TPCO Tribune Publishing Company

Tribune Publishing Company (NASDAQ:TPCO) today announced financial results for the first quarter ended March 31, 2019. Unless otherwise noted, amounts and disclosures throughout this earnings release relate to continuing operations and exclude all discontinued operations including the Los Angeles Times, the San Diego Union-Tribune and other assets of the California News Group (collectively, the “California properties”) and forsalebyowner.com.

First Quarter 2019 Highlights:

• Total revenues increased to $244.5 million, up 2.6% year-over-year
• Net loss attributable to Tribune Publishing common stockholders decreased to $4.7 million, or $0.13 per share, in the first quarter of 2019 compared to a net loss of $14.6 million, or $0.42 per share in the first quarter of 2018
• Adjusted EBITDA increased to $21.3 million, up $12.8 million year-over-year
• Digital content revenues increased 43% compared to the first quarter of 2018
• Digital-only subscribers increased 45% to 283,000 at the end of the first quarter 2019, up from 195,000 at the end of the first quarter 2018

Timothy P. Knight, Tribune Publishing Chief Executive Officer and President, said, “Tribune Publishing is off to a very strong start to 2019. Our focus on driving digital content revenue growth, coupled with the cost management actions we implemented in late 2018, enabled us to deliver significant year-over-year improvement in Adjusted EBITDA, exceeding our expectations for the quarter and laying a solid foundation for our future.”

Mr. Knight continued, “I am pleased to report that we delivered growth across our digital subscription, commerce and content syndication operations in the first quarter, reflecting the success of our continued efforts to expand digital-only subscribers and revenue.  Importantly, we have delivered nineteen consecutive quarters of digital subscription volume and revenue growth across the Tribune Publishing portfolio, and the Chicago Tribune reached a key milestone by surpassing 100,000 paid digital subscribers - an achievement we proudly announced last week.”

“The foundation for these accomplishments is the remarkable performance of our newsrooms. They continue to produce a wide range of journalism that is valued by the communities they serve. We are also very pleased that the South Florida Sun Sentinel was awarded the 2019 Pulitzer Prize for Public Service for its extensive coverage of the Parkland School shooting, coverage that served to make schools safer both in Parkland and across the country. The Annapolis Capital Gazette was also honored with a Special Citation for its courageous reporting following the June attack on its own offices that killed five of its employees. The Pulitzer Board’s recognition of both of these distinguished titles is a testimony to the hard work and talent of our journalists, and we are deeply appreciative of their efforts,” Mr. Knight said.

First Quarter 2019 ResultsFirst quarter 2019 total revenues were $244.5 million, up $6.1 million or 2.6% compared to $238.4 million for the first quarter 2018. Revenues for the first quarter 2019 include $24.1 million attributable to one extra operating month in the quarter for BestReviews compared to the prior year period, the contribution from the Virginian-Pilot Media Companies (“VPMC”) acquisition and revenue associated with the Company’s Transition Service Arrangement with the California properties.

First quarter 2019 total advertising revenue and digital advertising revenue were $96.8 million and $20.8 million, respectively.

Total operating expenses, including depreciation and amortization, in the first quarter of 2019 were $251.9 million, down 6.5%, compared to $269.4 million in the first quarter of 2018. The decrease resulted from the Company’s ongoing strong cost management partially offset by the impact of the BestReviews and VPMC acquisitions.

Net loss from continuing operations was $4.7 million in the first quarter of 2019, compared to a loss of $28.1 million in the first quarter of 2018.

Adjusted EBITDA was $21.3 million in the first quarter of 2019, which grew by $12.8 million versus the first quarter of 2018. The year-over-year increase is primarily driven by strong expense management and growth in digital content revenue.

For the quarter ended March 31, 2019, capital expenditures totaled $3.9 million. Cash balance at March 31, 2019, was $142.2 million, which includes $43.9 million of restricted cash reflected in long-term assets.

Segment ResultsThe Company operates in two segments: M, which is comprised of the Company’s media groups excluding their digital revenues and related expenses (except digital subscription revenues when bundled with a print subscription) and X, which includes all digital revenues and related expenses of the Company from local Tribune Publishing websites, third-party websites, mobile applications, digital-only subscriptions, Tribune Content Agency and BestReviews.

Included in the tables below is segment reporting for M and X for the first quarters of 2019 and 2018.

MFirst quarter 2019 M total revenues were $198.0 million, down 3.0% compared to the first quarter of 2018. Excluding the impact of the Virginian-Pilot, revenue was down 8.8%.

