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): March 5, 2009
(Exact
name of registrant as specified in its charter)
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DELAWARE
(State
or other jurisdiction of
incorporation
or organization)
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1-9824
(Commission
File
Number)
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52-2080478
(I.R.S.
Employer
Identification
No.)
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|
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2100
Q Street
Sacramento,
CA 95816
(Address
of principal executive offices, zip code)
Registrant’s
telephone number, including area code (916) 321-1846
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))
Item
2.05. Costs Associated with Exit or Disposal Activities.
(b) The
McClatchy Company (the “Company”) has announced plans to reduce its workforce by
approximately 15%, or 1,600 full-time equivalent employees, as the Company
accelerates efforts to manage through today’s difficult advertising market and
an increasingly poor national economic environment. The headcount
reductions will be achieved through severance programs, attrition and
further consolidations and outsourcing of some business functions. The Company
expects to incur an estimated $30 million of severance costs in connection with
these reductions. The workforce reductions will begin by the end of
the first quarter of 2009. The plan, approved on March 5, 2009, also involves
wage reductions across the Company for additional savings.
The
Company had previously announced that Gary Pruitt, its chairman and chief
executive officer, declined his 2008 and 2009 bonuses and other executive
officers did not receive bonuses for 2008. The Company has announced that Mr.
Pruitt’s base salary will be reduced by 15%, other executive officers’ salaries
will be cut by 10% and no bonuses will be paid to any executive officers for
2009. In addition, the Company has reduced the cash
compensation (including retainers and meeting fees) paid to its directors by
approximately 13%, and the directors declined any stock awards for 2008 and
2009.
On March
9, 2009, the Company issued a press release announcing the workforce reduction
and the other items reported in this Current Report on Form 8-K. The
press release is attached hereto as Exhibit 99.1 and information from the press
release is hereby incorporated by reference.
Safe
Harbor Statement
This
report contains forward-looking statements, including those regarding the
expected charges and future cash expenditures under, and anticipated timing of,
the Plan. All forward-looking statements are based on management’s estimates,
projections and assumptions as of the date hereof and include the assumptions
that underlie such statements. These statements are subject to known and unknown
risks and uncertainties that could cause actual results to differ materially
from those expressed or implied by such statements, including but not limited to
revenues, anticipated savings from cost reduction efforts, cash flows, debt
levels, as well as future opportunities for the company and any other statements
about management’s future expectations, beliefs, goals, plans or prospects
constitute forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. Any statements that are not
statements of historical fact (including statements containing the words
“believes,” “plans,” “anticipates,” “expects,” “estimates” and similar
expressions) should also be considered to be forward-looking
statements. There are a number of important risks and uncertainties
that could cause actual results or events to differ materially from those
indicated by such forward-looking statements, including: the duration and depth
of the economic recession may reduce its income and cash flow greater than
expected; McClatchy may not generate cash from operations, or otherwise,
necessary to reduce debt or meet its debt covenants as expected; McClatchy may
not consummate contemplated transactions to enable debt reduction on anticipated
terms or at all; McClatchy may not achieve its expense reduction targets or may
do harm to its operations in attempting to achieve such targets; as well as the
other risks detailed from time to time in the Company’s publicly filed
documents, including the Company’s Annual Report on Form 10-K for the year ended
December 28, 2008, filed with the U.S. Securities and Exchange Commission.
McClatchy disclaims any intention and assumes no obligation to update the
forward-looking information contained in this report.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits
The
following exhibit is filed as part of this Current Report on Form
8-K.
Exhibit
No. Description
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99.1
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Press
release issued by The McClatchy Company dated March 9,
2009.
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
March 9,
2009 The McClatchy
Company
By: /s/ Patrick J.
Talamantes
Patrick J. Talamantes
Vice President and Chief Financial Officer