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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT


PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):  August 3, 2018

_______________________________________________________________________
LEE ENTERPRISES, INCORPORATED
(Exact name of Registrant as specified in its charter)

_______________________________________________________________________

Commission File Number 1-6227

Delaware
(State of Incorporation)
42-0823980
(I.R.S. Employer Identification No.)

201 N. Harrison Street, Davenport, Iowa 52801
(Address of Principal Executive Offices)

(563) 383-2100
Registrant’s telephone number, including area code
_____________________________________________________________________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company [ ]

If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]







Item 7.01.
Regulation FD Disclosure.

The supplemental financial information is furnished as Exhibit 99.1 to this Form 8-K and is hereby incorporated by reference. The information in this report shall not be treated as filed for purposes of the Securities Exchange Act of 1934, as amended.

Lee Legacy only and Pulitzer Inc. ("Pulitzer") only supplemental financial information is being provided because it is a required reporting covenant in the debt agreements of the Company. Lee Legacy constitutes the business of the Company, including its 50% interest in Madison Newspapers, Inc.("MNI"), but excluding Pulitzer and the Company’s 50% interest in TNI Partners ("TNI").

The Lee Legacy and Pulitzer separate income statement presentations are not prepared in accordance with Generally Accepted Accounting Principles ("GAAP") as non-operating income (expense) and income tax expense are allocations of the consolidated balances and have not been prepared in accordance with Accounting Standards Codification 280: Segment Reporting. This presentation is only intended to be used for purposes of complying with covenants under the Company's debt agreements and should not be used as a substitute for the Company's consolidated financial statements prepared in accordance with GAAP. Refer to the Company's consolidated financial statements prepared in accordance with GAAP as periodically filed on Form 10-Q and Form 10-K with the Securities and Exchange Commission.


Item 9.01. Financial Statements and Exhibits.
 
 
 
 
 
(d)
Exhibits
 
 
 
99.1


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
 
 
LEE ENTERPRISES, INCORPORATED
 
 
 
 
/s/ Timothy R. Millage
 
 
 
 
 
Date:
August 3, 2018
By:
 
 
 
 
Timothy R. Millage
 
 
 
 
Vice President, Chief Financial Officer and
 
 
 
 
Treasurer
 





Exhibit


Exhibit 99.1 - Supplemental Financial Information – Third fiscal quarter ended June 24, 2018.

https://cdn.kscope.io/6257f1c50817f97a41345eeb3774bb0a-leelogo2013a01a01a03a02a03.jpg
201 N. Harrison St.
Davenport, IA 52801
www.lee.net





13 Weeks Ended (unaudited)
 
 
 
 
 
 
 
 
June 24, 2018
 
June 25, 2017
(in thousands)
Consolidated
Lee Legacy
Pulitzer Inc.
 
Consolidated
Lee Legacy
Pulitzer Inc.
Operating revenue:
 
 
 
 
 
 
 
Advertising and marketing services
73,538

51,195

22,343

 
81,247

56,393

24,854

Subscription
48,165

33,438

14,727

 
47,410

32,757

14,653

Other
10,915

9,216

1,699

 
10,698

8,859

1,839

Total operating revenue
132,618

93,849

38,769

 
139,355

98,009

41,346

Operating expenses:
 
 
 
 
 
 
 
Compensation
47,862

36,330

11,532

 
51,577

39,702

11,875

Newsprint and ink
6,442

4,616

1,826

 
6,123

4,234

1,889

Other operating expenses
49,159

29,325

19,834

 
48,571

29,236

19,335

Depreciation and amortization
7,904

5,133

2,771

 
10,296

7,392

2,904

Loss (gain) on sale of assets and other, net
101

101

—

 
(61
)
(3
)
(58
)
Restructuring costs and other
1,865

1,502

363

 
3,902

3,664

238

Total operating expenses
113,333

77,007

36,326

 
120,408

84,225

36,183

Equity in earnings of associated companies
1,578

695

883

 
1,616

645

971

Operating income
20,863

17,537

3,326

 
20,563

14,429

6,134

Non-operating income (expense), net
(14,141
)
(16,553
)
2,412

 
(12,433
)
(13,908
)
1,475

Income tax expense (benefit)
1,972

(112
)
2,084

 
1,843

(921
)
2,764

Net income
4,750

1,096

3,654

 
6,287

1,442

4,845


Adjusted EBITDA is a non-GAAP financial measure. Below is a reconciliation of adjusted EBITDA to net income, the most directly comparable measure under GAAP:
Net Income
4,750

1,096

3,654

 
6,287

1,442

4,845

Adjusted to exclude
 
 
 
 
 
 
 
Non-operating expenses (income), net
14,141

16,553

(2,412
)
 
12,433

13,908

(1,475
)
Income tax expense (benefit)
1,972

(112
)
2,084

 
1,843

(921
)
2,764

Equity in earnings of TNI and MNI
(1,578
)
(695
)
(883
)
 
