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What changed in LEE ENTERPRISES, Inc's 10-K — 2023 vs 2024

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Paragraph-level year-over-year comparison of LEE ENTERPRISES, Inc's 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+121 added−170 removedSource: 10-K (2024-12-13) vs 10-K (2023-12-08)

Top changes in LEE ENTERPRISES, Inc's 2024 10-K

121 paragraphs added · 170 removed · 85 edited across 6 sections

Item 1. Business

Business — how the company describes what it does

24 edited+17 added−29 removed7 unchanged
Biggest changeBLOX Digital, operated through our 82.5% owned subsidiary INN Partners, L.C., is one of the largest web-hosting and content management SaaS providers in North America and offers state-of-the-art integrated digital publishing and content management solutions for creating, distributing, and monetizing multimedia content. • BLOX Digital is the engine that powers our digital products.
Biggest changeBLOX Digital, operated through our 82.5% owned subsidiary INN Partners, L.C., is one of the largest web-hosting and content management SaaS providers in North America and offers modern integrated digital publishing and content management solutions for creating, distributing, and monetizing multimedia content. • BLOX Digital services more than 2,000 daily customers, including media publications, universities, television stations and niche publishers, including Lee. • Including intercompany revenue generated from our markets, revenue at BLOX Digital grew 10.4% in 2024 and totaled $38.6 million. • We made significant investments in BLOX Digital in 2024 including enhancing its product capabilities that include an AI driven digital platform that offers a personalized mobile news app, a smart paywall, and an AI assistant tool. 2 Table of Contents Other Revenue - Excluding digital services revenue, other revenue is comprised mainly of commercial printing and delivery of third-party products.
The Audit Committee approves all services to be provided by our independent registered public accounting firm and its affiliates. At www.lee.net, one may access a wide variety of information, including news releases, SEC filings, financial statistics, annual reports, investor presentations, governance documents, newspaper profiles and digital links.
The Audit and Risk Management Committee approves all services to be provided by our independent registered public accounting firm and its affiliates. At www.lee.net, one may access a wide variety of information, including news releases, SEC filings, financial statistics, annual reports, investor presentations, governance documents, newspaper profiles and digital links.
Among such risks, trends and other uncertainties, which in some instances are beyond our control, are: • We may be required to indemnify the previous owners of the BH Media Newspaper Business or Buffalo News for unknown legal and other matters that may arise; • Our ability to manage declining print revenue; • The impact and duration of adverse conditions in certain aspects of the economy affecting our business; • Change in advertising and subscription demand; • Changes in technology that impact our ability to deliver digital advertising; 7 Table of Contents • Potential changes in newsprint, other commodities and energy costs; • Interest rates; • Labor costs; • Significant cyber-security breaches or failure of our information technology systems; • Our ability to achieve planned expense reductions and realize the expected benefit of our acquisitions; • Our ability to maintain employee and customer relationships; • Our ability to manage increased capital costs; • Our ability to maintain our listing status on the Nasdaq Global Select Market ("NASDAQ"); • Competition; and • Other risks detailed from time to time in our publicly filed documents, including this Annual Report and particularly in "Risk Factors", Part I, Item 1A herein.
Among such risks, trends and other uncertainties, which in some instances are beyond our control, are: • We may be required to indemnify the previous owners of the BH Media or Buffalo News for unknown legal and other matters that may arise; • Our ability to manage declining print revenue; • The impact and duration of adverse conditions in certain aspects of the economy affecting our business; • Change in advertising and subscription demand; • Changes in technology that impact our ability to deliver digital advertising; • Potential changes in newsprint, other commodities and energy costs; • Interest rates; • Labor costs; • Significant cyber-security breaches or failure of our information technology systems; 5 Table of Contents • Our ability to maintain employee and customer relationships; • Our ability to manage increased capital costs; • Our ability to maintain our listing Nasdaq; • Competition; and • Other risks detailed from time to time in our publicly filed documents, including this Annual Report and particularly in "Risk Factors", Part I, Item 1A herein.
A major focus in 2023 was investing in top digital talent to carry out our Three Pillar Digital Growth Strategy and position us to achieve our long-term growth targets At September 24, 2023, we had 3,342 employees, including 510 part-time employees, exclusive of TNI and MNI.
A major focus in 2024 was investing in top digital talent to carry out our Three Pillar Digital Growth Strategy and position us to achieve our long-term growth targets. At September 29, 2024, we had 3,047 employees, including 373 part-time employees, exclusive of TNI and MNI.
Full-time equivalent employees in 2023 totaled approximately 3,171 of which 527 are represented by unions. We consider our relationships with our employees to be good. We are committed to creating an equitable and inclusive workplace that also reflects the diversity of our local readers and communities in which we serve.
Full-time equivalent employees in 2024 totaled approximately 2,897 of which 366 are represented by unions. We consider our relationships with our employees to be good. We are committed to creating an equitable and inclusive workplace that also reflects the diversity of our local readers and communities in which we serve.
Newsprint purchase prices can be volatile and fluctuate based upon factors that include foreign currency exchange rates, tariffs and both foreign and domestic production capacity and consumption. Price fluctuations can affect our results of operations. We have not entered into derivative contracts for newsprint.
Newsprint purchase prices can be volatile and fluctuate based upon factors that include foreign currency exchange rates, tariffs and both foreign and domestic production capacity and consumption. Price fluctuations can affect our results of operations.
(7) Excludes Agri-Media sites 6 Table of Contents NEWSPRINT The raw material of newspapers, and our other print publications, is newsprint. We purchase newsprint from U.S. and Canadian producers. We believe we will continue to receive a supply of newsprint adequate for our needs and consider our relationships with newsprint producers to be good.
(4) Digital & Print Subscribers represents the subscriber volumes as of September 29, 2024. NEWSPRINT The raw material of newspapers, and our other print publications, is newsprint. We purchase newsprint from U.S. and Canadian producers. We believe we will continue to receive a supply of newsprint adequate for our needs and consider our relationships with newsprint producers to be good.
Any statements that are not statements of historical fact (including statements containing the words “may”, “will”, “would”, “could”, “believes”, “expects”, “anticipates”, “intends”, “plans”, “projects”, “considers” and similar expressions) generally should be considered forward-looking statements. Readers are cautioned not to place undue reliance on such forward-looking statements, which are made as of the date of this Annual Report.
Any statements that are not statements of historical fact (including statements containing the words “may”, “will”, “would”, “could”, “believes”, “expects”, “anticipates”, “intends”, “plans”, “projects”, “considers” and similar expressions) generally should be considered forward-looking statements. They reflect our expectations, are not guarantees of performance and speak only as of the date the statement is made.
("MNI") in Madison, WI, publish the following daily newspapers and maintain the following primary digital sites: Average Units (5) 2023 Monthly Average ('000s) (6)(7) Newspaper Primary Website Location Daily (3) Sunday (3) Unique Visitors Page Views St. Louis Post-Dispatch (1) stltoday.com St.
NEWSPAPERS AND MARKETS The Company, including our investments in TNI Partners ("TNI") in Tucson, AZ and Madison Newspapers, Inc. ("MNI") in Madison, WI, publish the following daily newspapers and maintain the following primary digital sites: September 2024 (3) 2024 Monthly Average ('000s) Newspaper Primary Website Location Digital & Print Subscribers (4) Unique Visitors Page Views St. Louis Post-Dispatch stltoday.com St.
We do not undertake to publicly update or revise our forward-looking statements, except as required by law. 8 Table of Contents
Readers are cautioned not to place undue reliance on such forward-looking statements, which are made as of the date of this Annual Report. We do not undertake to publicly update or revise our forward-looking statements, except as required by law. 6 Table of Contents
Digital advertising and marketing services remain a key strategic priority for us in 2024. Our advertising teams deploy an omni-channel sales approach that leverages our owned and operated products with Amplified to offer a full suite of digital advertising and marketing services.
Digital advertising and marketing services remain a cornerstone of our strategic priorities for 2025. Our advertising teams utilize an omni-channel sales approach, integrating the reach of our owned and operated platforms with the capabilities of Amplified . This approach enables us to provide a full suite of digital marketing solutions.
The number of competitors in any given market varies; however all of the forms of competition noted above exist to some degree in all of our markets. STRATEGIC INITIATIVES We are committed to a strategy that transforms Lee into a sustainable and growing digital business.
The number of competitors in any given market varies; however all of the forms of competition noted above exist to some degree in all of our markets. STRATEGIC INITIATIVES Our strategy emphasizes technology leadership through partnerships, products, and operational excellence. There are three pillars to our strategy: 1.
There are four categories of advertising revenue: • Advertising on our owned and operated digital products; 1 Table of Contents • Digital marketing services through Amplified, including targeted display, video, OTT, custom content, web development, social media management, search, events, email marketing and other tactics; • Display advertising in daily and non-daily print publications; and • Preprinted advertising inserted in our daily and non-daily print publications.
Our advertising revenue streams are categorized as follows: • Digital Advertising : Display and targeted advertising on our owned and operated digital platforms. • Digital Marketing Services : Offered through Amplified , our suite includes targeted display, video, OTT (over-the-top), hyper targeted AI advertising, custom content, web development, social media management, search engine marketing, events, email campaigns, and other advanced marketing strategies. • Print Advertising : Display advertising featured in our daily and non-daily print publications. • Preprinted Inserts : Advertising distributed within our daily and non-daily print products.
ITEM 1. BUSINESS Lee Enterprises, Incorporated, together with its subsidiaries (“Lee”, “the Company”, “we”, “our” or “us”), is a digital-first subscription business providing local markets with valuable, high quality, trusted, intensely local news, information, advertising and marketing services. We inform consumers in 75 mid-sized local communities in 26 states with a rapidly growing digital subscription platform including 721,000 digital subscribers.
ITEM 1. BUSINESS Lee Enterprises, Incorporated is a leading digital-first subscription business dedicated to delivering high-quality, trusted, and intensely local news, information, advertising, and marketing services. We serve 73 mid-sized communities across 26 states, engaging over 771,000 digital subscribers through our rapidly growing digital platform.
Providing our local consumers with more and more high quality, trusted, engaging content is important to growing our digital audiences and driving subscription conversions. We believe that our proprietary local content displayed in best-in-class multimedia platforms combined with new and engaging content and video channels will grow our audiences and increase our audience monetization capabilities.
By recruiting top talent and leveraging data to enhance subscriber retention, we aim to provide our local consumers with trusted, high-quality content that drives digital audience growth and subscription conversions. Our proprietary local content, presented on best-in-class multimedia platforms and augmented by new and engaging video channels, is designed to not only grow audiences but also increase monetization opportunities. 2.
We operate in predominately mid-sized communities with products ranging from large daily newspapers and associated digital products, such as the St. Louis Post-Dispatch and The Buffalo News , to non-daily newspapers with news websites and digital platforms serving smaller communities.
These products are accessible in both digital and print formats, with real-time updates available through our websites and mobile apps. Operating predominantly in mid-sized communities, our offerings range from prominent daily newspapers and their digital counterparts—such as the St. Louis Post-Dispatch and The Buffalo News —to non-daily newspapers and digital platforms serving smaller towns.
Our primary digital-only subscriber acquisition tactics include: • Investing in relevant, trusted, and intensely local news and information that connects and engages our local communities; • Brand marketing campaigns to raise awareness to the desirability of our content; • Continuously improving our subscriber experience; and • Converting our significant organic traffic through on-platform promotion, paywalls, and dynamic meters.
