PNC.A Postmedia Network Canada Corp

Postmedia Network Canada Corp. (“Postmedia” or the “Company”) today released financial information for the three and nine months ended May 31, 2016. The results for the three and nine months ended May 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”).

Third Quarter Operating Results

Net loss in the quarter ended May 31, 2016 was $23.7 million, as compared to $140.8 million in the same period in the prior year. The decrease in net loss was primarily the result of a decrease in non-cash impairment charges of $131.2 million and an increase in non-cash foreign currency exchange gains related to the carrying value of the Company’s US dollar denominated debt.

Operating loss in the quarter was $18.3 million, as compared to $149.8 million for the same period in the prior year. The increase in operating loss was primarily the result of the decrease in non-cash impairment charges, and decreases in restructuring and other items expense and amortization expense.

Operating income before depreciation, amortization, impairment and restructuring of $19.8 million in the quarter represents a decrease of $10.9 million (35.4%) relative to the same period in the prior year. The decrease is due to revenue declines in excess of operating cost savings related to the ongoing cost saving initiatives, partially offset by the operating income before depreciation, amortization and restructuring of the properties acquired in the Sun Acquisition. In addition, during the three months ended May 31, 2015, a compensation expense recovery of $3.5 million was recorded related to the Company’s Ontario Digital Media Tax Credit claim (“Tax Credit”). If the Tax Credit is excluded from the prior year results, operating income before depreciation, amortization, impairment and restructuring would have decreased $7.4 million (27.1%).

Revenue for the quarter was $218.3 million as compared to $205.1 million in the prior year, an increase of $13.2 million (6.4%). Excluding the impact of the Sun Acquisition, revenue for the quarter was $128.8 million, a decrease of $19.1 million (12.9%) relative to the same period in the prior year. The revenue decline excluding the impact of the Sun Acquisition was primarily due to decreases in print advertising revenue of $14.7 million (19.4%), print circulation revenue of $3.1 million (6.8%) and digital revenue of $0.5 million (2.4%).

Total operating expenses excluding depreciation, amortization, impairment and restructuring increased $24.1 million for the quarter, relative to the same period in the prior year. The increase primarily relates to the impact of the properties acquired in the Sun Acquisition. Partially offsetting these increases were decreases in operating expenses excluding depreciation, amortization, impairment and restructuring related to ongoing cost reduction initiatives.

Year-to-Date Operating Results

Net loss in the nine months ended May 31, 2016 was $253.0 million, as compared to $209.3 million in the same period in the prior year. The increase in net loss was the result of an increase of $54.0 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.

Operating loss in the nine months ended May 31, 2016 was $195.3 million, as compared to $142.7 million for the same period in the prior year. The increase in operating loss was the result of the increase in non-cash impairment charges, a decrease in operating income before depreciation, amortization, impairment and restructuring, and an increase in restructuring and other items expense, partially offset by decreases in depreciation and amortization expense.

Operating income before depreciation, amortization, impairment and restructuring for the nine months ended May 31, 2016 was $75.0 million, a decrease of $14.1 million (15.9%) relative to the same period in the prior year. The decrease is due to the Tax Credit recorded in the prior year as discussed above, partially offset by the operating income before depreciation, amortization and restructuring of the properties acquired in the Sun Acquisition. During the nine months ended May 31, 2015, a compensation expense recovery totaling $17.3 million was recorded related to the Tax Credit. If the Tax Credit is excluded from prior year results, operating income before depreciation, amortization, impairment and restructuring would have increased $3.2 million (4.4%).

Revenue for the nine months ended May 31, 2016 was $678.5 million as compared to $520.1 million in the prior year, an increase of $158.4 million. Excluding the impact of the Sun Acquisition, revenue for the nine months ended May 31, 2016 was $402.2 million, a decrease of $60.7 million (13.1%) relative to the same period in the prior year. The revenue decline excluding the impact of the Sun Acquisition was primarily due to decreases in print advertising revenue of $45.0 million (18.4%), print circulation revenue of $9.9 million (7.1%) and digital revenue of $3.1 million (4.6%).