(1,616
)
(645
)
(971
)
Depreciation and amortization
7,904

5,133

2,771

 
10,296

7,392

2,904

Loss (gain) on sale of assets and other, net
101

101

—

 
(61
)
(3
)
(58
)
Restructuring costs and other
1,865

1,502

363

 
3,902

3,664

238

Stock compensation
425

425

—

 
481

481

—

Add:
 
 
 
 
 
 
 
Ownership share of TNI and MNI EBITDA (50%)
2,189

1,202

987

 
2,246

1,170

1,076

Adjusted EBITDA
31,769

25,205

6,564

 
35,811

26,488

9,323

 
 
 
 
 
 
 
 
Supplemental cash flow information
 
 
 
 
 
Distributions from MNI and TNI
1,677

500

1,177

 
1,713

500

1,213

Capital expenditures
(1,827
)
(1,191
)
(636
)
 
(1,153
)
(1,033
)
(120
)
Cash income tax payments
(145
)
(135
)
(10
)
 
(441
)
(441
)
—

Interest income
113

(2,299
)
2,412

 
77

(1,398
)
1,475

Interest to be settled in cash
(12,913
)
(9,758
)
(3,155
)
 
(14,330
)
(10,565
)
(3,765
)
Debt financing and administrative costs
(427
)
(427
)
—

 
(371
)
(371
)
—






39 Weeks Ended (unaudited)
 
 
 
 
 
 
 
 
June 24, 2018
 
June 25, 2017
(in thousands)
Consolidated
Lee Legacy
Pulitzer Inc.
 
Consolidated
Lee Legacy
Pulitzer Inc.
Operating revenue:
 
 
 
 
 
 
 
Advertising and marketing services
229,751

160,563

69,188

 
251,815

175,099

76,716

Subscription
142,405

98,405

44,000

 
141,306

98,123

43,183

Other
32,052

26,750

5,302

 
33,610

27,829

5,781

Total operating revenue
404,208

285,718

118,490

 
426,731

301,051

125,680

Operating expenses:
 
 
 
 
 
 
 
Compensation
147,428

112,590

34,838

 
159,047

121,893

37,154

Newsprint and ink
17,920

12,754

5,166

 
19,216

13,415

5,801

Other operating expenses
148,830

89,526

59,304

 
150,109

88,697

61,412

Depreciation and amortization
23,973

15,595

8,378

 
30,993

22,192

8,801

Gain on sale of assets and other, net
(1,197
)
(1,170
)
(27
)
 
(3,777
)
(3,718
)
(59
)
Restructuring costs and other
4,150

3,566

584

 
6,372

5,286

1,086

Total operating expenses
341,104

232,861

108,243

 
361,960

247,765

114,195

Equity in earnings of associated companies
5,569

2,023

3,546

 
6,034

2,246

3,788

Operating income
68,673

54,880

13,793

 
70,805

55,532

15,273

Non-operating income (expense), net
(42,853
)
(49,511
)
6,658

 
(36,447
)
(39,632
)
3,185

Income tax expense (benefit)
(16,791
)
(24,219
)
7,428

 
9,253

2,549

6,704

Net income
42,611

29,588

13,023

 
25,105

13,351

11,754


Adjusted EBITDA is a non-GAAP financial measure. Below is a reconciliation of adjusted EBITDA to net income, the most directly comparable measure under GAAP:
Net Income
42,611

29,588

13,023

 
25,105

13,351

11,754

Adjusted to exclude
 
 
 
 
 
 
 
Non-operating expenses (income), net
42,853

49,332

(6,479
)
 
36,447

39,632

(3,185
)
Income tax expense (benefit)
(16,791
)
(24,219
)
7,428

 
9,253

2,549

6,704

Equity in earnings of TNI and MNI
(5,569
)
(1,781
)
(3,788
)
 
(6,034
)
(2,246
)
(3,788
)
Depreciation and amortization
23,973

15,595

8,378

 
30,993

22,192

8,801

Gain on sale of assets and other, net
(1,197
)
(1,170
)
(27
)
 
(3,777
)
(3,718
)
(59
)
Restructuring costs and other
4,150

3,566

584

 
6,372

5,286

1,086

Stock compensation
1,441

1,441

—

 
1,564

1,564

—

Add:
 
 
 
 
 
 
 
Ownership share of TNI and MNI EBITDA (50%)
7,433

3,574

3,859

 
7,943

4,917

3,026

Adjusted EBITDA
98,904

75,926

22,978

 
107,866

83,527

24,339

 
 
 
 
 
 
 
 
Supplemental cash flow information:
 
 
 
 
 
Distributions from MNI and TNI
6,875

2,500

4,375

 
6,384

2,750

3,634

Capital expenditures
(4,281
)
(3,131
)
(1,150
)
 
(3,232
)
(2,912
)
(320
)
Cash income tax payments
(429
)
(364
)
(65
)
 
(1,080
)
(1,076
)
(4
)
Interest income
335

(6,144
)
6,479

 
261

(2,924
)
3,185

Interest to be settled in cash
(39,837
)
(29,941
)
(9,896
)
 
(43,919
)
(32,362
)
(11,557
)
Debt financing and administrative costs
(432
)
(432
)
—

 
(371
)
(371
)
—