To drive digital-only subscription growth, we employ several key strategies: • Investing in relevant, trusted, and hyper-local news and information that deeply connects with our communities. • Launching brand marketing campaigns to highlight the value and appeal of our content. • Continuously enhancing the subscriber experience to improve engagement and satisfaction. • Converting organic website traffic into subscribers through on-platform promotions, paywalls, and dynamic metering systems.
Our full access subscriptions include access to all of our content on multiple platforms; including our print products delivered or made available to consumers, websites, smartphone and tablet applications, and e-editions with pricing varying significantly by market and by frequency. Consistent with general publishing industry trends, print subscription volumes declined in 2023. We experienced rapid growth of our digital-only subscriptions.
Expanding our digital-only subscriber base and revenue remains a top strategic priority for 2025. • Full-Access Subscriptions : Provide comprehensive access to our content across multiple platforms, including print editions (delivered or available for pickup), websites, smartphone and tablet apps, and e-editions. Pricing varies significantly by market and delivery frequency. Like broader industry trends, print subscription volumes declined in 2024.
Through our nationally scaled sales force, proprietary ad tech, and sophisticated reporting and analytics, we believe we are well positioned to solve advertising solutions for our advertisers. Through our AI-driven media planning process, we present our advertisers with targeted, integrated solutions that help them reach their intended audiences.
Our advertising teams deploy an omni-channel sales approach that leverages our owned and operated products with Amplified to offer a full suite of digital advertising and marketing services. Through our nationally scaled sales force, proprietary ad tech, and sophisticated reporting and analytics, we believe we are well positioned to solve advertising solutions for our advertisers.
Revenue at BLOX Digital, including intercompany revenue, totaled $35 million in 2023, and has achieved a compound annual growth rate of 11.0% over the last ten years. We generate revenue primarily through advertising and marketing services, subscriptions to our digital and print products, and digital services, primarily through our majority-owned subsidiary, BLOX Digital.
We generate revenue primarily through advertising and marketing services, subscriptions to our digital and print products, and digital services, primarily through our majority-owned subsidiary, BLOX Digital. Digital advertising and marketing services remain a key strategic priority for us in 2025.
For the quantitative impacts of these fluctuations, see Item 7A, “Quantitative and Qualitative Disclosures about Market Risk”, included herein. EMPLOYEES AND HUMAN CAPITAL RESOURCES We believe the foundation of our business is the people and employees who support our business strategy.
We have not entered into derivative contracts for newsprint. 4 Table of Contents EMPLOYEES AND HUMAN CAPITAL RESOURCES We believe the foundation of our business is the people and employees who support our business strategy.
Advertising and marketing services revenues are subject to moderate seasonality primarily due to fluctuations in advertising volumes tied to holidays and seasonal advertising. Our advertising and marketing services revenues are typically highest during the first quarter due to holiday and seasonal advertising and lowest in the second quarter following the holiday season.
Through our AI-driven media planning process, we present our advertisers with targeted, integrated solutions that help them reach their intended audiences. Advertising and marketing services revenues are subject to moderate seasonality primarily due to fluctuations in advertising volumes tied to holidays and seasonal advertising in our first fiscal quarter.
We continue to demonstrate our commitment to diversity, equity and inclusion by assessing our hiring practices, extending our hiring reach, providing skill-building opportunities on diverse storytelling, and developing business strategies that include historically marginalized communities. These efforts and initiatives will help us reach our goal of a more diverse workforce at all levels of our company.
We remain deeply committed to fostering diversity within our organization by continuously evaluating and enhancing our hiring practices, broadening our recruitment efforts, offering skill-building opportunities focused on diverse storytelling, and crafting business strategies that engage historically underserved communities. These initiatives position us to build a more representative workforce at every level, strengthening our company’s culture and driving long-term success.
In 2024, we plan to continuously improve the user experience with our digital products through targeted investments in top talent aimed at improving the mobile version of our digital products and leveraging the information we have to improve subscriber retention.
In 2025, we plan to make targeted investments to improve the user experience of our digital products, particularly on mobile platforms, and aim to personalize news and content that amplifies and extends our audiences.
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Our core strategy aims to grow audiences and engagement through creating, collecting, and distributing trusted local news and information, continuous improvements to subscriber experience, and offering a full suite of omni-channel advertising and marketing to more than 30,000 local advertisers.
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Our mission is to enrich communities by providing engaging local content, enhancing subscriber experiences, and empowering more than 25,000 local advertisers with a comprehensive suite of omni-channel advertising and marketing solutions. Our diverse portfolio includes digital subscription platforms, daily, weekly, and monthly newspapers, and niche products, all tailored to deliver original local content alongside national and international news.
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Our product portfolio includes digital subscription platforms, daily, weekly and monthly newspapers and niche products, all delivering original local news and information as well as national and international news. Our products offer digital and print editions, and our content and advertising is available in real time through our websites and mobile apps.
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By combining deep local insights with innovative digital solutions, Lee Enterprises is transforming the way communities stay informed and connected. Technology, media, and consumer behavior are experiencing a seismic shift driven by the rise of generative AI.
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We have made investments in talent and technology to improve user experience, content, data visualization and marketing to align with the shift in spending habits by both consumers and advertisers toward digital products.
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This groundbreaking innovation is transforming how information is created, shared, and consumed, offering an unprecedented opportunity for media companies to adapt, innovate, and solidify their role as trusted providers of news and information. As a local news organization operating across 26 states, Lee is uniquely positioned to succeed in this evolving landscape.
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In 2023, total digital revenues, which include digital advertising and marketing services revenues, digital-only subscription revenues, and digital services revenues, were $273.2 million, or 39.5% of our total revenues. We aim to grow our business through three main categories: subscriptions to our product offerings, advertising and marketing solutions to local advertisers, and digital services to a diverse set of customers.
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Our communities depend on us not only for unbiased reporting but also as the vital connection that brings together neighbors, leaders, and businesses. Leveraging the transformative potential of generative AI, we are enhancing our commitment to truth, transparency, and service—ensuring we remain a cornerstone of the communities we serve in this dynamic new era.
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Execution of this strategy is expected to transform Lee into a growing and sustainable local media organization. • Our digital subscription platforms are the fastest growing digital subscription platforms in local media. At the end of 2023, we had 721,000 subscribers to our digital platforms, up 35.6% over 2022.
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While monetization opportunities of our content and data continue to grow, we generate revenue today primarily through advertising and marketing services, subscriptions to our digital and print products, and digital services, primarily through our majority-owned subsidiary, BLOX Digital, our software as a service content platform.
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Revenue from digital-only subscribers totaled more than $60 million in 2023, up 51% over 2022. • Amplified Digital ® ("Amplified"), our digital marketing services agency, offers a full suite of digital marketing solutions to local advertisers.
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Advertising and Marketing Services Lee provides comprehensive advertising and marketing services tailored to local, regional, and national businesses.
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Revenue at Amplified totaled more than $91.2 million in 2023 up 20% over 2022. • BLOX Digital (formerly known as TownNews), our software as a service (SaaS) content platform, is one of the largest web-hosting and content management SaaS providers in North America.
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Leveraging a nationally scaled sales force, proprietary ad technology, and robust analytics, we deliver data-driven, customized advertising solutions.
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BLOX Digital represents a powerful opportunity to drive additional digital revenue by providing state-of-the-art web hosting and content management services to more than 2,000 customers who rely on BLOX Digital for their web, over-the-top display, mobile, video and social media products.
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Using AI-powered media planning, we craft targeted, integrated campaigns to help advertisers connect with their intended audiences effectively. 1 Table of Contents Subscription Business Lee offers a range of subscription options, including digital-only subscriptions, full-access subscriptions, and single-copy sales. • Digital-Only Subscriptions : This rapidly growing segment offers access to our content exclusively through digital platforms.
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On March 16, 2020, we completed the acquisition of BH Media Group, Inc. ("BH Media") and The Buffalo News, Inc. ("Buffalo News"), adding 31 local media operations and nearly doubling our audience size and total operating revenue. See Note 1 — Significant Accounting Policies, in the Consolidated Financial Statements for more information on the acquisition.
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We also implement a variety of pricing strategies, such as discounted introductory offers, to encourage trial usage and build habituation before transitioning subscribers to standard rates. This multi-faceted approach ensures we remain a trusted source of information while capitalizing on the opportunities of the digital-first era.
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Advertising and Marketing Services - In 2023, advertising and marketing services revenue of $319.0 million comprised 46.2% of total operating revenue. Advertising and marketing services are primarily sold to local, regional, and nationwide businesses.
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Digital Services Revenue – In 2024, almost all of our digital services revenue is from BLOX Digital.
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Subscription Revenue - In 2023, subscription revenue of $313.3 million comprised 45.3% of our total operating revenue. Subscription revenue is earned primarily from selling subscriptions to our content through our full access subscriptions, digital-only subscriptions and single copy sales.
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Expand Our Audience with Compelling Local Content Lee is committed to maintaining its leadership position as a trusted provider of local news and information by delivering best-in-class digital experiences. We focus on enhancing consumer engagement and growing audiences by offering relevant, useful, and engaging content through a multi-media approach that leverages AI and includes video, audio, and written content.
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Digital-only subscriptions include access to our content on our digital platforms. At the end of the fiscal year, we had over 721,000 digital-only subscribers, up 35.6% compared to 2022, with revenue totaling $60 million, or up 51% compared to 2022. Growing our digital-only subscribers and digital-only revenue remains a top strategic priority in 2024.
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Accelerate Digital Subscription Growth As the fastest-growing local media digital subscription business, Media Company continues to achieve significant growth in digital-only subscribers. In 2024, digital-only subscriptions increased by 7%, reaching over 771,000 subscribers and offsetting declines in traditional full-access subscriptions. More than 53% of our full-access subscribers have also activated their digital access.
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A variety of pricing strategies are also used, including discounted introductory periods and sales, to encourage trial and habituation before transitioning to the full price rate. Digital Services Revenue – In 2023, digital services revenue of $19.4 million comprised 2.8% of our total operating revenue. In 2023, almost all of our digital services revenue is from BLOX Digital.
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Our strategy includes leveraging data and analytics to target our extensive addressable market of 26 million unique visitors, converting them into digital subscribers. With these efforts, we aim to achieve substantial growth in digital-only subscribers, targeting over 1.2 million by 2028. This digital transformation is not only a strategic imperative but also an environmentally sustainable one.
