<PAGE> 1
United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
x QUARTERLY REPORT PURSUANT TO SECTION 13 OR
--------- 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 26, 2000
TRANSITION REPORT PURSUANT TO SECTION 13 OR
--------- 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _______ to _______
Commission File Number: 1-10333
CENTRAL NEWSPAPERS, INC.
(Exact name of registrant as specified in its charter)
INDIANA 35-0220660
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification Number)
200 E. VAN BUREN STREET, PHOENIX, ARIZONA 85004
(Address of principal executive office)
(602) 444-8000
(Registrant's telephone number)
Indicate by check mark whether the registrant has (1) filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
YES __X___ NO _____
The number of shares of each class of common stock outstanding as of May 5,
2000:
CLASS A COMMON STOCK 32,681,364
CLASS B COMMON STOCK 55,356,010
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[This Page Intentionally Left Blank]
<PAGE> 3
Central Newspapers, Inc.
Index to Form 10-Q
<TABLE>
<CAPTION>
<S> <C>
Part I - FINANCIAL INFORMATION Page
Item 1 - Financial Statements:
Consolidated Statement of Financial Position 3-4
Consolidated Statement of Income 5
Consolidated Statement of Shareholders' Equity and
Comprehensive Income 6
Consolidated Statement of Cash Flows 7
Notes to Consolidated Financial Statements 8
Item 2 - Management's Discussion and Analysis of
Financial Condition and Results of Operations 8-11
Item 3 - Quantitative and Qualitative Disclosures About Market Risk 11
Part II - OTHER INFORMATION 12-13
</TABLE>
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<PAGE> 4
PART I.
Item 1. Financial Statements
CENTRAL NEWSPAPERS, INC.
Consolidated Statement of Financial Position
<TABLE>
<CAPTION>
March 26, December 26,
ASSETS 2000 1999
- ------ ---- ----
(In thousands) (Unaudited)
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $31,651 $27,643
Marketable securities 2,482 4,396
Accounts receivable (net of allowances of $2,951 and $3,305) 84,391 100,221
Notes Receivable 34,341
Inventories 9,606 11,396
Deferred income tax benefits 6,656 6,533
Other current assets 10,610 7,215
-------- --------
Total current assets 145,396 191,745
-------- --------
PROPERTY, PLANT AND EQUIPMENT:
Land 18,898 18,898
Buildings and improvements 137,114 136,951
Leasehold improvements 1,665 1,636
Machinery and equipment 427,205 427,668
Construction in progress 3,903 3,270
-------- --------
588,785 588,423
Less accumulated depreciation 329,654 322,838
-------- --------
259,131 265,585
-------- --------
OTHER ASSETS:
Land held for development 5,229 5,229
Goodwill and other intangibles 79,998 120,207
Investment in affiliates 85,882 9,802
Other 59,336 55,698
-------- --------
230,445 190,936
-------- --------
TOTAL ASSETS $634,972 $648,266
======== ========
</TABLE>
See accompanying notes to consolidated financial statements.
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<PAGE> 5
CENTRAL NEWSPAPERS, INC.
Consolidated Statement of Financial Position
<TABLE>
<CAPTION>
March 26, December 26,
LIABILITIES AND SHAREHOLDERS' EQUITY 2000 1999
- ------------------------------------ ---- ----
(In thousands, except share data) (Unaudited)
<S> <C> <C>
CURRENT LIABILITIES:
Accounts payable $ 28,423 $ 32,421
Short-term bank debt and notes payable 10,000 27,789
Accrued compensation 18,767 27,281
Dividends payable 5,266 5,360
Accrued expenses and other liabilities 21,583 16,649
Federal and state income taxes 29,662 12,803
Deferred revenue 24,638 31,619
-------- --------
Total current liabilities 138,339 153,922
-------- --------
DEFERRED INCOME TAXES 29,524 29,626
-------- --------
LONG-TERM DEBT 190,000 200,000
-------- --------
POSTRETIREMENT AND OTHER NONCURRENT LIABILITIES 98,584 97,097
-------- --------
REDEEMABLE PREFERRED STOCK ISSUED BY SUBSIDIARY 18,920 18,920
-------- --------
COMMITMENTS AND CONTINGENCIES
- -----------------------------
SHAREHOLDERS' EQUITY:
Preferred stock--issuable in series:
Authorized--25,000,000 shares
Issued--none
Class A common stock--without par value:
Authorized--150,000,000 shares
Issued and outstanding--32,428,447 and 33,146,031 shares 40,677 38,953
Class B common stock--without par value:
Authorized--130,000,000 shares
Issued and outstanding--55,356,010 and 55,356,010 shares 55 55
Retained earnings 121,369 110,250
Unamortized value of restricted stock (3,577) (3,018)
Accumulated other comprehensive income 1,081 2,461
-------- --------
159,605 148,701
-------- --------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $634,972 $648,266
======== ========
</TABLE>
See accompanying notes to consolidated financial statements.