Total operating expenses excluding depreciation, amortization, impairment and restructuring increased $172.6 million for the nine months ended May 31, 2016, relative to the same period in 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 nine months ended May 31, 2016 compared to a recovery of $17.3 million relating to the Tax Credit in the nine months ended May 31, 2015. Partially offsetting these increases were decreases in operating expenses excluding depreciation, amortization 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”). In January 2016, the operating cost savings target was updated to $80 million.

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 May 31, 2016, the Company implemented initiatives which are expected to result in an additional $9 million of net annualized cost savings under the Transformation Program. In total, the Company has implemented net annualized cost savings of approximately $64 million of operating costs since the program was announced in July 2015.

Debt Repayment

During the three and nine months ended May 31, 2016, the Company made mandatory principal repayments of $9.7 million and $26.0 million, respectively, in accordance with terms of the Company’s First-Lien Notes indenture. The mandatory principal repayments in the nine months ended May 31, 2016 includes $6.5 million tendered in response to the Company’s offer to repurchase First-Lien Notes as a result of the sale of the Vancouver production facility in the fourth quarter of fiscal 2015.

Independent Special Committee

On April 7, 2016, the Company announced that management, as overseen by an independent special board committee, was reviewing alternatives to improve its operations, capital structure and financial liquidity. The Company announced today in a separate press release a proposed recapitalization transaction that will significantly reduce Postmedia’s outstanding indebtedness and annual interest costs, improve its capital structure and liquidity, and result in an enhanced financial foundation for Postmedia.

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, on SEDAR at www.sedar.com or on the website maintained by the U.S. Securities and Exchange Commission (the “SEC”) at www.sec.gov.

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 and “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. 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, and the completion of the proposed recapitalization transaction. 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 and the risk that the anticipated benefits and consequences of the proposed recapitalization transaction may not be achieved. 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, 2015, 2014 and 2013. 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 endedMay 31,

   

For the nine months endedMay 31,

 

    2016   2015     2016   2015       Revenues Print advertising 115,391 112,177 369,073 280,815 Print circulation 64,860 59,043 196,528 151,989 Digital 28,041 25,833 83,661 70,636 Other   10,026   8,039     29,220   16,611   Total revenues 218,318 205,092 678,482 520,051 Expenses Compensation 91,673 80,527 276,479 201,186 Newsprint 12,760 10,300 37,826 23,476 Distribution 40,552 33,661 122,811 80,561 Production 17,968 17,275 52,541 39,845 Other operating   35,578   32,690     113,845   85,879  

Operating income before depreciation, amortization, impairment andrestructuring

19,787

30,639

74,980

89,104

Depreciation 5,280 4,628 16,419 26,175 Amortization 5,431 10,236 16,596 29,299 Impairments 20,000 151,200 207,000 153,043 Restructuring and other items   7,373   14,357     30,257   23,273   Operating loss (18,297) (149,782) (195,292) (142,686) Interest expense 18,231 17,147 56,004 50,336 Net financing expense related to employee benefit plans 1,449 1,391 4,348 4,172 (Gain) loss on disposal of property and equipment and asset held-for-sale (147) (6) 241 (746) (Gain) loss on derivative financial instruments (2,677) 596 (1,438) (3,512) Foreign currency exchange (gains) losses   (11,471)   (2,070)     (1,405)   42,377   Loss before income taxes (23,682) (166,840) (253,042) (235,313) Recovery of income taxes   -   (26,000)     -   (26,000)   Net loss attributable to equity holders of the Company   (23,682)   (140,840)     (253,042)   (209,313)                           Loss per share attributable to equity holders of the Company Basic $(0.08) $(0.84) $(0.90) $(2.51) Diluted   $(0.08)   $(0.84)     $(0.90)   $(2.51)            

Postmedia Network Canada Corp.