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In addition, BLOX Digital services nearly 2,000 daily customers, including legacy media publications, universities, television stations and niche publications. • Including intercompany revenue generated from our markets, revenue at BLOX Digital grew 13.2% in 2023 and totaled $35 million. 2 Table of Contents • With strong product offerings, investments in video and streaming technology and diversifying the customer base into broadcast, BLOX Digital is positioned to continue to be a key component of our growth strategy.
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By shifting to digital platforms, we reduce energy consumption at production hubs, newsprint usage, and the environmental impact of fossil-fuel-driven distribution channels. 3.
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Other Revenue - In 2023, Other Revenue of $58.9 million comprised 8.5% of total operating revenue. Excluding digital services revenue, other revenue is comprised mainly of commercial printing and delivery of third-party products. In 2023, other revenue excluding digital services of $19.4 million, comprised 5.7% of our total operating revenue, compared to $18.0 million and 5.5% in 2022.
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Diversify and Expand Offerings for Local Advertisers Our advertising and marketing solutions provide a robust platform for local advertisers to achieve scale both within and beyond our markets. • Amplified Digital Solutions : Through Amplified , our full-service digital agency, we create sophisticated campaigns on both our owned-and-operated sites and third-party platforms.
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Aligning with that commitment, our Three Pillar Digital Growth Strategy is focused on the following: Expand digital audiences by transforming the presentation of local news and information. We seek to maintain our dominant market position as the leading provider of news and information by providing best-in-class digital experiences to improve consumer engagement and grow our audiences.
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These campaigns use auction-based ad buying and are tailored to meet the specific needs and scale of each advertiser. 3 Table of Contents • Omni-Channel Sales Approach : Our highly skilled and digitally adept salesforce—the largest and most proficient in our markets—works closely with local businesses to provide tailored advertising solutions. • Advanced Metrics and Collaboration : Collaborating with Google and other ad tech providers, we deliver advanced metrics and analytics to ensure campaign effectiveness and ROI.
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We aim to achieve this by delivering relevant, useful, and engaging content to the consumer using a multi-media approach, including video and audio.
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Louis, MO 87,358 2,642 21,952 Buffalo News buffalonews.com Buffalo, NY 78,433 1,679 22,154 Tulsa World tulsaworld.com Tulsa, OK 64,352 958 7,988 Omaha World Herald omaha.com Omaha, NE 62,498 1,356 16,391 Wisconsin State Journal (1) madison.com Madison, WI 58,758 1,294 13,255 Richmond Times-Dispatch richmond.com Richmond, VA 46,896 970 10,530 Arizona Daily Star (2) azstarnet.com Tucson, AZ 42,980 1,179 2,977 The Times nwitimes.com Munster, Valparaiso, and Crown Point, IN 40,311 832 7,237 Billings Gazette billingsgazette.com Billings, MT 35,849 665 5,966 Lincoln Journal Star journalstar.com Lincoln, NE 34,977 885 8,164 The Press of Atlantic City pressofatlanticcity.com Atlantic City, NJ 22,684 649 5,016 Roanoke Times roanoke.com Roanoke, VA 21,917 471 4,744 Quad-City Times qctimes.com Davenport, IA 20,432 453 4,073 Winston Salem Journal journalnow.com Winston-Salem, NC 20,101 538 4,810 The Pantagraph pantagraph.com Bloomington, IL 18,768 415 4,705 Greensboro News-Record greensboro.com Greensboro, NC 18,563 433 3,259 Freelance-Star fredericksburg.com Fredericksburg, VA 16,860 244 2,962 Missoulian missoulian.com Missoula, MT 15,615 303 3,723 The Bismarck Tribune bismarcktribune.com Bismarck, ND 12,021 315 4,422 Waco Tribune-Herald wacotrib.com Waco, TX 11,840 295 2,495 Other Daily Publications 347,178 8,496 69,434 Other Non-Daily Publications 26,598 1,035 2,841 Total 1,104,989 26,107 229,098 (1) Owned by MNI (2) Owned by Star Publishing and published through TNI (3) Source: Company statistics.
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Expand digital subscription base and revenue. We are the fastest growing local media digital subscription business. Digital-only subscriber growth continued at a rapid pace in 2023, offsetting the declines in our traditional full access (print and digital) subscribers. Our digital audiences are comprised of full access subscribers, digital-only subscribers and non-subscribers who access our sites subject to our paywalls.
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More than 53% of our full access subscribers have activated their digital access, and digital-only subscribers increased 35.6% in 2023, reaching over 721,000 digital-only subscribers. Our acquisition and retention tactics are focused on growing our digital subscription base by using data and analytics to direct our huge addressable market of 31 million unique visitors toward obtaining a digital subscription.
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Using these techniques, we expect digital-only subscribers to continue to grow substantially, reaching more than 1.2 million digital-only subscribers by 2028. We believe our digital transformation will have a favorable impact on the environment. A key component of our digital growth strategy is to accelerate the pace of digital subscriber growth.
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Growing our digital revenue 3 Table of Contents streams as the print revenues mature will have a favorable impact on the environment as our production hubs will consume less energy, we will consume less newsprint, and there will be less environmental impact from our distribution channels that largely operate on fossil-fuel powered transportation. Diversify and expand offerings for local advertisers.
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According to eMarketer, local advertising spending is expected to reach nearly $150 billion in 2024.
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Our vast array of rapidly growing digital products, our large, digitally-adept salesforce and Amplified, our full service digital agency, create a powerful opportunity to gain scale both in and outside of our local markets. • Our local sales forces are larger than any local competitor, and we believe they are the most highly trained and proficient sales force in our markets. • We have strong relationships with businesses in our markets and offer a wide array of products to deliver our advertisers' message.
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Through Amplified we create sophisticated digital campaigns on our owned and operated sites and on third-party sites that give advertisers the ability to target their message to reach their desired audiences.
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Our sales force deploys an omni-channel sales approach that leverages the auction-based ad buying that is widely adopted by all major digital advertising channels, and tailors advertising and marketing solutions based on the size, scale, and needs of the advertiser. We collaborate with Google and other ad tech companies to provide key metrics and analytics to measure campaign effectiveness.
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BLOX Digitals represents a powerful opportunity for us to drive additional digital revenue through their SaaS content platform. In 2023, revenue at BLOX Digital, including intracompany revenue, totaled $35 million and since 2013 the compounded annual growth rate of BLOX Digital revenue has been 11.0%.
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Through continuous investment in product development and gaining essential technology, like world-class video and streaming technology, BLOX Digital is the leading CMS provider in the publishing CMS segment and is growing its market share in the broadcast CMS segment.
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In 2024, we believe we can grow revenue at BLOX Digital through modest market share gains in our core markets, increasing our average revenue per customer. DAILY NEWSPAPERS AND MARKETS The Company, including our investments in TNI Partners ("TNI") in Tucson, AZ and Madison Newspapers, Inc.
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Louis, MO 99,618 109,407 3,614 30,232 Buffalo News (2) buffalonews.com Buffalo, NY 69,842 89,694 2,325 21,830 Omaha World Herald (1) omaha.com Omaha, NE 58,514 63,319 1,520 19,512 Wisconsin State Journal (1)(4) madison.com Madison, WI 49,140 51,450 1,698 19,380 Richmond Times-Dispatch (1) richmond.com Richmond, VA 48,807 52,218 1,305 14,151 The Times (1) nwitimes.com Munster, Valparaiso, and Crown Point, IN 42,413 43,416 1,100 17,262 Arizona Daily Star (5) (1) azstarnet.com Tucson, AZ 39,500 45,848 1,368 13,339 Tulsa World (1) tulsaworld.com Tulsa, OK 33,565 36,484 1,210 9,965 Billings Gazette billingsgazette.com Billings, MT 26,418 28,541 862 8,624 Lincoln Journal Star (1) journalstar.com Lincoln, NE 24,985 36,977 1,108 12,566 Quad-City Times qctimes.com Davenport, IA 22,116 23,685 657 5,634 The Bismarck Tribune bismarcktribune.com Bismarck, ND 22,006 408 4,990 4 Table of Contents Average Units (5) 2023 Monthly Average ('000s) (6)(7) Newspaper Primary Website Location Daily (3) Sunday (3) Unique Visitors Page Views Winston Salem Journal (1) journalnow.com Winston-Salem, NC 19,674 20,548 693 6,081 Roanoke Times roanoke.com Roanoke, VA 19,657 22,103 679 5,409 La Crosse Tribune lacrossetribune.com La Crosse, WI 18,837 — 443 4,362 The Press of Atlantic City pressofatlanticcity.com Atlantic City, NJ 18,294 — 726 6,631 The Pantagraph pantagraph.com Bloomington, IL 16,930 17,870 526 7,038 Missoulian missoulian.com Missoula, MT 16,652 — 413 4,647 The Post-Star poststar.com Glens Falls, NY 15,866 — 434 4,606 Rapid City Journal rapidcityjournal.com Rapid City, SD 15,557 — 321 3,618 Greensboro News-Record greensboro.com Greensboro, NC 15,151 16,725 578 3,741 The Journal Times journaltimes.com Racine, WI 14,749 15,915 405 4,274 Freelance-Star fredericksburg.com Fredericksburg, VA 14,362 15,376 398 3,844 Independent Record helenair.com Helena, MT 14,083 — 316 4,063 Napa Valley Register napavalleyregister.com Napa, CA 13,561 — 343 3,094 Dispatch-Argus qconline.com Moline, IL 13,039 13,618 226 3,131 Kenosha News kenoshanews.com Kenosha, WI 12,907 13,684 656 4,878 Waco Tribune-Herald wacotrib.com Waco, TX 11,566 — 442 3,245 The Citizen auburnpub.com Auburn, NY 10,498 — 389 2,955 The Courier wcfcourier.com Waterloo and Cedar Falls, IA 10,342 — 386 3,510 Charlottesville Daily Progress dailyprogress.com Charlottesville, VA 10,326 — 435 2,886 Sioux City Journal siouxcityjournal.com Sioux City, IA 10,208 — 346 2,962 Montana Standard mtstandard.com Butte, MT 9,837 — 216 2,794 The Times-News magicvalley.com Twin Falls, ID 9,270 — 200 1,743 The Daily News tdn.com Longview, WA 9,141 — 206 1,851 Herald & Review herald-review.com Decatur, IL 9,128 — 284 3,074 Lynchburg News & Advance newsadvance.com Lynchburg, VA 9,085 — 299 2,317 The Times and Democrat thetandd.com Orangeburg, SC 8,551 — 290 1,889 Hickory Daily Record hickoryrecord.com Hickory, NC 8,237 — 285 2,110 Grand Island Independent theindependent.com Grand Island, NE 8,063 — 228 2,497 Dothan Eagle dothaneagle.com Dothan, AL 7,667 — 198 1,243 Bristol Herald Courier heraldcourier.com Bristol,VA 7,385 — 222 1,798 Casper Star-Tribune trib.com Casper, WY 7,213 9,149 299 2,360 Corvallis Gazette-Times gazettetimes.com Corvallis, OR 7,020 — 143 1,697 Elko Daily Free Press elkodaily.com Elko, NV 6,776 — 171 1,552 Bryan-College Station Eagle theeagle.com Bryan, TX 6,682 — 262 1,851 5 Table of Contents Average Units (5) 2023 Monthly Average ('000s) (6)(7) Newspaper Primary Website Location Daily (3) Sunday (3) Unique Visitors Page Views The Sentinel cumberlink.com Carlisle, PA 6,477 — 189 1,578 Globe Gazette globegazette.com Mason City, IA 6,382 — 218 1,978 The Southern Illinoisan thesouthern.com Carbondale, IL 6,289 — 190 1,253 Albany Democrat-Herald democratherald.com Albany, OR 6,243 — 160 1,318 Scottsbluff Star-Herald starherald.com Scottsbluff, NE 5,690 — 134 947 Daily Citizen wiscnews.com/bdc Beaver Dam, WI 5,372 — — — Opelika Auburn News oanow.com Opelika, AL 5,202 — 217 1,765 The News Herald morganton.com Morganton, NC 4,800 — 165 1,061 Florence Morning News scnow.com Florence, SC 4,787 — 195 1,263 Kearney Hub kearneyhub.com Kearney, NE 4,718 — — — Martinsville Bulletin martinsvillebulletin.com Martinsville, VA 4,704 — 130 966 Portage Daily Register wiscnews.com/pdr Portage, WI 4,437 — — — Baraboo News Republic wiscnews.com/bnr Baraboo, WI 4,435 — — — Statesville Record & Landmark statesville.com Statesville, NC 3,999 — 201 993 The Daily Nonpareil nonpareilonline.com Council Bluffs, IA 3,944 — 126 875 Journal Gazette & Times-Courier jg-tc.com Mattoon/Charleston, IL 3,849 — 302 2,023 Danville Register & Bee godanriver.com Danville, VA 3,659 — 125 945 North Platte Telegraph nptelegraph.com North Platte, NE 3,355 — 105 747 Columbus Telegram columbustelegram.com Columbus, NE 3,068 — 126 919 Fremont Tribune fremonttribune.com Fremont, NE 2,984 — 155 934 The News Virginian newsvirginian.com Waynesboro, VA 2,875 — 90 433 Culpeper Star-Exponent starexponent.com Culpeper, VA 2,738 — 120 559 York News-Times yorknewstimes.com York, NE 2,700 — 74 514 Beatrice Daily Sun beatricedailysun.com Beatrice, NE 2,455 — 72 541 The McDowell News mcdowellnews.com Marion, NC 2,214 — 112 468 The Chippewa Herald chippewa.com Chippewa Falls, WI 2,009 — 100 673 Winona Daily News winonadailynews.com Winona, MN 1,927 — 81 690 Muscatine Journal muscatinejournal.com Muscatine, IA 1833 — 228 1020 Ravalli Republic ravallinews.com Hamilton, MT 707 — 64 353 (1) Source: AAM: September 2023 Quarterly Executive Summary Data Report, unaudited (2) Source: AAM: March 2023 Quarterly Executive Summary Data Report, unaudited More recent data is not available (3) Not all newspapers are published Monday through Saturday or have a Sunday edition (4) Owned by MNI (5) Owned by Star Publishing and published through TNI (6) Source: Company statistics.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