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<PAGE> 6
CENTRAL NEWSPAPERS, INC.
Consolidated Statement of Income
(Unaudited)
(In thousands, except per share data)
<TABLE>
<CAPTION>
Thirteen Weeks Ended
March 26, March 28,
2000 1999
---- ----
<S> <C> <C>
OPERATING REVENUES:
Advertising $143,688 $141,123
Circulation 39,927 39,737
Other 17,301 12,175
-------- --------
200,916 193,035
-------- --------
OPERATING EXPENSES:
Compensation 67,489 65,138
Newsprint and ink 26,828 29,385
Other operating costs 57,117 50,003
Depreciation and amortization 13,334 12,415
Gain on sale of subsidiary (34,154)
-------- --------
130,614 156,941
-------- --------
OPERATING INCOME 70,302 36,094
OTHER INCOME (principally investment income) 3,457 1,952
OTHER EXPENSE (principally interest expense) (4,158) (4,187)
-------- --------
INCOME BEFORE INCOME TAXES 69,601 33,859
PROVISION FOR INCOME TAXES 27,330 13,715
-------- --------
INCOME BEFORE MINORITY INTEREST AND
EQUITY IN AFFILIATE $ 42,271 $ 20,144
MINORITY INTEREST IN SUBSIDIARIES (155)
EQUITY IN NET EARNINGS (LOSS) OF AFFILIATES (1,745) 107
-------- --------
NET INCOME $ 40,526 $ 20,096
======== ========
NET INCOME PER COMMON SHARE:
Basic $ 1.05 $ 0.49
Diluted 1.02 0.48
DIVIDENDS DECLARED PER CLASS A COMMON SHARE $ 0.13 $ 0.12
AVERAGE COMMON SHARES OUTSTANDING:
(combined Class A and equivalent Class B shares)
Basic 38,622 40,752
Diluted 39,681 42,175
</TABLE>
See accompanying notes to consolidated financial statements.
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CENTRAL NEWSPAPERS, INC.
Consolidated Statement of Shareholders' Equity and Comprehensive Income
(Unaudited)
<TABLE>
<CAPTION>
(In thousands, except share data)
Unamortized
Class A Class B Value of
Common Stock Common Stock Retained Restricted
Shares Amount Shares Amount Earnings Stock
<S> <C> <C> <C> <C> <C> <C>
BALANCE AT DECEMBER 27, 1998 34,446,180 $30,937 62,691,000 $63 $112,104 ($1,407)
Net income (13 weeks) 20,096
Change in net unrealized gain on
available-for-sale securities, net of tax
Comprehensive Income
Dividends declared:
Class A common stock (4,150)
Class B common stock (752)
Exercise of stock options, net 69,617 1,431
Issuance of restricted stock, net of 72,000 2,597 (2,597)
cancellation
Amortization of restricted stock 444
Common stock conversion 2,500 (25,000)
---------- ------- ---------- --- -------- -------
BALANCE AT MARCH 28, 1999 34,590,297 34,965 62,666,000 63 127,298 (3,560)
Net income (39 weeks) 95,547
Change in net unrealized gain on
available-for-sale securities
Comprehensive Income
Dividends declared:
Class A common stock (12,884)
Class B common stock (2,104)
Exercise of stock options, net 247,485 5,710
Repurchase of Class A common stock (2,435,000) (2,217) (97,607)
Issuance of restricted stock, net of 12,250 487 (487)
cancellations
Amortization of restricted stock 1,029
Common stock conversion 730,999 8 (7,309,990) (8)
---------- ------- ---------- --- -------- -------
BALANCE AT DECEMBER 26, 1999 33,146,031 38,953 55,356,010 55 110,250 (3,018)
Net income (13 weeks) 40,526
Change in net unrealized gain on
available-for-sale securities, net of tax
Comprehensive Income
Dividends declared:
Class A common stock (4,216)
Class B common stock (720)
Exercise of stock options, net 79,166 1,554
Repurchase of Class A common stock (831,000) (843) (24,471)
Issuance of restricted stock, net of
cancellation 34,250 1,013 (1,013)
Amortization of restricted stock 454
---------- ------- ---------- --- -------- -------
BALANCE AT MARCH 26, 2000 32,428,447 $40,677 55,356,010 $55 $121,369 ($3,577)
