Filed by Bowne Pure Compliance
 
 

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

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 9, 2008

GANNETT CO., INC.
(Exact name of registrant as specified in its charter)

         
Delaware   1-6961   16-0442930
(State or other Jurisdiction of Incorporation)   (Commission File Number)   (IRS Employer Identification No.)
     
7950 Jones Branch Drive, McLean, Virginia
  22107-0910
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (703) 854-6000

 
Not Applicable
(Former name or former address if changed since last report.)

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

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

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

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

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

 
 

 

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Item 8.01. Other Events.

In a presentation at the Deutsche Bank Media and Telecom Conference, Gannett management stated that material non-cash charges would be recorded in its financial statements for the quarter ending June 29, 2008 for the impairment of goodwill, other intangibles and certain other assets. These charges are expected to total between $2.5 billion and $3.0 billion on a pre-tax basis and between $2.3 billion and $2.8 billion on an after-tax basis. A copy of the Company’s press release disclosing the impairment charges is attached as an exhibit hereto and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

    (c) Exhibits

See Index to Exhibits attached hereto.

 

 

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SIGNATURE

Pursuant to requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

         
 
      Gannett Co., Inc.
 
       
Date:  June 9, 2008
  By:   /s/ George R. Gavagan            
 
       
 
      George R. Gavagan
 
      Vice President and Controller
 

 

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INDEX TO EXHIBITS

     
Exhibit No.   Description
 
   
99.1
  Press release issued June 9, 2008.

 

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Filed by Bowne Pure Compliance
     
    Exhibit 99.1

News Release 
 
GANNETT LOGO
     
FOR IMMEDIATE RELEASE
  Monday, June 9, 2008

Gannett Executives Speak at the Deutsche Bank Media and Telecommunications Conference

NEW YORK, NY — Gannett Co., Inc. (NYSE: GCI) Chairman, President and Chief Executive Officer Craig Dubow and Gracia Martore, Executive Vice President and Chief Financial Officer, reported today on the company’s strategic efforts and its performance to date in 2008.

“Gannett is leading a dynamic transformation of the media industry,” said Dubow. “We have been changing the way we gather, package, disseminate and value our content. At the same time, we are providing needed solutions for advertisers in a fragmented media landscape.

“We are completing the transformation despite tough economic challenges both domestically and in the UK driven primarily by the softening real estate markets. Newsquest, our publishing operation in the UK, has been significantly impacted and many regions of the U.S. continue to struggle. The economic environment has impacted broadcasting as well, although we expect to benefit from a ramp-up in election-related spending now that the picture for the candidates is clearer, and from the Summer Olympic Games in Beijing.”

Martore said that classified advertising at Newsquest in the UK weakened significantly during the second quarter although it achieved strong growth in online revenues.

Martore also said that the company was comfortable with earnings per share for the second quarter of 2008 in the range of $1.01 to $1.03. That does not include non-cash charges that will be recorded in the company’s financial statements for the quarter ending June 29, 2008, for the impairment of goodwill, other intangibles and certain other assets, which on a pre-tax basis are expected to total in the range of $2.5 billion to $3.0 billion, and on an after-tax basis range from $2.3 billion to $2.8 billion. The impairment charge reflects the challenging business conditions and the decline in the company’s stock price and will reduce the book value of goodwill, other intangible assets including newspaper mastheads and certain other assets.

“The impairments are non-cash charges to GAAP earnings and do not in any way impact our ability to operate our businesses, make strategic investments and acquisitions, reduce debt, pay dividends or progress with our strategic efforts as we position the company for the changing media landscape and a more favorable economic environment,” she added.

Presentations by the Gannett executives will be available by Webcast for 30 days after the presentation at www.gannett.com. A transcript will also be archived at www.gannett.com.

(more)

 

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Gannett Co., Inc. is a leading international news and information company that publishes 85 daily newspapers in the USA, including USA TODAY, the nation’s largest-selling daily newspaper. The company also owns nearly 900 non-daily publications in the USA and USA WEEKEND, a weekly newspaper magazine. Gannett subsidiary Newsquest is the United Kingdom’s second largest regional newspaper company. Newsquest publishes nearly 300 titles, including 17 daily newspapers, and a network of prize-winning Web sites. Gannett also operates 23 television stations in the United States and is an Internet leader with sites sponsored by its TV stations and newspapers including USATODAY.com, one of the most popular news sites on the Web.

Certain statements in this press release may be forward looking in nature or “forward looking statements” as defined in the Private Securities Litigation Reform Act of 1995. The forward looking statements contained in this press release are subject to a number of risks, trends and uncertainties that could cause actual performance to differ materially from these forward looking statements. A number of those risks, trends and uncertainties are discussed in the company’s SEC reports, including the company’s annual report on Form 10-K and quarterly reports on Form 10-Q. Any forward-looking statements in this press release should be evaluated in light of these important risk factors.

Gannett is not responsible for updating the information contained in this press release beyond the published date, or for changes made to this press release by wire services, Internet service providers or other media.

             
 
  #   #   #
 
For investor inquiries, contact:
          For media inquiries, contact:
Jeffrey Heinz
Director, Investor Relations
703-854-6917
          Tara Connell
Vice President of Corporate Communications
703-854-6049

 

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