21 edited+6 added−9 removed59 unchanged
Biggest changeWe cannot assure investors we would be able to take any of these alternative actions, such actions would be permitted under the terms of the Credit Agreement, and, even if successful,, that such actions would permit us to meet our scheduled debt service obligations In addition, the 2020 Refinancing terms impose operating and financial restrictions, including restrictions on incurring additional indebtedness, creating certain liens, making certain investments or acquisitions, issuing dividends, repurchasing shares of Company stock, and engaging in other capital transactions.
Biggest changeWe cannot assure investors we would be able to take any of these alternative actions, such actions would be permitted under the terms of the Credit Agreement, and, even if successful, that such actions would permit us to meet our scheduled debt service obligations.
Currently, a primary source of revenue is from advertising and marketing services, which accounts for 46% of our revenue. Subscription revenue accounts for 45% of our revenue. The media publishing industry has experienced rapid evolution in consumer demands and expectations due to advances in technology, which have led to a proliferation of delivery methods for news and information.
Currently, a primary source of revenue is from advertising and marketing services, which accounts for 45% of our revenue. Subscription revenue accounts for 46% of our revenue. The media publishing industry has experienced rapid evolution in consumer demands and expectations due to advances in technology, which have led to a proliferation of delivery methods for news and information.
Uncertainty and adverse changes in the general economic conditions of markets in which we participate and increases in costs of raw materials, energy, labor and other factors may negatively affect our business. Our business and the companies with which we do business are subject risks and uncertainties caused by factors beyond our control.
Uncertainty and adverse changes in the general economic conditions of markets in which we participate and increases in costs of raw materials, energy, labor and other factors may negatively affect our business. Our business and the companies with which we do business are subject to risks and uncertainties caused by factors beyond our control.
Compliance with Section 404 may require us to incur substantial accounting expenses and expend significant management efforts. Our testing has revealed and in the future may reveal deficiencies in our internal controls over financial reporting that are deemed to be material weaknesses.
Compliance with Section 404 may require us to incur substantial accounting expenses and expend significant management efforts. In the past, our testing has revealed and in the future may reveal deficiencies in our internal controls over financial reporting that are deemed to be material weaknesses.
As the use of the internet and mobile devices has increased, we have lost some classified advertising and subscribers to online advertising businesses and free Internet sites that contain abbreviated versions of our publications. Some of our current and potential competitors have greater financial and other resources than we do.
As the use of the internet and mobile devices has increased, we have lost some classified advertising and subscribers to online advertising businesses and free Internet sites that contain abbreviated versions of our publications. Some of our current and potential competitors have greater financial and other resources than we have.
The growth of our digital business over the long term depends on various factors, including, among other things, the ability to: • Continue to increase digital audiences; • Attract advertisers to our digital platforms; • Tailor our products to efficiently and effectively deliver content and advertising on mobile devices; • Maintain or increase the advertising rates on our digital platforms; • Exploit new and existing technologies to distinguish our products and services from those of competitors and develop new content, products and services; • Invest funds and resources in digital opportunities; • Partner with, or use services from, providers that can assist us in effectively growing our digital business; and 11 Table of Contents • Create digital content and platforms that attract and engage audiences in our markets.
The growth of our digital business over the long term depends on various factors, including, among other things, the ability to: • Continue to increase digital audiences; • Attract advertisers to our digital platforms; • Tailor our products to efficiently and effectively deliver content and advertising on mobile devices; • Maintain or increase the advertising rates on our digital platforms; • Exploit new and existing technologies to distinguish our products and services from those of competitors and develop new content, products and services; • Invest funds and resources in digital opportunities; • Partner with, or use services from, providers that can assist us in effectively growing our digital business; and • Create digital content and platforms that attract and engage audiences in our markets.
In particular, Section 404 of the Sarbanes-Oxley Act requires us to perform system 9 Table of Contents and process evaluations and testing of our internal controls over financial reporting to allow management to report on the effectiveness of our internal controls over financial reporting.
In particular, Section 404 of the Sarbanes-Oxley Act requires us to perform system 7 Table of Contents and process evaluations and testing of our internal controls over financial reporting to allow management to report on the effectiveness of our internal controls over financial reporting.
As a result of any such breaches, customers or users may assert claims of liability against us and these activities may subject us to legal claims, adversely impact our reputation, and interfere with our ability to provide our products and services, all of which may have an adverse effect on our business, financial condition and results of operations.
As a result of any such breaches, customers or users may assert claims of liability against us and these activities may subject us to legal claims, adversely 11 Table of Contents impact our reputation, and interfere with our ability to provide our products and services, all of which may have an adverse effect on our business, financial condition and results of operations.
Additionally, we depend on the security of our third-party service providers. Unauthorized use of or 13 Table of Contents inappropriate access to our, or our third-party service providers’ networks, computer systems and services could potentially jeopardize the security of confidential information, including payment card (credit or debit) information, of our customers.
Additionally, we depend on the security of our third-party service providers. Unauthorized use of or inappropriate access to our, or our third-party service providers’ networks, computer systems and services could potentially jeopardize the security of confidential information, including payment card (credit or debit) information, of our customers.
Currently, the Term Note has an aggregate principal outstanding amount of $455.7 million. Our ability to make scheduled payments depends on our financial condition and operating performance, which are subject to prevailing economic and competitive conditions and to certain financial, business, competitive, legislative, regulatory, and other factors beyond our control.
Currently, the Term Note has an aggregate principal outstanding amount of $445.9 million. Our ability to make scheduled payments depends on our financial condition and operating performance, which are subject to prevailing economic and competitive conditions and to certain financial, business, competitive, legislative, regulatory, and other factors beyond our control.
If we are unable to secure the required consent of BH Finance, our ability to take advantage of future opportunities, including acquisition or financing opportunities, could be restricted.
If we are unable to 10 Table of Contents secure the required consent of BH Finance, our ability to take advantage of future opportunities, including acquisition or financing opportunities, could be restricted.
Any future evaluations requiring an asset impairment charge for goodwill or other intangible assets would adversely affect future reported results of operations and stockholders’ equity.
Any future evaluations requiring an asset impairment charge for goodwill or other intangible assets would adversely affect future reported results of operations and stockholders’ equity. For further information on goodwill and intangible assets, see Note 4 — Goodwill and other intangible assets.
A failure to satisfy out debt service obligations on the Term Loan could give rise to default. Moreover, these restrictions limit our flexibility in planning for or reacting to changes in our business, the economy, in general, and the economies in which we operate, which, in turn increases our vulnerability to adverse financial consequences related to such changes.
Moreover, these restrictions limit our flexibility in planning for or reacting to changes in our business, the economy, in general, and the economies in which we operate, which, in turn increases our vulnerability to adverse financial consequences related to such changes.
Responding to the changes described above may require us to make significant capital investments and incur significant research and development costs related to building, maintaining, and evolving our technology infrastructure, and our ability to make the level of investments required may be limited. See “Audiences” in Item 1, included herein, for additional information on about our print and digital audiences.
Responding to the changes described above may require us to make significant capital investments and incur significant research and development costs related to building, maintaining, and evolving our technology infrastructure, and our ability to make the level of investments required may be limited.
Future volatility and disruption in the securities markets could cause declines in the asset values of our pension and postretirement plans. In addition, a decrease in the discount rates or changes to mortality estimates and other assumptions used to determine the liability could increase the benefit obligation of the plans.
In addition, a decrease in the discount rates or changes to mortality estimates and other assumptions used to determine the liability could increase the benefit obligation of the plans.
Unfavorable changes to the plan assets and/or the benefit obligations could increase the level of required contributions above what is currently estimated, which could reduce the cash available for our business and debt service. We expect to be subject to additional withdrawal liabilities in connection with multiemployer pension plans, which may reduce the cash available for our business.
Unfavorable changes to the plan assets and/or the benefit obligations could increase the level of required contributions above what is currently estimated, which could reduce the cash available for our business and debt service. 12 Table of Contents
We compete with a large number of companies in the local media industry, including digital media businesses and, if we are unable to compete effectively, our advertising and subscription revenues may decline.
See “Strategic Initiatives” in Item 1, included herein, for additional information on about our print and digital audiences. 9 Table of Contents We compete with a large number of companies in the local media industry, including digital media businesses and, if we are unable to compete effectively, our advertising and subscription revenues may decline.
The terms of the 2020 Refinancing, limit our ability to take certain actions without requisite lender approval and modification of the loan agreements. These limitations include restrictions on incurring additional indebtedness, creating certain liens, making certain investments or acquisitions, issuing dividends, repurchasing shares of Company stock, and engaging in other capital transactions.
These limitations include restrictions on incurring additional indebtedness, creating certain liens, making certain investments or acquisitions, issuing dividends, repurchasing shares of Company stock, and engaging in other capital transactions.
Our businesses depend on the efforts, abilities, and talents of our executive team and other highly qualified employees who possess substantial business, information technology, and operational knowledge.
Attracting and retaining highly qualified personnel is difficult and costly, but the failure to do so could negatively affect our operations. Our businesses depend on the efforts, abilities, and talents of our executive team and other highly qualified employees who possess substantial business, information technology, and operational knowledge.
The value of our intangible assets may become further impaired, depending upon future operating results. At September 24, 2023, the carrying value of our goodwill was $329.5 million, the carrying value of mastheads was $18.7 million, and the carrying value of our amortizable intangible assets was $76.3 million.
The value of our intangible assets may become further impaired, depending upon future operating results. At September 29, 2024, the carrying value of our goodwill was $328.0 million, the carrying value of mastheads was $10.9 million, and the carrying value of our amortizable intangible assets was $59.2 million.
A failure to satisfy our debt service obligations on the Term Loan could give rise to default and, in turn, the right of our lender to accelerate our indebtedness, making all principal and interest becoming due and payable. 12 Table of Contents Certain actions, including our ability to incur additional indebtedness, require the consent of our lenders and note holders which, if not provided, would limit our ability to take advantage of future opportunities.
A failure to satisfy our debt service obligations on the Term Loan could give rise to default and, in turn, the right of our lender to accelerate our indebtedness, making all principal and interest becoming due and payable.
Removed
We have identified a material weakness in our internal control over financial reporting, which could result in loss of investor confidence in the Company and a negative impact on the value of our common stock.
Added
Generative Artificial Intelligence (AI), as a new and emerging technology, subjects us to risks involving security, protection of intellectual property, ethical concerns, brand trust, reputational harm, legal liability, and the maintenance and growth of revenue streams. 8 Table of Contents The safe and responsible integration of AI functionality as it rapidly evolves presents emerging ethical and legal challenges, and the use of such technologies may result in diminished brand trust and reputational harm.
Removed
Management assessed the effectiveness of our internal control over financial reporting as of September 24, 2023, and concluded we did not maintain effective internal control over financial reporting.
Added
Our competitors are integrating AI into their business practices which may result in competitive harm and the need to allocate significant resources to protect intellectual property. To responsibly remain competitive, we must develop and maintain our digital platform and ethically integrate new AI functionality in accordance with evolving compliance requirements.
Removed
Management did not design and implement controls to assess the reliability of certain internally generated information, or evaluate information received from certain third-party service providers, that are relevant to certain revenue recognized in the Company’s consolidated financial statements. For additional information, see Item 9A, "Controls and Procedures," below.
Added
Developments in the AI field will simultaneously increase both competition and liability risks while also altering the market for our services. In addition, the use of AI by bad actors presents increasingly complex and sophisticated security threats to our confidential subscriber, employee, and Company data, and we must make additional efforts to maintain network security.
Removed
Until remediated, the material weakness could adversely affect our ability to report our financial condition and results of operations in a timely and accurate manner, which could negatively affect investor confidence in the Company and, in turn, the value of our common stock.
Added
In addition, the 2020 Refinancing terms impose operating and financial restrictions, including restrictions on incurring additional indebtedness, creating certain liens, making certain investments or acquisitions, issuing dividends, repurchasing shares of Company stock, and engaging in other capital transactions. A failure to satisfy out debt service obligations on the Term Loan could give rise to default.
Removed
While certain actions have been taken and planned to remediate and address the material weaknesses and enhance our internal control over financial reporting, we cannot be certain such remedial measures will be successful or otherwise sufficient to address the material weakness.
Added
Certain actions, including our ability to incur additional indebtedness, require the consent of our lender which, if not provided, would limit our ability to take advantage of future opportunities. The terms of the 2020 Refinancing, limit our ability to take certain actions without requisite lender approval and modification of the loan agreements.
Removed
In addition, if we are unable to remediate the material weakness, are otherwise unable to maintain effective internal control over financial reporting, or additional material weaknesses or significant deficiencies in our internal control over financial reporting are discovered or occur in the future, our ability to record, process and report financial information accurately, and to prepare financial statements within required time periods could be adversely affected, which, in addition to loss of investor confidence and a negative affect on the value of our common stock, could subject the Company to sanctions or investigations by the SEC, NASDAQ, or other regulatory authorities requiring additional financial and management resources to address.
Added
Our pension and postretirement plans invest in a variety of equity and fixed income securities. Future volatility and disruption in the securities markets could cause declines in the asset values of our pension and postretirement plans.
Removed
For further information on goodwill and intangible assets, see Note 4 — Goodwill and other intangible assets. 10 Table of Contents Attracting and retaining highly qualified personnel is difficult and costly, but the failure to do so Could negatively affect our operations.
Removed
Pension plans were in a net overfunded position of $10.3 million at September 24, 2023 compared to an underfunded position of $0.4 million at September 25, 2022. Our pension and postretirement plans invest in a variety of equity and debt securities.
Removed
We contributed to various multiemployer defined benefit pension plans during 2023 under the terms of collective-bargaining agreements (“CBAs”). For plans that are in critical status, benefit reductions may apply or we could be required to make additional contributions. 14 Table of Contents

