EX-99.2
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a20218k-brcloseprexhibit992.htm
EX-99.2
Document
EXHIBIT 99.2
Tribune Publishing Company Announces Closure of BestReviews Sale, Updates
Guidance for Q4 and Full Year 2020 and Provides Revenue and Adjusted EBITDA
Guidance for 2021
CHICAGO, December 31, 2020 (GLOBE NEWSWIRE) - Tribune Publishing Company (NASDAQ: TPCO) today announced that it has closed the sale of its majority stake in BestReviews to Nexstar Media Group, Inc. (NASDAQ: NXST). BestReviews LLC was owned 60% by Tribune and 40% by its founders, BR Holding Company, Inc.
"We are pleased to have closed the BestReviews transaction which strengthens the Company's balance sheet and provides flexibility for our business going forward", said Terry Jimenez, CEO of Tribune Publishing.
Tribune Publishing also updated its guidance for Q4 and full year 2020 excluding the impact of BestReviews and released revenue and Adjusted EBITDA guidance for 2021.
.For the fourth quarter of 2020 the Company expects to generate a range of $191M-$192M in revenue and $28M-$29M in Adjusted EBITDA
.For the full year of 2020 the Company expects to generate a range of $745M-$746M in revenue and $72M-$73M in Adjusted EBITDA
.For fiscal year 2021 the Company expects to generate a range of $675M-$690M in revenue and $105M-$113M in Adjusted EBITDA
Commenting on the updated guidance for Q4 and full year 2020 and newly announced guidance for 2021, Terry Jimenez said, "We have taken measures throughout 2020 that will have substantial carry-over impacts on 2021, and our guidance reflects those measures. As we continue to execute our digital subscription, advertising and content strategies, we expect to generate substantial year-over-year increases in Adjusted EBITDA next year and create a clear path for long-term strong performance".
Cautionary Statements Regarding Forward-looking Statements
This 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, without limitation, the effect of the novel coronavirus ("COVID-19") and related governmental and economic responses; changes in advertising demand, circulation levels and audience shares; competition and other economic conditions; our ability to develop and grow our online businesses; changes in newsprint price and availability; our ability to maintain data security and comply with privacy-related laws; 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 maintain effective internal control over financial reporting; concentration of stock ownership among our principal stockholders whose interest may differ from those of other stockholders; and other events beyond our control that may result in unexpected adverse operating results. For specific risks related to the COVID-19 pandemic, refer to Item 1A. Risk Factors in the most recently filed Quarterly Report on Form 10-Q. For more information about these and other risks, see Item 1A
EXHIBIT 99.2
(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.
Non-GAAP Financial Information
Adjusted EBITDA is a financial measure that is not calculated in accordance with 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, impairment, 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 was 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 U.S. 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.
About Tribune Publishing Company
Tribune Publishing Company (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, Hartford Courant, South Florida's Sun Sentinel and Orlando Sentinel, Virginia's Daily Press and The Virginian-Pilot, and The Morning Call of Lehigh Valley, Pennsylvania. In addition to award-winning local media businesses, Tribune Publishing operates Tribune Content Agency and TheDailyMeal.com.
Our brands are committed to informing, inspiring and engaging local communities. We create and distribute content across our media portfolio and offer integrated marketing, media, and business services to consumers and advertisers, including digital solutions and advertising opportunities.
Investor Relations Contact:
Amy Bullis
312.222.2102
abullis@tribpub.com
Media Contact:
Max Reinsdorf
847.867.6294
mreinsdorf@tribpub.com
Source: Tribune Publishing

EX - 99 . 2 3 a20218k - brcloseprexhibit992 . htm EX - 99 . 2 Document EXHIBIT 99 . 2 Tribune Publishing Company Announces Closure of BestReviews Sale , Updates Guidance for Q4 and Full Year 2020 and Provides Revenue and Adjusted EBITDA Guidance for 2021 CHICAGO , December 31 , 2020 ( GLOBE NEWSWIRE ) - Tribune Publishing Company ( NASDAQ : TPCO ) today announced that it has closed the sale of its majority stake in BestReviews to Nexstar Media Group , Inc . ( NASDAQ : NXST ) . BestReviews LLC was owned 60 % by Tribune and 40 % by its founders , BR Holding Company , Inc . " We are pleased to have closed the BestReviews transaction which strengthens the Company 's balance sheet and provides flexibility for our business going forward " , said Terry Jimenez , CEO of Tribune Publishing . Tribune Publishing also updated its guidance for Q4 and full year 2020 excluding the impact of BestReviews and released revenue and Adjusted EBITDA guidance for 2021 . . For the fourth quarter of 2020 the Company expects to generate a range of $ 191M - $ 192M in revenue and $ 28M - $ 29M in Adjusted EBITDA . For the full year of 2020 the Company expects to generate a range of $ 745M - $ 746M in revenue and $ 72M - $ 73M in Adjusted EBITDA . For fiscal year 2021 the Company expects to generate a range of $ 675M - $ 690M in revenue and $ 105M - $ 113M in Adjusted EBITDA Commenting on the updated guidance for Q4 and full year 2020 and newly announced guidance for 2021 , Terry Jimenez said , " We have taken measures throughout 2020 that will have substantial carry - over impacts on 2021 , and our guidance reflects those measures . As we continue to execute our digital subscription , advertising and content strategies , we expect to generate substantial year - over - year increases in Adjusted EBITDA next year and create a clear path for long - term strong performance " . Cautionary Statements Regarding Forward - looking Statements This 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 , without limitation , the effect of the novel coronavirus ( " COVID - 19 " ) and related governmental and economic responses ; changes in advertising demand , circulation levels and audience shares ; competition and other economic conditions ; our ability to develop and grow our online businesses ; changes in newsprint price and availability ; our ability to maintain data security and comply with privacy - related laws ; 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 multi employer plans to which we contribute which could impact the level of our contributions ; our ability to maintain effective internal control over financial reporting ; concentration of stock ownership among our principal stockholders whose interest may differ from those of other stockholders ; and other events beyond our control that may result in unexpected adverse operating results . For specific risks related to the COVID - 19 pandemic , refer to Item 1 A. Risk Factors in the most recently filed Quarterly Report on Form 10 - Q . For more information about these and other risks , see Item 1A EXHIBIT 99 . 2 ( 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 . Non - GAAP Financial Information Adjusted EBITDA is a financial measure that is not calculated in accordance with 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 , impairment , 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 was 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 U . S . 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 . About Tribune Publishing Company Tribune Publishing Company ( 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 , Hartford Courant , South Florida 's Sun Sentinel and Orlando Sentinel , Virginia 's Daily Press and The Virginian - Pilot , and The Morning Call of Lehigh Valley , Pennsylvania . In addition to award - winning local media businesses , Tribune Publishing operates Tribune Content Agency and TheDailyMeal.com . Our brands are committed to informing , inspiring and engaging local communities . We create and distribute content across our media portfolio and offer integrated marketing , media , and business services to consumers and advertisers , including digital solutions and advertising opportunities . Investor Relations Contact : Amy Bullis 312 . 222 . 2102 abullis@tribpub.com Media Contact : Max Reinsdorf 847 . 867 . 6294 mreinsdorf@tribpub.com Source : Tribune Publishing
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