========== ======= ========== === ======== =======
</TABLE>
<TABLE>
<CAPTION>
(In thousands, except share data)
Accumulated
Other
Comprehensive
Income Total
<S> <C> <C>
BALANCE AT DECEMBER 27, 1998 $1,466 $143,163
Net income (13 weeks) 20,096
Change in net unrealized gain on
available-for-sale securities, net of (195) (195)
--------
tax
Comprehensive Income $19,901
--------
Dividends declared:
Class A common stock (4,150)
Class B common stock (752)
Exercise of stock options, net 1,431
Issuance of restricted stock, net of
cancellation
Amortization of restricted stock 444
Common stock conversion
------ -------
BALANCE AT MARCH 28, 1999 1,271 160,037
Net income (39 weeks) 95,547
Change in net unrealized gain on
available-for-sale securities 1,190 1,190
-------
Comprehensive Income $96,737
-------
Dividends declared:
Class A common stock (12,884)
Class B common stock (2,104)
Exercise of stock options, net 5,710
Repurchase of Class A common stock (99,824)
Issuance of restricted stock, net of
cancellations
Amortization of restricted stock 1,029
Common stock conversion
------ -------
BALANCE AT DECEMBER 26, 1999 2,461 148,701
Net income (13 weeks) 40,526
Change in net unrealized gain on
available-for-sale securities, net of tax (1,380) (1,380)
-------
Comprehensive Income $39,146
-------
Dividends declared:
Class A common stock (4,216)
Class B common stock (720)
Exercise of stock options, net 1,554
Repurchase of Class A common stock (25,314)
Issuance of restricted stock, net of
cancellation
Amortization of restricted stock 454
------ -------
BALANCE AT MARCH 26, 2000 $1,081 $159,605
====== ========
</TABLE>
See accompanying notes to consolidated financial statements.
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<PAGE> 8
CENTRAL NEWSPAPERS, INC.
Consolidated Statement of Cash Flows
(Unaudited)
<TABLE>
<CAPTION>
(In thousands)
Thirteen Weeks Ended
March 26, March 28,
2000 1999
OPERATING ACTIVITIES:
<S> <C> <C>
Net income $ 40,526 $ 20,096
Items which did not use (provide) cash:
Depreciation and amortization 13,334 12,415
Postretirement and pension benefits 403 2,129
Gain on sale of marketable securities (791)
Minority interest in earnings of subsidiaries 331 486
Equity in net earnings (loss) of affiliates 1,745 (107)
Deferred income taxes (785) (484)
Gain on sale of subsidiary (34,154)
Amortization of restricted stock awards 454 444
Other (2,507) (396)
Net proceeds from (purchases of) trading securities 12,761
Net change in other current assets and liabilities 48,132 27,503
------ ------
Net cash provided by operating activities 67,479 74,056
------ ------
INVESTING ACTIVITIES:
Purchases of property, plant and equipment (6,497) (6,127)
Other 674 (1,121)
------ ------
Net cash used by investing activities (5,823) (7,248)
------ ------
FINANCING ACTIVITIES:
Cash dividends paid (5,029) (4,886)
Dividends paid to minority interest (331) (1,141)
Proceeds from exercise of stock options 1,030 905
(Repayments) borrowings of short-term bank debt and notes
payable (18,004) (20,002)
(Repayments) borrowings of long-term debt (10,000)
Repurchase of common stock (25,314)
------ ------
Net cash used by financing activities (57,648) (25,124)
------ ------
INCREASE IN CASH AND CASH EQUIVALENTS 4,008 41,684
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 27,643 24,774
------ ------
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 31,651 $ 66,458
====== ======
SUPPLEMENTAL CASH FLOW INFORMATION:
Income taxes paid $ 9,606 $ 4
Interest paid 3,945 3,743
Issuance of restricted stock 1,013 2,597
</TABLE>
See accompanying notes to consolidated financial statements.