Item 2. Properties

Properties — owned and leased real estate

1 edited+0 added−0 removed1 unchanged
Biggest changeITEM 2. PROPERTIES Our executive offices are located in leased facilities at 4600 E. 53 rd Street, Davenport, Iowa. The initial lease term expires August 1, 2029. We have 19 print sites which print most of our dailies with the exception of 10 that are printed at third-party printers.
Biggest changeITEM 2. PROPERTIES Our executive offices are located in leased facilities at 4600 E. 53 rd Street, Davenport, Iowa. The initial lease term expires August 1, 2029. 14 Table of Contents We have 17 print sites which print most of our dailies with the exception of 11 that are printed at third-party printers.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

0 edited+3 added−0 removed2 unchanged
Added
The Company was named as a defendant by a group of Plaintiffs acting on behalf of a proposed class of digital subscribers in a lawsuit in 2022. The lawsuit alleged that the Company violated the Video Privacy Protection Act (“VPPA”) by using pixels to track subscribers’ video viewing activity on Company websites and sharing it with Meta without consent.
Added
The Company has agreed to a preliminary settlement with the Plaintiffs for $9.5 million, subject to required court approval. The Company expects the court approvals to be completed within the next 6 months. The entire settlement amount will be paid by the Company’s insurance carriers.
Added
The settlement liability and insurance receivable are recorded within “Compensation and other accrued liabilities” and “Prepaids and other” on the Consolidated Balance Sheets, respectively.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

3 edited+0 added−1 removed1 unchanged
Biggest changeTotal return is measured by dividing (a) the sum of (i) the cumulative amount of dividends declared for the measurement period, assuming dividend reinvestment and (ii) the difference between the issuer's share price at the end and the beginning of the measurement period, by (b) the share price at the beginning of the measurement period.
Biggest changeTotal return is measured by dividing (a) the sum of (i) the cumulative amount of dividends declared for the measurement period, assuming dividend reinvestment and (ii) the difference between the issuer's share price at the end and the beginning of the measurement period, by (b) the share price at the beginning of the measurement period. 16 Table of Contents
ITEM 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Our Common Stock is listed on NASDAQ. At November 30, 2023, we had 4,116 registered holders of record of our Common Stock. Our Credit Agreement restricts us from paying dividends on our Common Stock.
ITEM 5. MARKET FOR THE REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Our Common Stock is listed on Nasdaq. At November 30, 2024, we had 3,968 registered holders of record of our Common Stock. Our Credit Agreement restricts us from paying dividends on our Common Stock.
PERFORMANCE PRESENTATION The following graph compares the percentage change in the cumulative total return of the Company, the Standard & Poor's 500 Stock Index, and a peer group index, in each case for the five years ended September 24, 2023 (with September 24, 2018, as the measurement point).
PERFORMANCE PRESENTATION The following graph compares the percentage change in the cumulative total return of the Company, the Standard & Poor's 500 Stock Index, and a peer group index, in each case for the five years ended September 29, 2024 (with September 29, 2019, as the measurement point).
Removed
Copyright© 2023 Standard & Poor's, a division of S&P Global. All rights reserved. 16 Table of Contents