First quarter 2019 operating expenses for M decreased 9.9% compared to the prior-year quarter, driven primarily by cost reduction actions, partially offset by expenses related to the VPMC business.

First quarter 2019 income from operations for M was $13.8 million and Adjusted EBITDA was $23.8 million.

XTotal revenues for X for the first quarter of 2019 were $39.6 million, up 12.6%, primarily driven by the impact of the VPMC and BestReviews businesses, as well as core growth in Digital Only Subscription revenue. Content revenues in the first quarter of 2019, which includes digital-only subscriptions, content syndication and commerce revenues, increased by 43.2% year-over-year. Excluding the impact of the VPMC and BestReviews acquisitions, content revenues would have been up organically 20.0%.

First quarter 2019 operating expenses for X increased 25.2% compared to the prior-year quarter, driven primarily by resources and associated costs shifting to X from M, increased expenses associated with the BestReviews and VPMC businesses and an increase in restructuring costs due to organizational changes implemented in the first quarter of 2019.

First quarter 2019 loss from operations for X was $5.2 million versus a loss of $0.6 million in the first quarter of 2018 and Adjusted EBITDA was $2.5 million, down $3.4 million compared to the first quarter of 2018.

Digital-only subscribers grew to 283,000, up 45% from the prior year and up 13% sequentially from the fourth quarter of 2019.

2019 OutlookFor the full year, the Company reaffirms its previously provided Adjusted EBITDA guidance range of $101 million to $105 million.

For the second quarter of 2019, the Company expects total revenues to range from $240 million to $245 million and Adjusted EBITDA to range from $20 million to $21 million.

Conference Call DetailsTribune Publishing will host a conference call to discuss the Company’s first quarter 2019 results at 5:00 p.m. Eastern Time (4:00 p.m. Central Time) on Wednesday, May 8, 2019. The conference call may be accessed via Tribune Publishing’s Investor Relations website at investor.tribpub.com or by dialing 844.494.0195 (508.637.5599 for international callers) and entering conference ID 1427598. An archived version of the webcast will also be available for one year on the Tribune Publishing website. You can also access this replay via telephone, until May 15, 2019, by dialing 855.859.2056 (404.537.3406 for international callers), and entering conference ID 1427598.

Non-GAAP Financial InformationAdjusted EBITDA, Adjusted total operating expenses, Adjusted Net Income, and Adjusted Diluted EPS. These are not measures presented in accordance with generally accepted accounting principles in the United States (US GAAP) and Tribune Publishing’s use of the terms Adjusted EBITDA, Adjusted total operating expenses, Adjusted Net Income, and Adjusted Diluted EPS may vary from that of others in the Company’s industry. Adjusted EBITDA, Adjusted total operating expenses, Adjusted Net Income, and Adjusted Diluted EPS should not be considered as an alternative to net income (loss), income from operations, operating expenses, net income (loss) per diluted share, revenues or any other performance measures derived in accordance with US GAAP as measures of operating performance or liquidity. Further information regarding Tribune Publishing’s presentation of these measures, including a reconciliation of Adjusted EBITDA, Adjusted total operating expenses, Adjusted Net Income and Adjusted Diluted EPS to the most directly comparable US GAAP financial measure, is included below in this press release.

Cautionary Statements Regarding Forward-looking StatementsThis press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 that are based largely on our current expectations and reflect various estimates and assumptions by us. Forward-looking statements are subject to certain risks, trends, and uncertainties that could cause actual results and achievements to differ materially from those expressed in such forward-looking statements. Such risks, trends and uncertainties, which in some instances are beyond our control, include: changes in advertising demand, circulation levels and audience shares; competition and other economic conditions; economic and market conditions that could impact the level of our required contributions to the defined benefit pension plans to which we contribute; decisions by trustees under rehabilitation plans (if applicable) or other contributing employers with respect to multiemployer plans to which we contribute which could impact the level of our contributions; our ability to develop and grow our online businesses; changes in newsprint price; our ability to maintain effective internal control over financial reporting; concentration of stock ownership among our principal stockholders whose interests may differ from those of other stockholders; and other events beyond our control that may result in unexpected adverse operating results. For more information about these and other risks see Item 1A (Risk Factors) of the Company’s most recent Annual Report on Form 10-K and in the Company’s other reports filed with the Securities and Exchange Commission.

The words “believe,” “expect,” “anticipate,” “estimate,” “could,” “should,” “intend,” “may,” “will,” “plan,” “seek” and similar expressions generally identify forward-looking statements. However, such words are not the exclusive means for identifying forward-looking statements, and their absence does not mean that the statement is not forward-looking. Whether or not any such forward-looking statements, in fact, occur will depend on future events, some of which are beyond our control. Readers are cautioned not to place undue reliance on such forward-looking statements, which are being made as of the date of this press release. Except as required by law, we undertake no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.

