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GCI

Gannett

$11.30

-0.01 (-0.09%)

07:13
02/20/19
02/20
07:13
02/20/19
07:13

MNG urges Gannett shareholders to ask questions on earnings call

MNG Enterprises, which owns 7.5% of the outstanding shares of Gannett, is urging Gannett shareholders to read MNG's January 14 letter to Gannett and, on the Company's earnings call demand answers to the still unanswered questions about the Company's recent actions and path forward. MNG said, "On January 14, MNG proposed acquiring Gannett for $12 per share in cash, representing a 41% premium to Gannett's 2018 year-end share price, and asked the Gannett Board to do the following: enter into discussions with MNG about a strategic combination; hire an investment bank to conduct a review of strategic alternatives, including a potential sale of the Company; commit to a moratorium on digital acquisitions; and commit to a feasible, strategic and financial path forward before hiring a new CEO. Instead, on February 4, 2019, Gannett rejected MNG's premium all-cash proposal and refused to extend the deadline for director nominations without even first meeting with MNG and its advisors. Having done so, Gannett now will likely seek to spin the Company's quarterly results in the best possible light, despite the reality of Gannett's continuing underperformance, and is unlikely to allow questions from MNG, its largest active shareholder. MNG believes the owners of Gannett deserve better and calls on its fellow shareholders to demand answers to the following questions on the earnings call: 1. Since 2015, Gannett has spent ~$350mm on digital acquisitions while EBITDA has declined by 31%2 and Free Cash Flow has declined by close to 50%3. Why should shareholders view this strategy shift from print towards digital as anything but a substantial waste of shareholder capital, and why should shareholders have any reason to believe that the Board's digital strategy will ever bear fruit? 2. Why has the Board approved dramatic increases in CEO compensation at a CAGR of 17% from 2015 to 2017, despite a significant decline in share price during that period and consistent operational underperformance? 3. Given Gannett's continued underperformance, lower margins relative to peers and poor capital allocation, why should shareholders believe this Board will not keep destroying shareholder value? How does the Board respond to J.P. Morgan's characterization of MNG's proposal as a potentially favorable exit for shareholders "with softness in revenue and adj. EBITDA likely to continue for GCI"? 4. As of the end of 2018, Gannett's share price had declined 41% since its spin-off from TEGNA Inc. in 2015. What is Gannett's standalone plan to achieve more than a $12 per share valuation in the next year absent the MNG transaction, and why will the next year be different than previous years? How did Gannett determine that the $12 per share proposal undervalues the Company? 5. Given that the pro forma leverage ratio of a combined MNG-Gannett would be low relative to peers, why do you believe MNG's proposal would be difficult to finance? 6. Under what circumstances would the Gannett Board allow MNG to conduct customary due diligence and enter into discussions regarding a mutually beneficial transaction on potentially improved terms and/or initiate a strategic review process? 7. Why did you reject MNG's offer and deny their request to extend the director nomination deadline before even meeting with MNG, rather than engaging in good faith to satisfy your fiduciary duties to shareholders? "

  • 20

    Feb

GCI Gannett
$11.30

-0.01 (-0.09%)

07/06/18
JPMS
07/06/18
DOWNGRADE
Target $10
JPMS
Underweight
Gannett downgraded to Underweight from Neutral at JPMorgan
JPMorgan analyst Alexia Quadrani downgraded Gannett to Underweight with a $10 price target. The analyst expects ongoing secular concerns in the print marketplace to bring further volatility.
07/06/18
JPMS
07/06/18
DOWNGRADE
Target $10
JPMS
Underweight
JPMorgan downgrades Gannett to Underweight on secular print concerns
JPMorgan analyst Alexia Quadrani downgraded Gannett to Underweight from Neutral with an unchanged price target of $10, implying 8% downside from current share levels. Shares have been relatively stable despite ongoing concerns regarding print circulation and advertising trends, Quadrani tells investors in a research note. The analyst, however, remains concerned about the outlook for both print circulation and advertising in an environment with rising newsprint costs. She thinks Gannett's print business will continue to weigh on growth, leading to declines in both revenue and EBITDA in fiscal 2018. As such, Quadrani believes the stock will remain an underperformer.
07/06/18
07/06/18
DOWNGRADE

On The Fly: Top five analyst downgrades
Catch up on today's top five analyst downgrades with this list compiled by The Fly: 1. Arbutus Biopharma (ABUS) downgraded to Neutral from Buy at B. Riley FBR with analyst Madhu Kumar citing valuation following the stock's recent rally. 2. Gannett (GCI) downgraded to Underweight from Neutral at JPMorgan with analyst Alexia Quadrani saying she expects ongoing secular concerns in the print marketplace to bring further volatility. 3. L'Oreal (LRLCY) downgraded to Hold from Buy at Deutsche Bank with analyst Eva Quiroga stating that following the stock's outperformance, she sees "limited incremental upside at best" from current share levels. 4. Carnival (CCL) downgraded to Hold from Buy at Argus with analyst John Staszak saying the company is faced with near-term challenges such as more difficult prior-year comparisons, soft advance bookings, higher fuel costs, and adverse FX rates. 5. Preferred Bank (PFBC) downgraded to Equal Weight from Overweight at Stephens with analyst Tyler Stafford citing valuation, noting that the stock now trades in-line with its peer group. This list is just a portion of The Fly's full analyst coverage. To see The Fly's full Street Research coverage, click here.

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