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

36 edited+10 added−46 removed21 unchanged
Biggest changeIMPACT OF RECENTLY ISSUED ACCOUNTING STANDARDS See Note 1 to the Consolidated Financial Statements for a description of new accounting standards issued and/or adopted in the year ended September 24, 2023. 18 Table of Contents OPERATIONS Operating results, as reported in the Consolidated Financial Statements, are summarized below: (Thousands of Dollars, Except Per Common Share Data) 2023 2022 Percent Change 2021 Percent Change Operating revenue: Print advertising revenue 125,804 184,963 (32.0) % 227,892 (18.8) % Digital advertising revenue 193,173 181,465 6.5 % 141,391 28.3 % Advertising and marketing services revenue 318,977 366,428 (12.9) % 369,283 (0.8) % Print subscription revenue 252,591 313,504 (19.4) % 329,484 (4.9) % Digital subscription revenue 60,700 40,120 51.3 % 28,229 42.1 % Subscription revenue 313,291 353,624 (11.4) % 357,713 (1.1) % Print other revenue 39,508 42,962 (8.0) % 48,656 (11.7) % Digital other revenue 19,362 17,955 7.8 % 18,997 (5.5) % Other revenue 58,870 60,917 (3.4) % 67,653 (10.0) % Total operating revenue 691,138 780,969 (11.5) % 794,649 (1.7) % Operating expenses: Compensation 266,907 317,789 (16.0) % 330,896 (4.0) % Newsprint and ink 25,346 30,101 (15.8) % 29,775 1.1 % Other operating expenses 323,067 344,905 (6.3) % 325,597 5.9 % Depreciation and amortization 30,621 36,544 (16.2) % 42,841 (14.7) % Assets loss (gain) on sales, impairments and other 1,882 9,716 (80.6) % 8,214 NM Restructuring costs and other 12,673 22,720 (44.2) % 7,182 216.3 % Total operating expenses 660,496 761,775 (13.3) % 744,505 2.3 % Equity in earnings of associated companies 6,527 5,657 15.4 % 6,412 (11.8) % Operating income 37,169 24,851 49.6 % 56,556 (56.1) % Non-operating income (expense): Interest expense (41,471) (41,770) (0.7) % (44,773) (6.7) % Curtailment gain — 1,027 (100.0) % 23,830 NM Pension withdrawal cost (1,200) (2,335) (48.6) % (12,862) NM Pension and OPEB related benefit (cost) and other, net 2,420 19,022 (87.3) % 9,296 104.6 % Total non-operating expense, net (40,251) (24,056) 67.3 % (24,509) (1.8) % (Loss) income before income taxes (3,082) 795 (487.7) % 32,047 NM Income tax (benefit) expense (349) 698 (150.0) % 7,255 (90.4) % Net (loss) income (2,733) 97 (2917.4) % 24,792 NM Earnings (loss) per common share: Basic (0.90) (0.35) 156.5 % 3.98 NM Diluted (0.90) (0.35) 156.5 % 3.90 NM We acquired or disposed of certain properties in each of 2023, 2022 and 2021. 19 Table of Contents OPERATING REVENUE Revenue Comparison 2023 - 2022 Total operating revenue totaled $691.1 million in 2023, down $89.8 million, or 11.5%, compared to 2022.
Biggest changeIMPACT OF RECENTLY ISSUED ACCOUNTING STANDARDS See Note 1 to the Consolidated Financial Statements for a description of new accounting standards issued and/or adopted in the year ended September 29, 2024. 18 Table of Contents OPERATIONS Operating results, as reported in the Consolidated Financial Statements, are summarized below: (Thousands of Dollars, Except Per Common Share Data) 2024 2023 Percent Change 2022 Percent Change Operating revenue: Print advertising revenue 81,488 125,804 (35.2) % 184,963 (32.0) % Digital advertising and marketing services revenue 194,213 193,173 0.5 % 181,465 6.5 % Advertising and marketing services revenue 275,701 318,977 (13.6) % 366,428 (12.9) % Print subscription revenue 197,584 252,591 (21.8) % 313,504 (19.4) % Digital subscription revenue 84,331 60,700 38.9 % 40,120 51.3 % Subscription revenue 281,915 313,291 (10.0) % 353,624 (11.4) % Print other revenue 33,257 39,508 (15.8) % 42,962 (8.0) % Digital other revenue 20,507 19,362 5.9 % 17,955 7.8 % Other revenue 53,764 58,870 (8.7) % 60,917 (3.4) % Total operating revenue 611,380 691,138 (11.5) % 780,969 (11.5) % Operating expenses: Compensation 234,581 266,907 (12.1) % 317,789 (16.0) % Newsprint and ink 16,813 25,346 (33.7) % 30,101 (15.8) % Other operating expenses 301,950 323,067 (6.5) % 344,905 (6.3) % Depreciation and amortization 27,616 30,621 (9.8) % 36,544 (16.2) % Assets loss on sales, impairments and other, net 11,193 1,882 NM 9,716 NM Restructuring costs and other 19,253 12,673 51.9 % 22,720 (44.2) % Total operating expenses 611,406 660,496 (7.4) % 761,775 (13.3) % Equity in earnings of associated companies 4,572 6,527 (30.0) % 5,657 15.4 % Operating income 4,546 37,169 (87.8) % 24,851 49.6 % Non-operating income (expense): Interest expense (41,232) (41,471) (0.6) % (41,770) (0.7) % Pension withdrawal cost — (1,200) (100.0) % (2,335) NM Pension and OPEB related benefit (cost) and other, net 1,910 2,420 (21.1) % 19,022 (87.3) % Curtailment/Settlement gains 3,593 — NM 1,027 (100.0) % Total non-operating expense, net (35,729) (40,251) (11.2) % (24,056) 67.3 % (Loss) income before income taxes (31,183) (3,082) NM 795 NM Income tax (benefit) expense (7,610) (349) NM 698 NM Net (loss) income (23,573) (2,733) NM 97 NM Loss per common share: Basic (4.35) (0.90) NM (0.35) NM Diluted (4.35) (0.90) NM (0.35) NM We disposed of certain properties in each of 2024, 2023 and 2022.
This discussion should be read in conjunction with the Consolidated Financial Statements and related Notes thereto, included herein. CRITICAL ACCOUNTING POLICIES The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions about future events that affect the amounts reported in the financial statements and accompanying notes.
This discussion should be read in conjunction with the Consolidated Financial Statements and related Notes thereto, included herein. CRITICAL ACCOUNTING ESTIMATES The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions about future events that affect the amounts reported in the financial statements and accompanying notes.
Actual results could differ significantly from those estimates. We believe the following discussion addresses our most critical accounting policies, which are those that are important to the presentation of our financial condition and results of operations and require management's most subjective and complex judgments.
Actual results could differ significantly from those estimates. We believe the following discussion addresses our most critical accounting estimates, which are those that are important to the presentation of our financial condition and results of operations and require management's most subjective and complex judgments.
A 50-basis point decrease in expected rate of return of assets results would result in an increase to pension and postretirement and postemployment benefits expense of $1.1 million. Income Taxes We are subject to income taxes in the U.S. and record our tax provision for the anticipated tax consequences in our reported results of operations.
A 50-basis point decrease in expected rate of return of assets results would result in an increase of $0.9 million to pension and $0.1 million postretirement and postemployment benefits expense. Income Taxes We are subject to income taxes in the U.S. and record our tax provision for the anticipated tax consequences in our reported results of operations.
Increasing the discount rate by 100 basis points would result in an additional $1.2 million of impairment. The Company has had various revenue forecasts utilized in the analysis over different years.
Increasing the discount rate by 100 basis points would result in an additional $0.1 million of impairment. The Company has had various revenue forecasts utilized in the analysis over different years.
Adjusted EBITDA is defined as net income (loss), plus non-operating expenses, income tax expense, depreciation and amortization, assets loss (gain) on sales, impairments 23 Table of Contents and other, restructuring costs and other, stock compensation and our 50% share of EBITDA from TNI and MNI, minus equity in earnings of TNI and MNI.
Adjusted EBITDA is defined as net income (loss), plus non-operating expenses, income tax expense, depreciation and amortization, assets loss (gain) on sales, impairments and other, restructuring costs and other, stock compensation and our 50% share of EBITDA from TNI and MNI, minus equity in earnings of TNI and MNI.
We believe such expenses, charges, and gains are not indicative of normal, ongoing operations, and their inclusion in results makes for more difficult comparisons between years and with peer group companies.
We believe such expenses, charges, and gains are not indicative of normal, ongoing operations, and their inclusion in results makes for more difficult comparisons between years 21 Table of Contents and with peer group companies.
The quantitative impairment test consists of comparing the fair value of each masthead or domain name with its carrying amount. We use a relief from royalty approach which utilizes a discounted cash flow model to determine the fair value of each masthead, domain name, or trade name.
The quantitative impairment test consists of comparing the fair value of each masthead with its carrying amount. We use a relief from royalty approach which utilizes a discounted cash flow model to determine the fair value of each masthead.
In 2023, we used an expected return of assets assumption of 5.0% for both our pension plan assets and our postretirement and postemployment benefit plan assets. A 50-basis point decrease in discount rates would result in an increase to pension and postretirement and postemployment benefits liabilities of $10.6 million.
In 2024, we used an expected return of assets assumption of 5.0% for our pension plan assets and 6.0% for our postretirement and postemployment benefit plan assets. A 50-basis point decrease in discount rates would result in an increase of $9.5 million to pension and $0.5 million to postretirement and postemployment benefits liabilities.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion includes comments and analysis relating to our results of operations and financial condition as of and for the year ended September 24, 2023, and for fiscal years 2022 and 2021.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion includes comments and analysis relating to our results of operations and financial condition as of and for the year ended September 29, 2024, and for fiscal years 2023 and 2022.
The carrying amount of each asset group is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use of such asset group. In 2021, we recognized $0.2 million of impairment on intangible assets subject to amortization. There were no indicators of impairment on intangible assets subject to amortization in 2023 or 2022.
The carrying amount of each asset group is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use of such asset group. There were no indicators of impairment on intangible assets subject to amortization in 2024, 2023 or 2022.
NON-GAAP FINANCIAL MEASURES We use non-GAAP financial performance measures to supplement the financial information presented on a GAAP basis. These non-GAAP financial measures should not be considered in isolation or as a substitute for the relevant GAAP measures and should be read in conjunction with information presented on a GAAP basis.
These non-GAAP financial measures should not be considered in isolation or as a substitute for the relevant GAAP measures and should be read in conjunction with information presented on a GAAP basis.
Investing Activities Cash provided by investing activities totaled $8.0 million in 2023 and $6.3 million in 2022. Capital spending totaled $5.1 million and $7.5 million in 2023 and 2022, respectively. Proceeds from sales of assets totaled $12.0 million and $14.8 million in 2023 and 2022, respectively.
Investing Activities Cash provided by investing activities totaled $3.7 million in 2024 and $8.6 million in 2023. Capital spending totaled $9.2 million and $5.1 million in 2024 and 2023, respectively. Proceeds from sales of assets totaled $13.5 million and $12.0 million in 2024 and 2023, respectively.
Management's judgments and estimates of future operating results in determining the intangibles fair values are consistently applied to each underlying business in determining the fair value of each intangible asset. In 2023, 2022, and 2021, we recognized impairment charges of $7.7 million, $14.2 million, and $0.8 million, respectively.
Management's judgments and estimates of future operating results in determining the intangibles fair values are consistently applied to each underlying business in determining the fair value of each intangible asset. In 2024, 2023, and 2022, we recognized impairment charges of $7.8 million, $7.7 million, and $14.2 million, respectively. As of September 29, 2024 the masthead carrying value is $10.9 million.
Cash Costs (a non-GAAP financial measure discussed below) were $615.3 million, a 11.2% decrease compared to 2022. Compensation expense decreased $50.9 million in 2023, or a 16.0% decrease compared to 2022. The decrease is attributable to reductions in full time employees ("FTEs") due to continued business transformation efforts, partially offset by investments in digital talent.
Cash Costs (a non-GAAP financial measure discussed below) were $553.3 million, a 10.1% decrease compared to 2023. Compensation expense decreased $32.3 million in 2024, or a 12.1% decrease compared to 2023. The decrease is attributable to reductions in full time employees ("FTEs") due to continued business transformation efforts, partially offset by investments in digital talent.
These asset values are amortized systematically over their estimated useful lives. Intangible assets subject to amortization are tested for recoverability whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable.
Our amortizable intangible assets consist mainly of customer relationships including subscriber lists and advertiser relationships. These asset values are amortized systematically over their estimated useful lives. Intangible assets subject to amortization are tested for recoverability whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable.
In 2023, the royalty rates utilized range from 0% to 1.0%; a 50-basis point decrease in royalty rates would result in an additional $9.3 million of impairment. The Company’s discount rate utilized in the analysis has ranged from 10.5% in 2021 to 13.0% 2023, depending on market conditions.
In 2024, the royalty rates utilized a range from 0% to 1.0%; a 50-basis point decrease in royalty rates would result in an additional $4.6 million of impairment. The Company’s discount rate utilized in the analysis has ranged from 11.0% in 2022 to 12.5% in 2024, depending on market conditions.
