MEREDITH CORPORATION (NYSE:MDP) Files An 8-K Costs Associated with Exit or Disposal ActivitiesItem 2.05
On March 20, 2018, as part of its plan to realize between $400 to $500 million of cost synergies from its previously announced acquisition of Time Inc., management of Meredith Corporation (the “Company”) approved a plan to reduce headcount by approximately 1,200 employees. The Company anticipates that approximately 200 positions will have been eliminated by the end of the current fiscal quarter, while the remaining 1,000 positions will be eliminated over the next 10months. Previously, the Company announced the termination of the employment of certain Time Inc. executives in connection with the closing of the Time Inc. acquisition, as well as the elimination of approximately 600 positions as it transitions subscription fulfillment operations to a lower-cost provider during the remainder of the 2018 calendar year. These headcount reductions do not include the impact of any potential divestitures.
The Company expects that these actions will result in severance costs and cash expenditures of up to approximately $145million. The headcount reductions are expected to be completed by January2019.
Item 2.05 | Regulation FD Disclosure. |
On March21, 2018, the Company issued a press release announcing, among other things, the actions described in Item 2.05 of this Form 8-K. A copy of the press release is furnished herewith as Exhibit 99.1.
The information under this Item 2.05 of this Current Report on Form 8-K, including Exhibit 99.1, is being furnished under Item 2.05 and shall not be deemed to be “filed” for purposes of Section18 of the Securities Exchange Act on 1934, as amended (the “Exchange Act”), or otherwise subject to liability of that section nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.
Item 2.05 Financial Statements and Exhibits.
(d) Exhibits.
Forward-Looking Statements
This report and the exhibit attached hereto contain forward-looking statements. You can generally identify forward-looking statements by the use of forward-looking terminology such as “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “explore,” “evaluate,” “intend,” “may,” “might,” “plan,” “potential,” predict,” “project,” “seek,” “should,” or “will,” or the negative thereof or other variations thereon or comparable terminology. These forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond the Company’s control.
Statements in this report regarding the Company that are forward-looking, including, without limitation, statements related to anticipated charges in connection with the headcount reduction and anticipated timing of the headcount reduction, are based on management’s estimates, assumptions and projections, and are subject to significant uncertainties and other factors, many of which are beyond the control of the Company. Important risk factors could cause actual future results and other future events to differ materially from those currently estimated by management.
For a discussion of important risk factors that may materially affect the Company, please see the risk factors contained in the Company’s Annual Report on Form 10-K for the fiscal year ended June30, 2017, Quarterly Report onForm 10-Q for the quarter ended September30, 2017 and Quarterly Report onForm 10-Q for the quarter ended December31, 2017, all of which are on file with the Securities and Exchange Commission. Except as specifically noted, information on, or accessible from, any website to which this website contains a hyperlink is not incorporated by reference into this website and does not constitute a part of this website.
No assurances can be given that these future events will occur as anticipated or that the Company’s actual results will be as estimated. The Company does not assume any duty to update or revise forward-looking statements, whether as a result of new information, future events or otherwise, as of any future date.
MEREDITH CORP ExhibitEX-99.1 2 d558843dex991.htm EX-99.1 EX-99.1 Exhibit 99.1 MEREDITH CONTINUES AGGRESSIVE EXECUTION OF TIME INC. INTEGRATION PLAN DES MOINES,…To view the full exhibit click here
About MEREDITH CORPORATION (NYSE:MDP)
Meredith Corporation is a diversified media company. The Company is focused primarily on the home and family marketplace. The Company operates through two segments: Local Media and National Media. As of June 30, 2016, the Company’s Local Media segment includes 16 owned television stations, one managed television station and related digital and mobile media operations. Its National Media segment includes magazine publishing, custom content and customer relationship marketing, digital and mobile media, brand licensing, database-related activities, and other related operations. Its National Media segment focuses on the food, home, parenthood, and health markets and is a publisher of magazines serving women. As of June 30, 2016, the Company’s owned television stations consist of seven CBS affiliates, five FOX affiliates, two MyNetworkTV affiliates, one NBC affiliate, one ABC affiliate and one independent station. The National Media segment also focuses on run-of-press display advertising.