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<PAGE> 9
CENTRAL NEWSPAPERS, INC.
Notes to Consolidated Financial Statements
(Unaudited)
1. Central Newspapers, Inc. and its subsidiaries (the "Company") is a
media and information company. Through its flagship newspapers, The Arizona
Republic and The Indianapolis Star, the Company publishes the only major dailies
in the greater Phoenix metropolitan area and central Indiana, and also operates
those markets' leading local Internet portals, azcentral.com in Arizona and
indy.com in Indianapolis. The Company also owns and operates several smaller
newspapers as well as other related media and information businesses.
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts of assets and liabilities and revenues and expenses
as of and for the period ending with the financial reporting date. Actual
results could differ from those estimates.
2. The accompanying unaudited consolidated financial statements do not
include all of the information and disclosures that are normally included in
Form 10-K and the annual report to shareholders. These financial statements
should be read in conjunction with the Company's audited consolidated financial
statements and related notes for the year ended December 26, 1999. The
accompanying consolidated financial statements have been prepared in accordance
with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. The
consolidated statement of financial position at December 26, 1999, has been
derived from audited financial statements. In the opinion of the Company's
management, the unaudited consolidated financial statements reflect all
adjustments which are necessary to present fairly, the Company's financial
position, results of operations and cash flows for the interim periods
presented. All adjustments are of a normal recurring nature. Such statements are
not necessarily indicative of the results to be expected for the full year.
3. Basic EPS is computed based upon the weighted average number of common
shares outstanding in each year. The Class B common stock is included in the
computation as if converted to Class A common stock at a ratio of 10 shares of
Class B common stock to one share of Class A common stock. Diluted EPS includes
the effect of stock options granted under the Company's Stock Compensation Plan
and Long Term Incentive Plan.
4. Certain amounts in the financial statements have been reclassified to
conform with the 2000 presentation.
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
FORWARD-LOOKING STATEMENTS
The information in this report contains forward-looking statements as defined in
the Private Securities Litigation Reform Act of 1995. From time to time, we may
provide forward-looking statements relating to such matters as anticipated
financial performance, business prospects, and similar matters. We may identify
these forward-looking statements by the use of the words such as "anticipate,"
"believe," "expect," "plan," "foresee," or derivations thereof. You are
cautioned not to place undue reliance on these forward-looking statements, We
assume no obligation to update any forward-looking statements. A variety of
factors could cause our actual results to differ materially from the
expectations expressed in the forward-looking statements, including, but not
limited to, the following:
- declines in circulation due to changing reader preferences and/or
new forms of information dissemination, such as the Internet;
- economic weakness in geographic markets;
- weakness in advertising categories due to factors including retail
consolidations, declines in the advertising budgets of major
customers, and increased competition from print and non-print
products, including the Internet, and new competitors emerging in
our markets;
- the negative impact of issues related to labor agreements;
- unexpected fluctuations in the price of newsprint;
- an increase in distribution and/or production costs over
anticipated levels; and
- an increase in actual interest rates over expected rates.