We account for our pension, postretirement and postemployment plans in accordance with the applicable accounting guidance, which requires us to include the funded status of our pension plans in our balance sheets and to recognize, as a component of other comprehensive income (loss), the gains or losses that arise during the period but are not recognized in pension expense.
Pension, Postretirement and Postemployment Benefit Plans We, along with our subsidiaries, have various defined benefit retirement plans, postretirement plans and postemployment plans, under which substantially all of the benefits have been frozen in previous years. 17 Table of Contents We account for our pension, postretirement and postemployment plans in accordance with the applicable accounting guidance, which requires us to include the funded status of our pension plans in our balance sheets and to recognize, as a component of other comprehensive income (loss), the gains or losses that arise during the period but are not recognized in pension expense.
A summary of our cash flows is included in the narrative below. Operating Activities Cash required for operating activities totaled $2.5 million in 2023 compared to cash provided by operating activities of $3.4 million in 2022, a decrease of $6.0 million.
A summary of our cash flows is included in the narrative below. Operating Activities Cash provided from operating activities totaled $1.1 million in 2024 compared to cash required by operating activities of $3.2 million in 2023, an increase of $4.3 million.
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES (UNAUDITED) The table below reconciles the non-GAAP financial performance measure of Adjusted EBITDA to net income, the most directly comparable GAAP measure: (Thousands of Dollars) 2023 2022 2021 Net (loss) income (2,733) 97 24,792 Adjusted to exclude Income tax (benefit) expense (349) 698 7,255 Non-operating expenses, net 40,251 24,056 24,509 Equity in earnings of TNI and MNI (6,527) (5,657) (6,412) Assets loss (gain) on sales, impairments and other, net 1,882 9,716 8,214 Depreciation and amortization 30,621 36,544 42,841 Restructuring costs and other 12,673 22,720 7,182 Stock compensation 1,806 1,337 854 Add: Ownership share of TNI and MNI EBITDA (50%) 7,604 6,541 7,317 Adjusted EBITDA 85,228 96,052 116,552 The table below reconciles the non-GAAP financial performance measure of Cash Costs to Operating expenses, the most directly comparable GAAP measure: (Thousands of Dollars) 2023 2022 2021 Operating expenses 660,496 761,775 744,505 Adjustments Depreciation and amortization 30,621 36,544 42,841 Assets (gain) loss on sales, impairments and other, net 1,882 9,716 8,214 Restructuring costs and other 12,673 22,720 7,182 Cash Costs 615,320 692,795 686,268 24 Table of Contents LIQUIDITY AND CAPITAL RESOURCES Our operations have historically generated positive cash flow, and are expected to continue providing sufficient liquidity, together with cash on hand, to meet our future cash requirements, which primarily relate to operating expenses, interest expense and capital expenditures.
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES (UNAUDITED) The table below reconciles the non-GAAP financial performance measure of Adjusted EBITDA to net income, the most directly comparable GAAP measure: (Thousands of Dollars) 2024 2023 2022 Net (loss) income (23,573) (2,733) 97 Adjusted to exclude Income tax (benefit) expense (7,610) (349) 698 Non-operating expenses, net 35,729 40,251 24,056 Equity in earnings of TNI and MNI (4,572) (6,527) (5,657) Assets loss on sales, impairments and other, net 11,193 1,882 9,716 Depreciation and amortization 27,616 30,621 36,544 Restructuring costs and other 19,253 12,673 22,720 Stock compensation 1,751 1,806 1,337 Add: Ownership share of TNI and MNI EBITDA (50%) 5,519 7,604 6,541 Adjusted EBITDA 65,306 85,228 96,052 22 Table of Contents The table below reconciles the non-GAAP financial performance measure of Cash Costs to Operating expenses, the most directly comparable GAAP measure: (Thousands of Dollars) 2024 2023 2022 Operating expenses 611,406 660,496 761,775 Adjustments Depreciation and amortization 27,616 30,621 36,544 Assets loss on sales, impairments and other, net 11,193 1,882 9,716 Restructuring costs and other 19,253 12,673 22,720 Cash Costs 553,344 615,320 692,795 23 Table of Contents LIQUIDITY AND CAPITAL RESOURCES Our operations have historically generated positive cash flow and are expected to provide sufficient liquidity, together with cash on hand, to meet our requirements, primarily operating expenses, interest expense and capital expenditures for at least the next twelve months.
The decrease was primarily driven by a decrease in operating results of $18.2 million (defined as net income (loss) adjusted for non-working capital items) and partially offset by an increase in cash from working capital of $12.3 million, primarily related to favorable changes in accounts receivable and inventories, offset by unfavorable changes in unearned revenue, accrued interest, and pension and postretirement obligations.
The increase was driven by an increase in working capital of $19.7 million, primarily related to favorable changes in accounts payable and unearned revenue partially offset by a decrease in operating results of $15.4 million (defined as net loss adjusted for non-working capital items).
Future decreases in our market value, or significant differences in revenue, expenses or cash flows from estimates used to determine fair value, could result in additional masthead impairment charges in the future.
Future decreases in our market value, or significant differences in revenue, expenses or cash flows from estimates used to determine fair value, could result in additional intangible asset impairment charges in the future. For information related to the Company's Goodwill impairment analysis, refer to Note 4 to the Consolidated Financial Statements.
Total digital revenue including digital advertising revenue, digital-only subscription revenue and digital services revenue totaled $239.5 million in 2022, a 27.0% increase over 2021, and represented 30.7% of our total operating revenue in 2022, compared to 23.7% in 2021. OPERATING EXPENSES Operating Expense Comparison 2023-2022 Total operating expenses were $660.5 million, a 13.3% decrease compared to 2022.
Total digital revenue including digital advertising revenue, digital-only subscription revenue and digital services revenue totaled $299.1 million in 2024, a 9.4% increase over 2023, and represented 48.9% of our total operating revenue in 2024, compared to 39.5% in 2023. OPERATING EXPENSES Operating Expense Comparison 2024-2023 Total operating expenses were $611.4 million, a 7.4% decrease compared to 2023.
NON-OPERATING INCOME AND EXPENSES Non-operating Income and Expense Comparison 2023-2022 Interest expense decreased $0.3 million, or 0.7%, to $41.5 million in 2023 due to lower debt balances. Our weighted average cost of debt, excluding amortization of debt financing cost, was 9.0% in 2023 and 2022.
NON-OPERATING INCOME AND EXPENSES Non-operating Income and Expense Comparison 2024-2023 Interest expense decreased $0.2 million, or 0.6%, to $41.2 million in 2024 due to lower debt balances. Our weighted average cost of debt was 9.0% in 2024 and 2023. Other non-operating income and expense consists of benefits associated with our pension and other postretirement plans.
In 2021, we recorded an income tax expense of $7.3 million, or 22.6% of pre-tax income. See Note 12 of the Notes to the Consolidated Financial Statements, included herein, for a discussion of the difference between the expected federal income tax rate and the actual tax rates.
See Note 12 of the Notes to the Consolidated Financial Statements, included herein, for a discussion of the difference between the expected federal income tax rate and the actual tax rates. NET INCOME AND EARNINGS PER SHARE Net loss was $23.6 million in 2024 compared to net loss of $2.7 million in 2023.
Other revenue, which primarily consist of digital services revenue from BLOX Digital and commercial printing revenue totaled $58.9 million, a 3.4% decrease compared to 2022. Digital services revenue totaled $19.4 million in 2023, a 7.8% increase compared to 2022. Commercial printing revenue totaled $20.1 million in 2023, a 6.2% decline from 2022.
Other revenue, which primarily consists of commercial printing revenue and digital services from BLOX Digital, totaled $53.8 million, a 8.7% decrease compared to 2023. On a comparative basis other revenue decreased 9.7%. Digital services revenue totaled $20.5 million in 2024, a 5.9% increase compared to 2023. On a comparative basis digital services revenue increased 5.3%.
Impairment losses in 2021 totaled $1.0 million for mastheads. Assets loss (gain) on sales are part the Company's ongoing real estate and non-core asset monetization. They totaled a net gain of $12.3 million in 2022 and a net loss of $7.2 million in 2021.
Impairment losses in 2024 and 2023 totaled $7.8 million and $7.7 million for mastheads. Additionally, $1.3 million and $1.3 million of goodwill was allocated to the sale of certain non-core operations in 2024 and 2023, respectively. Assets loss (gain) on sales are part the Company's ongoing real estate and non-core asset monetization.
We expect all interest and principal payments due in the next twelve months will be satisfied by existing cash and our cash flows, which will allow us to maintain an adequate level of liquidity. At September 24, 2023, the principal amount of our outstanding debt totals $455.7 million.
We expect all interest and principal payments due in the next twelve months will be satisfied by existing cash and our cash flows, which will allow us to maintain an adequate level of liquidity. SEASONALITY Our largest source of advertising and marketing services revenue, retail advertising, is seasonal and tends to fluctuate with retail sales in markets served.
Amortization expense decreased $3.2 million, or 14.3%, in 2023. Assets loss (gain) on sales, impairments and other was a net loss of $1.9 million in 2023 compared to a net loss of $9.7 million in 2022. Impairment losses in 2023 totaled $7.7 million for mastheads.
Depreciation expense decreased $1.2 million, or 10.1%, in 2024. Amortization expense decreased $1.8 million, or 9.6%, in 2024. The decrease in both is attributable to assets becoming fully depreciated or amortized. Assets loss (gain) on sales, impairments and other was a net loss of $11.2 million in 2024 compared to a net loss of $1.9 million in 2023.
Other operating expenses decreased $21.8 million in 2023, or a 6.3% decrease compared to 2022. Other operating expenses include all operating costs not considered to be compensation, newsprint and ink, depreciation and amortization, or restructuring costs and other.
Newsprint and ink costs decreased $8.5 million in 2024, or a 33.7% decrease compared to 2023. This decrease was attributable to declines in newsprint volumes. Other operating expenses decreased $21.1 million in 2024, or a 6.5% decrease compared to 2023.
Equity In Equity Investments Equity in earnings of TNI and MNI increased $0.9 million in 2023, or 15.4%, compared to 2022. Equity in earnings of TNI and MNI decreased $0.8 million in 2022 compared to 2021.
They totaled a net loss of $2.2 million in 2024 and a net gain of $6.0 million in 2023. Equity In Equity Investments Equity in earnings of TNI and MNI decreased $2.0 million in 2024, or 30.0%, compared to 2023.
We recorded non-operating income of $0.1 million and $0.3 million in 2022 and 2021 respectively, due to the change in fair value of the Warrants. INCOME TAX EXPENSES In 2023, we recorded income tax benefit of $0.3 million, or 11.3% of pretax loss and in 2022, we recorded an income tax expense of $0.7 million, or 87.8% of pretax income.
INCOME TAX BENEFIT In 2024, we recorded income tax benefit of $7.6 million, or 24.4% of pretax loss and in 2023, we recorded an income tax benefit of $0.3 million, or 11.3% of pretax loss.
There are no other scheduled mandatory principal payments required under the Credit Agreement. Liquidity Our liquidity, consisting of cash on the balance sheet, totaled $14.5 million at September 24, 2023. This liquidity amount excludes any future cash flows from operations.
Financing Activities Cash required for financing activities totaled $9.8 million in 2024 and $7.1 million in 2023. Debt reduction accounted for the majority of the usage of funds in 2024 and 2023, respectively. Liquidity Our liquidity, consisting of cash on the balance sheet, totaled $9.6 million at September 29, 2024. This liquidity amount excludes any future cash flows from operations.
Advertising and marketing services revenue totaled $366.4 million in 2022, down 0.8% compared to 2021. Print advertising revenues were $185.0 million in 2022, down $42.9 million, or 18.8% compared to 2021. The decline is due to the secular downward trend in print advertising. Digital advertising and marketing services revenue totaled $181.5 million in 2022, up 28.3% compared to 2021.
Digital advertising and marketing services revenue totaled $194.2 million in 2024, up 0.5% compared to 2023. On a comparative basis, revenue declined 0.9%. Digital advertising and marketing services revenue represented 70.4% of 2024 total advertising and marketing services revenue compared to 60.6% in 2023. Print advertising revenues were $81.5 million in 2024, down $44.3 million, or 35.2% compared to 2023.
The largest components are costs associated 21 Table of Contents with printing and distribution of our printed products, digital investments, digital cost of goods sold and facility expenses. The increase is attributable to increases in investments to fund our digital growth strategy partially offset by lower delivery and other print-related costs due to lower volumes of our print products.
Other operating expenses include all operating costs not considered to be compensation, newsprint, depreciation and amortization, or restructuring costs and assets loss on sales, impairments, and other, net. The largest components are costs associated with printing and distribution of our printed products, digital cost of goods sold 20 Table of Contents and facility expenses.
Total digital revenue including digital advertising revenue, digital-only subscription revenue and digital services revenue totaled $273.2 million in 2023, a 14.1% increase over 2022, and represented 39.5% of our total operating revenue in 2023, compared to 30.7% in 2022. Revenue Comparison 2022-2021 Total operating revenue totaled $781.0 million in 2022, down $13.7 million, or 1.7%, compared to 2021.