About Tribune Publishing CompanyTribune Publishing (NASDAQ:TPCO) is a media company rooted in award-winning journalism. Headquartered in Chicago, Tribune Publishing operates local media businesses in eight markets with titles including the Chicago Tribune, New York Daily News, The Baltimore Sun, Orlando Sentinel, South Florida's Sun-Sentinel, Virginia’s Daily Press and The Virginian-Pilot, The Morning Call of Lehigh Valley, Pennsylvania, and the Hartford Courant.

In addition to award-winning local media businesses, Tribune Publishing operates national and international brands such as Tribune Content Agency and The Daily Meal, and is the majority owner of the product review website BestReviews.

Our brands are committed to informing, inspiring and engaging local communities. We create and distribute content across our media portfolio, offering integrated marketing, media, and business services to consumers and advertisers, including digital solutions and advertising opportunities.

Investor Relations Contact:Terry JimenezTribune Publishing, EVP/CFO312.222.5787tjimenez@tribpub.com

Media Contact:Tilden KatzTribune Publishing Corporate Communications312.606.2614tilden.katz@fticonsulting.comSource: Tribune Publishing

Exhibits:Condensed Consolidated Statements of Income (Loss)Segment Income, Expenses, and Non-GAAP ReconciliationsCondensed Consolidated Balance SheetsNon-GAAP Reconciliations - Loss from Continuing Operations to Adjusted EBITDANon-GAAP Reconciliations - Total Operating Expenses to Adjusted Total Operating ExpensesNon-GAAP Reconciliations - Loss from Continuing Operations to Adjusted Net Income (Loss) from continuing operations and Adjusted Diluted EPS

TRIBUNE PUBLISHING COMPANYCONDENSED CONSOLIDATED STATEMENTS OF LOSS(In thousands, except per share data)(Unaudited)

Preliminary

		Three Months Ended
		March 31,  2019				April 1,  2018
Operating revenues		$	244,525			$	238,366
Operating expenses		251,927				269,444
Income (loss) from operations		(7,402		)		(31,078		)
Interest income (expense), net		220				(6,564		)
Loss on equity investments, net		(487		)		(729		)
Other income, net		73				3,663
Loss from continuing operations before income taxes		(7,596		)		(34,708		)
Income tax benefit		(2,882		)		(6,637		)
Net loss from continuing operations		(4,714		)		(28,071		)
Income from discontinued operations, net of taxes		—				13,706
Net loss		(4,714		)		(14,365		)
Less: Income (loss) attributable to non-controlling interests		(39		)		262
Net loss attributable to Tribune common stockholders		$	(4,675	)		$	(14,627	)
Net loss attributable to Tribune per common share - Basic
Loss from continuing operations		$	(0.13	)		$	(0.81	)
Income (loss) from discontinued operations		—				0.39
Net income attributable to Tribune per common share - Basic		$	(0.13	)		$	(0.42	)
Net loss attributable to Tribune per common share - Diluted
Loss from continuing operations		$	(0.13	)		$	(0.81	)
Income from discontinued operations		—				0.39
Net income attributable to Tribune per common share - Diluted		$	(0.13	)		$	(0.42	)
Weighted average shares outstanding:
Basic		35,628				34,801
Diluted		35,628				34,801

TRIBUNE PUBLISHING COMPANYSEGMENT INFORMATION(In thousands) (Unaudited)

Preliminary

The tables below show the segmentation of income and expenses for the three months ended March 31, 2019 as compared to the three months ended April 1, 2018. Each period consists of 13 weeks.

	M								X								Corporate and Eliminations								Consolidated
	Three Months Ended								Three Months Ended								Three Months Ended								Three Months Ended
	March 31,  2019				April 1, 2018				March 31,  2019				April 1, 2018				March 31,  2019				April 1, 2018				March 31,  2019				April 1, 2018
Total revenues	$	198,025			$	204,211			$	39,583			$	35,144			$	6,917			$	(989	)		$	244,525			$	238,366
Operating expenses	184,227				204,411				44,783				35,755				22,917				29,278				251,927				269,444
Income (loss) from operations	13,798				(200		)		(5,200		)		(611		)		(16,000		)		(30,267		)		(7,402		)		(31,078		)
Depreciation and amortization	6,286				3,972				2,177				4,549				3,621				3,925				12,084				12,446
Adjustments	3,686				4,877				5,555				1,950				7,366				20,344				16,607				27,171
Adjusted EBITDA	$	23,770			$	8,649			$	2,532			$	5,888			$	(5,013	)		$	(5,998	)		$	21,289			$	8,539