Consolidated Statements of Financial Position

(UNAUDITED)

                (In thousands of Canadian dollars)    

As at

May 31, 2016

   

As at

August 31, 2015

    Assets Current Assets Cash 20,614 43,813 Restricted cash 12,301 25,373 Accounts receivable 98,323 99,548 Income taxes receivable - 3,700 Inventory 7,001 6,879 Prepaid expenses and other assets     10,608     12,314   Total current assets 148,847 191,627 Non-Current Assets Property and equipment 262,339 274,511 Derivative financial instruments 4,731 2,093 Other assets 4,617 3,998 Intangible assets 161,396 313,394 Goodwill     20,789     88,474   Total assets     602,719     874,097     Liabilities and Equity Current Liabilities Accounts payable and accrued liabilities 88,856 87,083 Provisions 20,089 18,546 Deferred revenue 37,625 37,410 Current portion of long-term debt     19,465     25,996   Total current liabilities 166,035 169,035 Non-Current Liabilities Long-term debt 628,540 646,336 Employee benefit obligations and other liabilities 197,536 147,574 Provisions     689     442   Total liabilities     992,800     963,387     Deficiency Capital stock 535,468 535,468 Contributed surplus 10,283 10,169 Deficit     (935,832)     (634,927)   Total deficiency     (390,081)     (89,290)   Total liabilities and deficiency     602,719     874,097          

Postmedia Network Canada Corp.

Consolidated Statements of Cash Flows

(UNAUDITED)

              (In thousands of Canadian dollars)

For the three months endedMay 31,

   

For the nine months ended May 31,

      2016   2015     2016   2015       Cash Generated (Utilized) by: Operating Activities Net loss attributable to equity holders of the Company (23,682) (140,840) (253,042) (209,313) Items not affecting cash: Depreciation 5,280 4,628 16,419 26,175 Amortization 5,431 10,236 16,596 29,299 Impairments 20,000 151,200 207,000 153,043 (Gain) loss on derivative financial instruments (2,677) 596 (1,438) (3,512) Non-cash interest 1,011 1,010 3,029 2,645 Gain (loss) on disposal of property and equipment and asset held-for-sale (147) (6) 241 (746) Non-cash foreign currency exchange (gains) losses (11,328) (1,777) (1,263) 42,112 Share-based compensation plans and other long-term incentive plan expense (recovery) (84) (212) (248) 255 Deferred income tax recovery - (26,000) - (26,000) Net financing expense relating to employee benefit plans 1,449 1,391 4,348 4,172 Non-cash compensation expense of employee benefit plans 190 - - - Employee benefit funding in excess of compensation expense - (822) (1,720) (570) Net change in non-cash operating accounts   10,978   28,973     8,196   12,816   Cash flows from (used in) operating activities   6,421   28,377     (1,882)   30,376     Investing Activities Net proceeds from the sale of property and equipment and asset held-for-sale 639 9 1,945 13,215 Purchases of property and equipment (4,535) (531) (6,433) (2,889) Purchases of intangible assets (2,587) (258) (3,998) (561) Purchase of warrants - - (1,200) - Receipt of working capital adjustment - - 1,208 - Acquisition, net of cash acquired   85   (303,485)     85   (303,485)   Cash flows used in investing activities   (6,398)   (304,265)     (8,393)   (293,720)     Financing activities Proceeds from issuance of long-term debt - 140,000 - 140,000 Proceeds from issuance of shares - 173,500 - 173,500 Repayment of long-term debt (9,733) (9,733) (25,996) (15,983) Restricted cash 4,008 12,442 13,072 - Debt issuance costs - (3,041) - (5,231) Share issuance costs   -   (6,196)     -   (9,138)   Cash flow from (used in) financing activities   (5,725)   306,972     (12,924)   283,148     Net change in cash for the period (5,702) 31,084 (23,199) 19,804 Cash at beginning of period   26,316   19,210     43,813   30,490   Cash at end of period   20,614   50,294     20,614   50,294  

 

                                         

Supplemental disclosure of operating cash flows

Interest paid

12,818

12,815

49,794

41,438

Income taxes received

 

3,785

 

-

   

3,785

 

-

   

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Postmedia Network Canada Corp.Media:Phyllise Gelfand 416-442-2936Vice President, Communicationspgelfand@postmedia.comorInvestors:Doug Lamb, 416-383-2325Executive Vice President and Chief Financial Officerdlamb@postmedia.com