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<PAGE> 10
GENERAL
Our principal line of business is newspaper publishing. We derive revenues
primarily from advertising and newspaper sales in the Phoenix, Arizona and
Indianapolis, Indiana metropolitan areas. We also own:
- a 23.2% interest in BrassRing, Inc. which provides business to
business hiring and recruitment services, both online and offline,
and recruitment services through the career fairs business;
- a 13.5% interest in Ponderay newsprint company, a partnership that
owns a newsprint mill in the State of Washington;
- a 100% interest in CNI Ventures, Inc., a company that manages our
investment activities in the Internet and technology sectors;
- a 100% interest in CNT Corp., a shared services center that
delivers technology services to internal and external customers;
- a 100% interest in Carantin & Co. Inc., which provides direct
marketing support services to clients; and
- a 100% interest in McCormick Graphics, a commercial printer.
The analysis of the first quarter of 2000 compared with the comparable 1999
period should be read in conjunction with the fiscal 1999 consolidated financial
statements and the accompanying notes to the consolidated financial statements.
Our business tends to be seasonal, with peak revenues and profits generally
occurring in the second and fourth quarters of each year.
RECENT EVENTS
On April 25, 2000, we issued approximately $70.0 million of commercial paper
which was used to pay down long term debt. The commercial paper is supported by
our $300.0 million credit agreement currently in place. Issuance of commercial
paper will help us to manage the interest rate risk of our debt portfolio.
On March 17, 2000, we incorporated CNI Ventures, Inc. and contributed
investments from CNI to the new subsidiary. CNI Ventures, Inc. identifies and
invests in emerging technology businesses which offer information, products and
services and targets companies that are developing new methods of communication
and new methods of delivering news and information.
On March 14, 2000, the Board of Directors authorized the repurchase of up to
$100.0 million of our Class A common stock. The shares may be purchased within
the subsequent three years on the open market or in privately negotiated
transactions.
On March 10, 2000, we completed the sale of Career Services, Inc. (CSI) by
merging CSI into BrassRing, Inc.; a venture of Kaplan, Inc. (a wholly-owned
subsidiary of The Washington Post Company), Tribune Company, and venture capital
firm Accel Partners for 23.2% of BrassRing, Inc. which is being accounted for
using the equity method. The pretax and after-tax gains on the sale were $34.2
million and $20.8 million, respectively.
QUARTERLY RESULTS OF OPERATIONS
First quarter diluted earnings per share for 2000 was $1.02, for a 112.5%
increase over the first quarter of 1999. Excluding the gain on the sale of CSI
(see "Recent Events" above), diluted earnings per share was $.50 for the first
quarter of 2000, an increase of 4.2% over the $.48 per diluted share earned in
the first quarter of 1999. Operating income, excluding the gain on the sale of
CSI, of $36.1 million was comparable to the first quarter of 1999.
Net income was $40.5 million for a 101.7% increase over the first quarter of
1999. Excluding the gain on the sale of CSI, net income was $19.7 million versus
$20.1 million for the comparable 1999 period. EBITDA for the first
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<PAGE> 11
quarter, excluding the gain on the sale of CSI, totaled $49.5 million, versus
$48.5 million in the first quarter of 1999.
OPERATING REVENUES
Total revenue earned in the first quarter of 2000 of $200.9 million increased
4.1% over the first quarter of 1999. Advertising revenue increased $2.6 million,
or 1.8% over the first quarter of 1999, on a .3% increase in full-run
run-of-paper ("ROP") linage. The most significant advertising revenue increases
were in national and classified advertising in the Phoenix market with national
advertising increases from Internet, communications and travel categories and
classified advertising increases from recruitment and automotive categories.
Circulation revenue increased $.2 million, or .5%, in the first quarter of 2000
over the comparable 1999 period. The increase was primarily due to a March 1999
Arizona Republic home delivered price increase.
Other revenue for the first quarter of 2000 and 1999 was $17.3 million and $12.2
million, respectively, for an increase of 42.1%. The increase in the first
quarter of 2000 was due to gains in direct marketing, online and commercial
printing.