Segment M		Three Months Ended
		March 31,  2019				April 1,  2018				% Change
Operating revenues:
Advertising		$	75,932			$	82,742			(8.2	%)
Circulation		86,670				84,626				2.4	%
Other		35,423				36,843				(3.9	%)
Total revenues		198,025				204,211				(3.0	%)
Operating expenses		184,227				204,411				(9.9	%)
Income (loss) from operations		13,798				(200		)		*
Depreciation and amortization		6,286				3,972				58.3	%
Adjustments		3,686				4,877				(24.4	%)
Adjusted EBITDA		$	23,770			$	8,649			*

Segment X		Three Months Ended
		March 31,  2019				April 1,  2018				% Change
Operating revenues:
Advertising		$	20,836			$	22,050			(5.5	%)
Content		18,747				13,094				43.2	%
Total revenues		39,583				35,144				12.6	%
Operating expenses		44,783				35,755				25.2	%
Loss from operations		(5,200		)		(611		)		*
Depreciation and amortization		2,177				4,549				(52.1	%)
Adjustments		5,555				1,950				*
Adjusted EBITDA		$	2,532			$	5,888			(57.0	%)

TRIBUNE PUBLISHING COMPANYCONDENSED CONSOLIDATED BALANCE SHEETS(In thousands)(Unaudited)

Preliminary

		March 31,  2019				December 30,  2018
Assets
Current Assets:
Cash		$	98,206			$	97,560
Accounts receivable		111,618				145,463
Inventories		9,267				9,587
Prepaid expenses and other		20,605				18,197
Total current assets		239,696				270,807
Net Properties, Plant and Equipment		134,086				144,963
Other Assets
Goodwill		233,120				236,492
Intangible assets, net		74,780				77,229
Software, net		26,168				27,117
Lease right of use assets		112,393				—
Restricted cash		43,947				43,947
Other long-term assets		29,085				30,418
Total other assets		418,545				310,857
Total assets		$	792,327			$	726,627
Liabilities and Equity
Current Liabilities
Accounts payable		$	53,098			$	70,555
Employee compensation and benefits		41,895				61,001
Deferred revenue		49,814				51,114
Current portion of long-term lease liability		26,393				—
Current portion of long-term debt		405				405
Other current liabilities		20,542				21,203
Liabilities associated with assets held for sale		6,249				6,249
Total current liabilities		198,396				210,527
Non-Current Liabilities
Long-term lease liability		112,610				—
Workers’ compensation, general liability and auto insurance payable		25,674				30,606
Pension and postretirement benefits payable		19,096				20,150
Deferred rent		—				25,424
Long-term debt		6,775				6,799
Other obligations		17,546				20,053
Total non-current liabilities		181,701				103,032
Noncontrolling Equity Interest		39,717				39,756
Equity
Total stockholders' equity		372,513				373,312
Total liabilities and equity		$	792,327			$	726,627

TRIBUNE PUBLISHING COMPANYNON-GAAP RECONCILIATIONS(In thousands) (Unaudited)

Preliminary

Reconciliation of Loss From Continuing Operations to Adjusted EBITDA:

	Three Months Ended
	March 31,  2019				April 1,  2018				% Change
Net loss from continuing operations	$	(4,714	)		$	(28,071	)		(83.2	%)
Income tax expense	(2,882		)		(6,637		)		(56.6	%)
Interest (income) expense, net	(220		)		6,564				*
Loss on equity investments, net	487				729				(33.2	%)
Other income, net	(73		)		(3,663		)		(98.0		%)
Loss from operations	(7,402		)		(31,078		)		(76.2	%)
Depreciation and amortization	12,084				12,446				(2.9	%)
Restructuring and transaction costs (1)	10,870				25,584				(57.5	%)
Stock-based compensation	5,737				1,587				*.........
Adjusted EBITDA	$	21,289			$	8,539			*.........

* Represents positive or negative change in excess of 100%

(1) - Restructuring and transaction costs include costs related to Tribune's internal restructuring, such as severance, charges associated with vacated space, costs related to completed and potential acquisitions and a one-time charge related to the Consulting Agreement.

