to cost reduction initiatives implemented prior to August 31, 2016.

Full Year Operating Results

Net loss in the year ended August 31, 2016 was $352.5 million, as compared to $263.4 million in the prior year. The increase in net loss was the result of an increase of $114.7 million related to non-cash impairment charges and an increase in interest expense, partially offset by non-cash foreign currency exchange gains related to the carrying value of the Company’s US dollar denominated debt and a decrease in non-cash losses on derivative financial instruments.

Operating income before depreciation, amortization, impairment and restructuring for the year ended August 31, 2016 was $82.3 million, a decrease of $29.1 million (26.1%) relative to the prior year. The decrease is due to revenue declines which were only partially offset by operating cost savings related to the cost savings initiatives, and the operating income before depreciation, amortization and restructuring of the properties acquired in the Sun Acquisition. In addition, during the year ended August 31, 2015, a compensation expense recovery of $17.3 million was recorded related to the Company’s Ontario Digital Media Tax Credit claim (“Tax Credit”). If the Tax Credit is excluded from prior year results, operating income before depreciation, amortization, impairment and restructuring would have decreased $11.8 million (12.5%).

Revenue for the year ended August 31, 2016 was $877.2 million as compared to $750.3 million in the prior year, an increase of $126.9 million (16.9%). Excluding the impact of the Sun Acquisition, revenue for the year ended August 31, 2016 was $518.6 million, a decrease of $78.1 million (13.1%) relative to the prior year. The revenue decline excluding the impact of the Sun Acquisition was primarily due to decreases in print advertising revenue of $58.8 million (19.1%), print circulation revenue of $14.0 million (7.6%) and digital revenue of $1.9 million (2.2%).

Total operating expenses excluding depreciation, amortization, impairment and restructuring increased $155.9 million for the year ended August 31, 2016, relative to the prior year. The increase primarily relates to the impact of the properties acquired in the Sun Acquisition, increases in production expenses as a result of the outsourcing of production of The Vancouver Sun and The Province in February 2015 and the fact that there was no Tax Credit in the year ended August 31, 2016 compared to a recovery of $17.3 million in the year ended August 31, 2015. Partially offsetting these increases were decreases in operating expenses excluding depreciation, amortization, impairment and restructuring related to ongoing cost reduction initiatives.

Business Transformation Initiatives

In July 2015, the Company announced it would undertake cost reduction initiatives targeted to deliver $50 million in annualized operating cost savings by the end of fiscal 2017 (the “Transformation Program”). The operating cost savings target was subsequently updated to $80 million in net annualized cost savings which is expected to be completed in the first quarter of fiscal 2017.

These cost reductions are expected to come from a combination of acquisition synergies and further reorganization of the Company’s operations. During the three months ended August 31, 2016, the Company implemented initiatives which are expected to result in an additional $11 million of net annualized cost savings under the Transformation Program. In total, the Company has implemented net annualized cost savings of approximately $75 million of operating costs since the program was announced in July 2015.

The Company intends to undertake additional cost savings initiatives throughout fiscal 2017. As part of these efforts, today the Company announced a staff reduction program aimed at reducing salary expenses by 20%. The initiative includes a Company-wide Voluntary Buyout (VBO) Program. The reductions will come from all levels and operations across Postmedia.

Recapitalization Transaction

On October 5, 2016, the Company completed a recapitalization transaction (the “Recapitalization Transaction”) by way of a corporate plan of arrangement under the Canada Business Corporations Act which has the following key elements:

  • the 8.25% senior secured notes issued by Postmedia Network Inc. (“PNI”) due August 2017 have been extended by approximately four years to July 2021 and reduced to C$225 million with a cash repayment of approximately C$78 million at par;
  • all of the 12.50% senior secured notes issued by PNI due July 2018 in the aggregate principal amount of approximately US$268.6 million, together with all interest accrued from and after July 15, 2016, have been exchanged for approximately 98% of the total number of voting shares and variable voting shares of the Company;
  • the voting shares and variable voting shares of the Company have been consolidated on the basis of one post-consolidation variable voting share for every 150 pre-consolidation variable voting shares and one post-consolidation voting share for every 150 pre-consolidation voting shares;
  • approximately US$84.4 million of new capital has been invested in the form of new U.S. dollar denominated second lien secured notes due July 2023 with no cash interest for the first three years, subject to certain conditions;
  • the Company’s total debt has been reduced by approximately C$307 million and its annual cash interest expense has been reduced by approximately C$50 million; and
  • obligations to employees, customers and suppliers were not affected by the Recapitalization Transaction.