The following is a summary of major market linage and circulation statistics for
the period:
<TABLE>
<CAPTION>
(In thousands, except circulation)
1st Quarter 1st Quarter %
2000 1999 Change
---------- ---------- ----------
<S> <C> <C> <C>
Full Run Linage in six column inches:
Retail 487.5 512.7 (4.9)
National 108.3 106.7 1.5
Classified 710.9 683.7 4.0
---------- ---------- ----------
Total 1,306.7 1,303.1 0 .3
---------- ---------- ----------
Full Run Linage by Major Markets:
Phoenix 800.5 779.7 2.7
Indianapolis 506.2 523.4 (3.3)
---------- ---------- ----------
Total 1,306.7 1,303.1 0.3
---------- ---------- ----------
Net Advertising Revenue $ 143,688 $ 141,123 1.8
Combined Average Daily Circulation:
Phoenix 509,001 509,139 (0.0)
Indianapolis 252,865 277,038 (8.7)
Sunday Circulation:
Phoenix 627,731 633,076 (0.8)
Indianapolis 362,583 381,894 (5.1)
</TABLE>
OPERATING EXPENSES
Compensation costs, which include payroll and fringe benefits, increased 3.6% to
$67.5 million in the first quarter of 2000 compared with the first quarter of
1999. With headcount flat year over year, the increase in expense was primarily
attributable to merit increases.
Newsprint and ink expense was $26.8 million in the first quarter of 2000, an
8.7% decrease from the first quarter of 1999. Newsprint prices decreased 13.4%
in 2000 when compared with the first quarter of 1999 and consumption increased
4.7% primarily from advertising linage increases and a redesign of the Arizona
Republic in Phoenix and special sections in Indianapolis.
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<PAGE> 12
Other operating costs for the first quarter of 2000 and 1999 were $57.1 million
and $50.0 million, respectively, representing a 2000 increase of 14.2% primarily
due to an increase in costs associated with new direct marketing projects and
online services.
NON-OPERATING ITEMS
Other non-operating income (primarily investment income) increased to $3.5
million from $2.0 million in the first quarter of 1999 primarily due to an
increase in income from limited partnership investments. Other non-operating
expense (principally interest expense) was comparable to the first quarter of
1999. Income tax expense for the first quarter of 2000 and 1999 was $27.3
million and $13.7 million, respectively, reflecting effective tax rates of 39.0%
and 40.1%, respectively.
LIQUIDITY AND CAPITAL RESOURCES
Net cash provided by operating activities was $67.5 million in the first quarter
of 2000 and $74.1 million in the first quarter of 1999. Net cash provided by
operating activities, excluding the effects of net proceeds from trading
securities for the first quarters of 2000 and 1999, was $67.5 million and $61.3
million, respectively.
During the first quarter of 2000, cash flows from operating activity were
principally used to fund common stock repurchases of $25.3 million, reduce debt
by $28.0 million, pay dividends and invest in capital expenditures. For the
comparable 1999 period, the principal uses of cash were repayment of $20.0
million of debt, payment of dividends and capital expenditures. At the end of
the quarter, our available cash and investments totaled $31.7 million, up $4.0
million from the end of 1999. The ratio of current assets to current liabilities
was 1.1:1 at March 26, 2000 vs. 1.2:1 at December 26, 1999.
Total capital expenditures in the first quarter of 2000 were $6.5 million
compared with $6.1 million in the first quarter of 1999. As of March 26, 2000,
there were no significant formal commitments related to future capital
expenditures.
The Board of Directors declared dividends of $.13 per share on the Class A
Common Stock and $.013 on the Class B Common Stock during the quarter. Total
Class A and Class B dividends paid during the quarter were $5.0 million.
We have demonstrated a consistent ability to generate net cash flow from
operations. Management believes that existing cash and investments, net cash
flows from operations and currently available commercial paper and bank credit
resources are sufficient to enable us to maintain our current level of
operations. We expect financing for future investing opportunities to come from
a combination of existing cash, new debt facilities, and/or the use of equity.
OUTLOOK FOR THE REMAINDER OF 2000
As we look ahead, we anticipate continued growth in operating revenues in the
mid-single digits, exclusive of subsidiaries sold in 1999. We expect newsprint
expense, our second largest expense item, to be up from the first quarter due to
projected price increases. As a result of the sale of CSI (see "Recent Events"
above) through the merger with BrassRing, Inc., EPS will be negatively impacted
as we begin to record our equity share of projected losses. For the year, we
expect to increase EBITDA at a rate greater than the increase in total revenue.