OPERATING REVENUE Revenue Comparison 2024-2023 Total operating revenue totaled $611.4 million in 2024, down $79.8 million, or 11.5%, compared to 2023. On a comparative basis total operating revenue declined 13.0%. Advertising and marketing services revenue totaled $275.7 million in 2024, down $43.3 million, or 13.6% compared to 2023. On a comparative basis, Advertising and marketing services revenue declines 14.9%.
Removed
Only one of our mastheads has a fair value that is 20% over its carrying value, therefore our mastheads could experience impairment in the future if we do not achieve our revenue projections. As of September 24, 2023 the masthead carrying value is $18.7 million. Our amortizable intangible assets consist mainly of customer relationships including subscriber lists and advertiser relationships.
Added
Discussions of the year ended September 25, 2022 and comparison of the years ended September 24, 2023 and September 25, 2022 can be found in the " Management's Discussion and Analysis of Financial Condition 19 Table of Contents and Res ults of Operations" section of our Annual Report on Form 10-K for the year ended September 24, 2023, filed on December 8, 2023, which section is incorporated by reference herein.
Removed
For information related to the Company's Goodwill impairment analysis, refer to Note 4 to the Consolidated Financial Statements. 17 Table of Contents Pension, Postretirement and Postemployment Benefit Plans We, along with our subsidiaries, have various defined benefit retirement plans, postretirement plans and postemployment plans, under which substantially all of the benefits have been frozen in previous years.
Added
To facilitate a comparison of our results without the impact of the 53rd week of revenues and expenses, certain revenue and expense trends, as described below, are presented on a comparative basis which is calculated by removing the 53rd week of revenue or expense in 2024.
Removed
Advertising and marketing services revenue totaled $319.0 million in 2023, down $47.5 million, or 12.9% compared to 2022. Print advertising revenues were $125.8 million in 2023, down $59.2 million, or 32.0% compared to 2022. The decline is due to the secular downward trend in print advertising.
Added
On a comparative basis, print advertising revenue was down 36.5%. The decline is due to continued secular declines in demand for print advertising and a reduced product portfolio through sales and elimination of products that do not meet profitability standards. Subscription revenue totaled $281.9 million in 2024, or down 10.0%, compared to 2023.
Removed
Digital advertising and marketing services revenue totaled $193.2 million in 2023, up 6.5% compared to 2022. Digital advertising and marketing services revenue represented 60.6% of 2023 total advertising and marketing services revenue compared to 49.5% in 2022. The increase in digital advertising is due to growth at Amplified, our full service digital marketing service.
Added
Decline in full access volume, consistent with historical and industry trends were partially offset by selective increases on our full access subscriptions, growth in digital-only subscribers and price increases on digital subscriptions. Digital-only subscribers grew 7.1% since 2023 and now total more than 771,000. Digital-only subscription revenue grew 38.9% compared to 2023. On a comparative basis, digital-only revenue grew 36.2%.
Removed
Revenue at Amplified increased 20.3% in 2023 totaling $91.2 million. Subscription revenue totaled $313.3 million in 2023, or down 11.4%, compared to 2022. The change in subscription revenue is due to decline in full access volume, consistent with historical and industry trends.
Added
Commercial printing revenue totaled $17.5 million in 2024, a 13.0% decline compared to 2023, primarily driven by reduction in print volumes from our partners. On a comparative basis, commercial printing revenue was down 14.6%.
Removed
The decrease was partially offset by growth in selective price increases on our full access subscriptions and in digital-only subscribers and digital-only revenue which were up 35.6% and 51.0%, respectively. As of September 2023, we had over 721,000 digital-only subscribers compared to 532,000 in 2022.
Added
The decrease is primarily attributable to lower delivery and other print-related costs due to lower volumes of our print edition. Restructuring costs and other totaled $19.3 million and $12.7 million in 2024 and 2023, respectively. Restructuring costs and other include severance costs, litigation expenses, and restructuring expenses. The increase is attributable to one-time costs to outsource certain operations.
Removed
Revenue at BLOX Digital, including intercompany revenue, totaled $35.0 million, an increase of 13.2%, due to increased market share and increases in average revenue per user due to additional value-added service offerings.
Added
We recorded $5.1 million of periodic pension and other postretirement benefits in 2024 compared to $1.2 million in 2023. The increase was attributable due to the Company recognizing a non-cash curtailment gain of $1.2 million in 2024 as a result of outsourcing certain postemployment defined benefit plan functions.
Removed
Digital advertising and marketing services revenue represented 49.5% of 2022 total advertising and marketing services revenue compared to 38.3% in 2021. The increase in digital advertising is due to growth at Amplified, our full service digital marketing service. Revenue at Amplified increased 82.9% in 2022 totaling $75.8 million.
Added
Additionally, in 2024, the Company completed a voluntary lump sum payment of future benefits to terminated vested participants. The offer was accepted by 522 participants, representing a $22.6 million pension plan liability.
Removed
Subscription revenue totaled $353.6 million in 2022, or down 1.1%, compared to 2021. The change in subscription revenue is due to decline in full access volume, consistent with historical and industry trends.
Added
As a result of the offer, a non-cash settlement gain of $2.4 million was recorded in Curtailment/Settlement gain on the Consolidated Statements of (Loss) Income and Comprehensive (Loss) Income. Both assets and liabilities of the plan were reduced by $22.6 million.
Removed
The decrease was partially offset by growth in selective price increases on our full access subscriptions and in digital-only subscribers and digital-only revenue which were up 65% and 26%, respectively. As of September 2022, we had 532,000 digital-only subscribers compared to 402,000 in 2021.
Added
Losses per share was $4.35 in 2024 compared to losses per share of $0.90 in 2023. NON-GAAP FINANCIAL MEASURES We use non-GAAP financial performance measures to supplement the financial information presented on a GAAP basis.
Removed
Other revenue, which primarily consist of digital services revenue from BLOX Digital and commercial printing revenue totaled $60.9 million, a 10.0% decrease compared to 2021. Digital services revenue totaled $17.9 million in 2022, a 5.4% decrease compared to 2021.
Removed
Commercial printing revenue totaled $21.5 million in 2022, a 14.4% decline from 2021. 20 Table of Contents Revenue at BLOX Digital, including intercompany revenue, totaled $30,906,000, an increase of 13.6%, due to increased market share and increases in average revenue per user due to additional value-added service offerings.
Removed
Newsprint and ink costs decreased $4.8 million in 2023, or a 15.8% decrease compared to 2022. This decrease was attributable to declines in newsprint volumes partially offset by higher newsprint prices. See Item 7A, “Commodities”, included herein, for further discussion and analysis of the impact of newsprint on our business.
Removed
The largest components are costs associated with printing and distribution of our printed products, digital investments, digital cost of goods sold and facility expenses. The decrease is attributable to other print-related costs due to lower volumes of our print products partially offset by increases in investments to fund our digital growth strategy.
Removed
Restructuring costs and other totaled $12.7 million and $22.7 million in 2023 and 2022, respectively. Restructuring costs and other in 2023 are predominately severance. Restructuring costs and other in 2022 include severance costs, litigation expenses, restructuring expenses, and advisor expenses associated with the unsolicited offer in November 2021. Depreciation expense decreased $2.8 million, or 19.2%, in 2023.
Removed
Impairment losses in 2022 totaled $13.5 million for mastheads, $7.8 million for leases, and $0.7 million for the disposal of a non-core business, respectively. Assets loss (gain) on sales are part the Company's ongoing real estate and non-core asset monetization. They totaled a net gain of $6.0 million in 2023 and a net gain of $12.3 million in 2022.
Removed
Operating Expense Comparison 2022-2021 Total operating expenses were $761.8 million, a 2.3% increase compared to 2021. Cash Costs were $692.8 million, a 1.0% increase compared to 2021. Compensation expense decreased $13.1 million in 2022, or a 4.0% decrease compared to 2021.
Removed
The decrease is attributable to reductions in FTEs due to continued business transformation efforts, partially offset by investments in digital talent. Newsprint and ink costs increased $0.3 million in 2022, or a 1.1% increase compared to 2021. This increase was attributable to higher newsprint prices offset by a decline in newsprint volumes.
Removed
See Item 7A, “Commodities”, included herein, for further discussion and analysis of the impact of newsprint on our business. Other operating expenses increased $19.3 million in 2022, or a 5.9% increase compared to 2021. Other operating expenses include all operating costs not considered to be compensation, newsprint and ink, depreciation and amortization, or restructuring costs and other.
Removed
Restructuring costs and other totaled $22.7 million and $7.2 million in 2022 and 2021, respectively. Restructuring costs and other in 2022 include severance costs, litigation expenses, restructuring expenses, and advisor expenses associated with the unsolicited offer in November 2021. Restructuring costs and other in 2021 are predominately severance. Depreciation expense decreased $3.6 million, or 20.1%, in 2022.
Removed
Amortization expense decreased $2.7 million, or 10.8%, in 2022. Assets loss (gain) on sales, impairments and other was a net loss of $9.7 million in 2022 compared to a net loss of $8.2 million in 2021. Impairment losses in 2022 totaled $13.5 million for mastheads, $7.8 million for leases, and $0.7 million for the disposal of a non-core business, respectively.
Removed
Included in other non-operating income and expense is income related to our defined benefit pension plans and other postemployment benefit plans, which totaled $1.2 million and $20.5 million in 2023 and 2022, respectively.
Removed
We recognized pension withdrawal costs in 2023 and 2021 of $1.2 million and $12.9 million, respectively, in connection with the withdrawal from pension plans that covered certain employees. No withdrawal costs were recognized in 2022. The withdrawal liabilities will be paid over the next 20 years.
Removed
As more fully discussed in Note 5 of the Notes to the Consolidated Financial Statements, included herein, we recorded a liability for the Warrants, issued in connection with the Warrant Agreement in previous years. We re-measured the liability to fair value each reporting period, with changes reported in other non-operating income (expenses).
Removed
Due to the fluctuation in the price of our Common Stock and changes in interest rates, the estimated fair value of the warrant liability can change each period. We recorded non-operating income of $0.1 million and $0.3 million in 2022 and 2021 respectively, due to the change in fair value of the Warrants.
Removed
Non-operating Income and Expense Comparison 2022-2021 Interest expense decreased $3.0 million, or 6.7%, to $41.8 million in 2022 due to lower debt balances. Our weighted average cost of debt, excluding amortization of debt financing cost, was 9.0% in 2022 and 2021.
Removed
Included in other non-operating income and expense is income related to our defined benefit pension plans and other postemployment benefit plans, which totaled $20.5 million and $33.3 million in 2022 and 2021, respectively. We recognized a non-cash curtailment gain of $23.8 million and a reduction in our benefit obligation in 2021 by eliminating postretirement medical coverage for certain employees.
Removed
We recognized pension withdrawal costs in 2021 of $12.9 million in connection with the withdrawal from pension plans that covered certain employees. The withdrawal liabilities will be paid over the next 20 years. During 2022 we notified certain participants in our defined benefit plans of changes to be made to the plans.
Removed
The Company froze future benefits for four of the defined benefit plans. The freeze of future benefits resulted in a non-cash curtailment gain of $1.0 million related to the four plans.
Removed
In connection with the freeze, the Company provided certain plan enhancements that resulted in an increase to our net pension liability and a decrease to Accumulated Other Comprehensive income of $6.1 million.
Removed
Additionally, the Company merged the six frozen plans into one defined benefit plan effective in the second quarter of fiscal 2022. 22 Table of Contents During September of 2022, the Company, as sponsor of the Lee Enterprises Incorporated Pension Plan (the "Plan") executed an agreement pursuant to which the Plan used a portion of its assets to purchase annuities from an insurance company (the "Insurer") and thereby assumed $85.6 million of the Plan's liabilities in exchange for $81.4 million of Plan assets.
Removed
The non-cash settlement gain of $4.2 million is recorded in Pension and OPEB related benefit (cost) and other, net. As more fully discussed in Note 5 of the Notes to the Consolidated Financial Statements, included herein, we recorded a liability for the Warrants, issued in connection with the Warrant Agreement in previous years.
Removed
We re-measured the liability to fair value each reporting period, with changes reported in other non-operating income (expenses). Due to the fluctuation in the price of our Common Stock and changes in interest rates, the estimated fair value of the warrant liability can change each period.
Removed
NET INCOME AND EARNINGS PER SHARE Net loss was $2.7 million in 2023 compared to net income of $0.1 million in 2022. In 2021, net income was $24.8 million. Losses per share was $0.90 per share in 2023 compared to losses per share of $0.35 per share in 2022. In 2021, diluted earnings per share were $3.90 per share.

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Other LEE 10-K year-over-year comparisons