Management Commentary

“We continue to operate in a challenging industry,” said Paul Godfrey, President and CEO. “We do see some hopeful signs in our newer revenue initiatives. We will continue to transform our business to address the industry disruption.”

Additional Information

Additional information, including financial statements and management’s discussion and analysis can be found on the Company’s website at www.postmedia.com/investors/financial-reports or on SEDAR at www.sedar.com.

Note: All dollar amounts are expressed in Canadian dollars unless otherwise specified.

About Postmedia Network Canada Corp.

Postmedia Network Canada Corp. (TSX:PNC.A, PNC.B) is the holding company that owns Postmedia Network Inc., a Canadian newsmedia company representing more than 200 brands across multiple print, online, and mobile platforms. Award-winning journalists and innovative product development teams bring engaging content to millions of people every week whenever and wherever they want it. This exceptional content, reach and scope offers advertisers and marketers compelling solutions to effectively reach target audiences. For more information, visit www.postmedia.com.

Forward-Looking Information

This news release may include information that is “forward-looking information” under applicable Canadian securities laws. The Company has tried, where possible, to identify such information and statements by using words such as “believe,” “expect,” “intend,” “estimate,” “anticipate,” “may,” “will,” “could,” “would,” “should” and similar expressions and derivations thereof in connection with any discussion of future events, trends or prospects or future operating or financial performance. Forward-looking statements in this news release include statements with respect to the implementation and results of the Company’s transformation initiatives, the realization of anticipated cost savings. By their nature, forward-looking information and statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. These risks and uncertainties include, among others: the risks associated with the possible failure to realize the anticipated synergies in integrating the operations of the Sun Media publications with the operations of Postmedia; competition from other newspapers and alternative forms of media; the effect of economic conditions on advertising revenue; the ability of the Company to build out its digital media and online businesses; the failure to maintain current print and online newspaper readership and circulation levels; the realization of anticipated cost savings; possible damage to the reputation of the Company’s brands or trademarks; possible labour disruptions; possible environmental liabilities, litigation and pension plan obligations; fluctuations in foreign exchange rates and the prices of newsprint and other commodities. For a complete list of our risk factors please refer to the section entitled “Risk Factors” contained in our annual management’s discussion and analysis for the years ended August 31, 2016 and 2015. Although the Company bases such information and statements on assumptions believed to be reasonable when made, they are not guarantees of future performance and actual results of operations, financial condition and liquidity, and developments in the industry in which the Company operates, may differ materially from any such information and statements in this press release. Given these risks and uncertainties, undue reliance should not be placed on any forward-looking information or forward-looking statements, which speak only as of the date of such information or statements. Other than as required by law, the Company does not undertake, and specifically declines, any obligation to update such information or statements or to publicly announce the results of any revisions to any such information or statements.





Postmedia Network Canada Corp.

Consolidated Statements of Operations

(UNAUDITED)

(In thousands of Canadian dollars, except per share amounts)  

For the three months

ended August 31,

 

For the year ended

August 31,

 

  2016   2015 2016   2015
 
Revenues
Print advertising 97,500 123,870 466,573 404,685
Print circulation 64,357 69,980 260,885 221,969
Digital 26,916 26,710 110,577 97,669
Other 9,901 9,672 39,121 25,960
Total revenues 198,674

230,232

877,156 750,283
Expenses
Compensation 85,259 92,140 361,738 293,326
Newsprint 12,765 13,539 50,591 37,015
Distribution 39,967 42,302 162,778 122,863
Production 18,246 19,063 70,787 58,908
Other operating 35,076 40,880 148,921 126,759

Operating income before depreciation, amortization,

impairment and restructuring

7,361

22,308

82,341

111,412

Depreciation 5,599 5,782 22,018 31,957
Amortization 5,323 10,847 21,919 40,146
Impairments 60,700 - 267,700 153,043
Restructuring and other items 12,313 11,349 42,570 34,622
Operating loss (76,574) (5,670) (271,866) (148,356)
Interest expense 16,645 18,821 72,649 69,157
Net financing expense related to employee benefit plans 1,450 1,405 5,798 5,577

(Gain) loss on disposal of property and equipment

and asset held-for-sale

53 (411) 294 (1,157)
Loss on derivative financial instruments 4,433 21,901 2,995 18,389
Foreign currency exchange (gains) losses 285 19,387 (1,120) 61,764
Loss before income taxes (99,440) (66,773) (352,482) (302,086)
Recovery of income taxes - (12,681) - (38,681)
Net loss attributable to equity holders of the Company (99,440) (54,092) (352,482) (263,405)
 
         
Loss per share attributable to equity holders of the Company
Basic $(0.35) $(0.19) $(1.25) $(1.98)
Diluted $(0.35) $(0.19) $(1.25) $(1.98)





Postmedia Network Canada Corp.