Excluding special charges and gains from sales of subsidiaries, diluted earnings
per share is likely to be below 1999 due to the projected loss at BrassRing,
Inc. We plan to continue to use our substantial free cash flow to pursue a
combination of debt reduction, additional share repurchases and other investment
opportunities.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
The Company has no material changes to the disclosure made on this matter in the
Company's Annual Report on Form 10-K for the year ended December 26, 1999.
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<PAGE> 13
PART II
CENTRAL NEWSPAPERS, INC.
Item 1. Legal Proceedings - - None
Item 2. Changes in Securities and Use of Proceeds - - None
Item 3. Defaults Upon Senior Securities - - None
Item 4. Submission of Matters to a Vote of Security Holders - - None
Item 5. Other Information - - None
Item 6. Exhibit and Reports on Form 8-K
Exhibit 15 - - Independent Accountant's Report
Exhibit 27 - - Financial Data Schedule
No reports on Form 8-K were filed during the quarter
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company
has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
CENTRAL NEWSPAPERS, INC.
Dated: May 5, 2000 By: /s/ Louis A. Weil, III
-------------------------------------------------
Louis A. Weil, III
Chairman, President and Chief Executive Officer
By: /s/ Thomas K. MacGillivray
-------------------------------------------------
Thomas K. MacGillivray
Senior Vice President and Chief Financial Officer
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<PAGE> 14
REPORT OF INDEPENDENT ACCOUNTANTS
To the Board of Directors and Shareholders of
Central Newspapers, Inc.
We have reviewed the accompanying consolidated statement of financial position
of Central Newspapers, Inc. and its subsidiaries as of March 26, 2000, and the
related consolidated statements of income, of shareholders' equity and
comprehensive income, and of cash flows for the three-month period ended March
26, 2000. These financial statements are the responsibility of the Company's
management.
We conducted our review in accordance with standards established by the American
Institute of Certified Public Accountants. A review of interim financial
information consists principally of applying analytical procedures to financial
data and making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with generally accepted auditing standards, the objective of which is the
expression of an opinion regarding the financial statements taken as a whole.
Accordingly, we do not express such an opinion.
Based on our review, we are not aware of any material modifications that should
be made to the accompanying consolidated interim financial statements for them
to be in conformity with generally accepted accounting principles.
We previously audited in accordance with generally accepted auditing standards,
the consolidated statement of financial position as of December 26, 1999, and
the related consolidated statements of income, of shareholders' equity and
comprehensive income, and of cash flows for the year then ended (not presented
herein), and in our report dated January 28, 2000 we expressed an unqualified
opinion on those consolidated financial statements. In our opinion, the
information set forth in the accompanying consolidated statement of financial
position as of December 26, 1999, is fairly stated in all material respects in
relation to the consolidated statement of financial position from which it has
been derived.
PricewaterhouseCoopers LLP
Phoenix, Arizona
April 18, 2000
- 13 -
<PAGE> 15
EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION OF EXHIBIT
- ------- ----------------------
27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000854094
<NAME> CENTRAL NEWSPAPERS, INC.
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> DEC-27-1999
<PERIOD-END> MAR-26-2000
<EXCHANGE-RATE> 1
<CASH> 31,651
<SECURITIES> 2,482
<RECEIVABLES> 87,342
<ALLOWANCES> 2,951
<INVENTORY> 9,606
<CURRENT-ASSETS> 145,396
<PP&E> 588,785
<DEPRECIATION> 329,654
<TOTAL-ASSETS> 634,972
<CURRENT-LIABILITIES> 138,339
<BONDS> 0
18,920
0
<COMMON> 40,732
<OTHER-SE> 118,873
<TOTAL-LIABILITY-AND-EQUITY> 634,972
<SALES> 200,916
<TOTAL-REVENUES> 200,916
<CGS> 0
<TOTAL-COSTS> 130,614
<OTHER-EXPENSES> 3,827
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3,592
<INCOME-PRETAX> 69,932
<INCOME-TAX> 27,330
<INCOME-CONTINUING> 40,526
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 40,526
<EPS-BASIC> 1.05
<EPS-DILUTED> 1.02
</TABLE>