Adjusted EBITDA

Adjusted EBITDA is a financial measure that is not calculated in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). Management believes that because Adjusted EBITDA excludes (i) certain non-cash expenses (such as depreciation, amortization, stock-based compensation, and gain/loss on equity investments) and (ii) expenses that are not reflective of the Company’s core operating results over time (such as restructuring costs, including the employee voluntary separation program and gain/losses on employee benefit plan terminations, litigation or dispute settlement charges or gains, premiums on stock buyback and transaction-related costs), this measure provides investors with additional useful information to measure the Company’s financial performance, particularly with respect to changes in performance from period to period. The Company’s management uses Adjusted EBITDA (a) as a measure of operating performance; (b) for planning and forecasting in future periods; and (c) in communications with the Company’s Board of Directors concerning the Company’s financial performance. In addition, Adjusted EBITDA, or a similarly calculated measure, has been used as the basis for certain financial maintenance covenants that the Company is subject to in connection with certain credit facilities. Since not all companies use identical calculations, the Company’s presentation of Adjusted EBITDA may not be comparable to other similarly titled measures of other companies and should not be used by investors as a substitute or alternative to net income or any measure of financial performance calculated and presented in accordance with U.S. GAAP. Instead, management believes Adjusted EBITDA should be used to supplement the Company’s financial measures derived in accordance with U.S. GAAP to provide a more complete understanding of the trends affecting the business.

Although Adjusted EBITDA is frequently used by investors and securities analysts in their evaluations of companies, Adjusted EBITDA has limitations as an analytical tool, and investors should not consider it in isolation or as a substitute for, or more meaningful than, amounts determined in accordance with GAAP. Some of the limitations to using non-GAAP measures as an analytical tool are: they do not reflect the Company’s interest income and expense, or the requirements necessary to service interest or principal payments on the Company’s debt; they do not reflect future requirements for capital expenditures or contractual commitments; and although depreciation and amortization charges are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and non-GAAP measures do not reflect any cash requirements for such replacements.

The Company does not provide a reconciliation of Adjusted EBITDA guidance due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for restructuring and transaction costs, stock-based compensation amounts and other charges reflected in our reconciliation of historic numbers, the amount of which, based on historical experience, could be significant.

TRIBUNE PUBLISHING COMPANYNON-GAAP RECONCILIATIONS(In thousands)(Unaudited)

Preliminary

Reconciliation of Total Operating Expenses to Adjusted Same-Business Operating Expenses

Adjusted same-business operating expenses consist of total operating expenses per the income statement, adjusted to exclude the impact of items listed in the Adjusted EBITDA non-GAAP reconciliation, the additional expenses related to the 2018 acquisitions (e.g. same-business) and the impact of the TSA expenses. Management believes that adjusted same-business operating expenses is informative to investors as it enhances the investors' overall understanding of the financial performance of the Company's business as they analyze current results compared to prior periods.

		Three Months Ended March 31, 2019												Three Months Ended April 1, 2018
		GAAP				Adjustments				Adjusted Same- Business				GAAP				Adjustments				Adjusted Same- Business
Compensation		$	97,709			$	(18,237	)		$	79,472			$	110,765			$	(8,659	)		$	102,106
Newsprint and ink		16,103				(1,240		)		14,863				14,598				—				14,598
Outside services		83,813				(7,676		)		76,137				98,982				(20,412		)		78,570
Other operating expenses		42,218				(14,400		)		27,818				32,653				(1,711		)		30,942
Depreciation and amortization		12,084				(12,084		)		—				12,446				(12,446		)		—
Total operating expenses		$	251,927			$	(53,637	)		$	198,290			$	269,444			$	(43,228	)		$	226,216

Reconciliation of Loss From Continuing Operations to Adjusted Income (Loss) From Continuing Operations and Adjusted Diluted EPS:

Adjusted net income (loss) from continuing operations is defined as loss from continuing operations- GAAP excluding the adjustments for restructuring and transaction costs, net of the impact of income taxes.

Adjusted Diluted EPS computes Adjusted net income (loss) from continuing operations divided by diluted weighted average shares outstanding.

Management believes Adjusted Net income (loss) from continuing operations and Adjusted Diluted EPS are informative to investors as they enhance investors' overall understanding of the financial performance of the Company's business as they analyze current results compared to future recurring projections.

		Three Months Ended
		March 31, 2019								April 1, 2018
		Earnings				Diluted EPS				Earnings				Diluted EPS
Loss from continuing operations - GAAP		$	(4,714	)		$	(0.13	)		$	(28,071	)		$	(0.81	)
Adjustments to operating expenses, net of 27.8% tax:
	Restructuring and transaction costs	7,848				0.22				18,472				0.53
Adjusted income (loss) from continuing operations - Non-GAAP		$	3,134			$	0.09			$	(9,599	)		$	(0.28	)