Consolidated Statements of Financial Position

(UNAUDITED)

(In thousands of Canadian dollars)   As at

August 31, 2016

  As at

August 31, 2015

 
Assets
Current Assets
Cash 17,139 43,813
Restricted cash 4,804 25,373
Accounts receivable 82,018 99,548
Income taxes receivable - 3,700
Inventory 7,036 6,879
Prepaid expenses and other assets 12,341 12,314
Total current assets 123,338 191,627
Non-Current Assets
Property and equipment 261,986 274,511
Derivative financial instruments 298 2,093
Other assets 4,339 3,998
Intangible assets 117,137 313,394
Goodwill - 88,474
Total assets 507,098 874,097
 
Liabilities and Equity
Current Liabilities
Accounts payable and accrued liabilities 89,849 87,083
Provisions 16,853 18,546
Deferred revenue 36,600 37,410
Current portion of long-term debt 301,045 25,996
Total current liabilities 444,347 169,035
Non-Current Liabilities
Long-term debt 352,103 646,336
Employee benefit obligations and other liabilities 188,479 147,574
Provisions 611 442
Total liabilities 985,540 963,387
 
Deficiency
Capital stock 535,468 535,468
Contributed surplus 10,315 10,169
Deficit (1,024,225) (634,927)
Total deficiency (478,442) (89,290)
Total liabilities and deficiency 507,098 874,097





Postmedia Network Canada Corp.

Consolidated Statements of Cash Flows

(UNAUDITED)

(In thousands of Canadian dollars)   For the three months ended August 31,   For the year ended August 31,
  2016   2015 2016   2015
 
Cash Generated (Utilized) by:
Operating Activities
Net loss attributable to equity holders of the Company (90,440) (54,092) (352,482) (263,405)
Items not affecting cash:
Depreciation 5,599 5,782 22,018 31,957
Amortization 5,323 10,847 21,919 40,146
Impairments 60,700 - 267,700 153,043
Loss on derivative financial instruments 4,433 21,901 2,995 18,389
Non-cash interest 4,987 1,260 8,016 3,905
(Gain) loss on disposal of property and equipment and asset held-for-sale 53 (411) 294 (1,157)
Non-cash foreign currency exchange (gains) losses 156 19,382 (1,107) 61,494
Share-based compensation plans and other long-term incentive plan expense (recovery) 82 (153) (166) 102
Recovery of deferred income taxes - (12,681) - (38,681)
Net financing expense relating to employee benefit plans 1,450 1,405 5,798 5,577
Non-cash compensation expense of employee benefit plans 252 - - -
Employee benefit funding in excess of compensation expense - (2,003) (1,468) (2,573)
Net change in non-cash operating accounts 11,707 4,369 19,903 17,185
Cash flows from (used in) operating activities (4,698) (4,394) (6,580) 25,982
 
Investing Activities
Net proceeds from the sale of property and equipment and asset held-for-sale 4 25,104 1,949 38,319
Purchases of property and equipment (5,303) (1,317) (11,736) (4,206)
Purchases of intangible assets (975) (192) (3,973) (753)
Purchases of warrants - - (1,200) -
Receipt of working capital adjustment - - 1,208 -
Acquisition, net of cash acquired - 27 (915) (303,458)
Cash flows from (used in) investing activities (6,274) 23,622 (14,667) (270,098)
 
Financing activities
Proceeds from issuance of long-term debt - - - 140,000
Proceeds from issuance of shares - - - 173,500
Repayment of long-term debt - - (25,996) (15,983)
Restricted cash 7,497 (25,373) 20,569 (25,373)
Debt issuance costs - (310) - (5,541)
Share issuance costs - (26) - (9,164)
Cash flow from (used in) financing activities 7,497 (25,709) (5,427) 257,439
 
Net change in cash for the period (3,475) (6,481) (26,674) 13,323
Cash at beginning of period 20,614 50,294 43,813 30,490
Cash at end of period 17,139 43,813 17,139 43,813
         
 
Supplemental disclosure of operating cash flows  
Interest (paid) received 11 (21,250) (49,783) (62,688)
Income taxes (paid) received - - 3,785 (47)

EN
20/10/2016

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