Good day, everyone, and welcome to Gannett’s Fourth Quarter 2014 Earnings Conference Call. This call is being recorded. Due to the large number of callers, we will limit you one question or comment, we greatly appreciate your cooperation and courtesy. Our speakers for today will be Gracia Martore, President and Chief Executive Officer and Victoria Harker, Chief Financial Officer. At this time I’d like to turn a call over to Jeff Heinz, Vice President Investor Relations. Please go ahead.

Thanks, Gayle. Good morning and welcome to our earnings call and webcast. Today our President and CEO, Gracia Martore and our CFO, Victoria Harker will review Gannett’s fourth quarter 2014 results. After their commentary, we’ll open up the call for questions. Hopefully you’ve had the opportunity to review this morning’s press release. If you’ve not seen it yet it’s available at gannett.com. Before we get started, I’d like to remind you that this conference call and webcast include forward-looking statements and our actual results may differ. Factors that might cause them to differ are outlined in our SEC filings. This presentation also includes certain non-GAAP financial measures. We’ve provided reconciliations of those measures to the most directly comparable GAAP measures in the press release and on the Investor Relations portion of our website. With that let me turn the call over to Gracia.

Thanks, Jeff, and good morning everyone. Today I’m going to start with our high level of summary of Gannett strong performance in the fourth quarter and after that Victoria will review the financial results of each of our segments provide some detail on special items and review our balance sheet. Dave Lougee, President of Broadcasting and Bob Dickey, President of U.S. Community Publishing are also here to participate in the Q&A session. Now before we turn to our results, I want to mention one other item contained in our earnings release this morning. For those of you who may not have seen it, we are reinstating our share repurchase program which is funded entirely for free cash flow from operations. Our strong operating performance as you saw this morning and you’ll hear more about in a moment combined with our strong balance sheet have enabled us to resume the program well ahead of expectations. The buyback reflects our continued commitment to returning capital to our shareholders while maintaining the flexibility to invest in our businesses. Now let's get to our earnings results. Our record setting fourth quarter caped off a watershed year for Gannett, a year in which we achieved unprecedented revenue and NIBT level in broadcasting and digital and tremendous margin growth propelled by strategic acquisition, successful growth initiatives and continued strong cost discipline. Our full year 2014 results reflect the successful execution of our plan to moving to higher growth, higher margin businesses and our fourth quarter results certainly attest to that. Overall for the fourth quarter, company revenue increased 24% driven by record revenue in both the Broadcasting and Digital segments. On a pro forma basis, revenue grew 4%. These record setting results in our Digital and Broadcasting segments also drove substantial growth in adjusted EBITDA, which…

Thanks Gracia and good morning everyone. As Gracia has already mentioned, we’re very pleased with our fourth quarter financial results. 2014 was truly an unprecedented year for Gannett by any measure as we continue to make outstanding progress and a strategic transformation of our company. Before I review our financial results as well as our capital allocation efforts during the quarter, I’d like to spend a few minutes reviewing several special items which are included in our financials for the quarter to help provide additional context for our recurring performance trends. Our ongoing operational efforts to transform the business, continue to generate greater operating efficiencies and effectiveness across the portfolio again this quarter. These initiatives drove $52 million in workforce restructuring and other transformation charges across several of our businesses during the quarter. At the same time in connection within evaluation of expected future financial performance in some areas, we recognized $35 million in goodwill and intangible impairments during the quarter. These operating special items totaled $87 million with an EPS impact of $0.25 per share. From a non-operating standpoint, we recorded income of $439 million and EPS benefit of $1.13 per share primarily related to the acquisition of the remaining 73% of classified ventures during the quarter. As a result, we recorded a non-cash gains to write up the 27% we already own to market value. Additionally, our income tax for the quarter reflect a special $237 million benefit for a $1.02 per share primarily triggered by a restructuring as a portfolio which helped to offset prior gains and taxes related to fail several TV station, departments.com and other properties. Now let's briefly review the ongoing revenue results for the quarter. As a reminder, although I’ll be focusing on our non-GAAP performance results today, you can find all our…

Thanks, Victoria. The success we’ve achieved over the last few years has been built upon a strong foundation of our purpose, disciplined financials stewardship, shareholder focus and Board and management accountability. As we iron out the specifics of the two independent Companies following the separation, we are committed to instilling the same kind of strong foundation as both industry leading Companies ensuring that they’re each best positioned in every way for future growth and success. And while we’re on the topic of the separation and before we open up the call for questions, I would like to comment briefly on the letter we received last month from Carl Icahn stating his intention to nominate two candidates for election to our Board and to submit nonbinding corporate governance proposals at Gannett and at post spin publishing company. Mr. Icahn’s attempt to dictate corporate governance at Gannett let alone a new Company that has not yet been established and whose governance profile has yet to be determined frankly is overreaching. We have an experienced Board that has been a driving force behind the successful execution of our strategy. Our corporate governance is shareholder friendly today at Gannett and there is no reason to think it won’t be at the new publishing company. The Board of course will evaluate Mr. Icahn’s governance proposals and his director nominees to the lens of what is best for all of our shareholders and that’s all I’ll say about this today. The spinoff is on track and we expect to file our Form-10 from time in March with that, why don’t we turn it over to Kylia for questions. Thank you.

Thank you. [Operator Instructions] We’ll take our first from John Janedis with Jefferies.

Thanks for the color on the cost controls, I just wanted to ask were there any one-time events and is there a reason why that doesn’t continue for the next quarter that you’ve given the timing of the workforce reductions? And then just on the buyback is the goal to go back to the entire pace in the near-term or do you keep maybe a more modest pace until you complete the spin? Thank you.

The first of your question relative to cost control, the pieces that we’ll have ongoing recurring benefit on a go forward basis in terms of the special items that it pulled out those were related to workforce restructuring severance and things like that, so that would be one-time. But the ongoing benefit of the things that we did for example, in terms of the back office restructuring, in terms of the sales and the reductions and of course obviously we’ll have a benefit as to the property -- the footprint of our real estate properties have on-going reductions to our least cost. So the one-time things I pulled out those are not recurring and then we have ongoing efficiencies as a result of those.

John with respect to the share repurchase program, we would expect that the pace that we had before we put the program on hold will be the pace at which we will act under the program until the spin then we obviously -- then we’ll have two separate capital policies.

We’ll take our next question from Bill Bird with FBR.

Just from your initial work on a separation, do you have a feel for any potential dissynergies? And from modelling purposes, can you give us any help with reverse comp and what that might represent as a percent of re-trends? Thank you.

With respect to dissynergy Bill, we are extremely focused on making sure that we minimize to the greatest degree possibly any dissynergies as a result of the spin. So for instance, I mentioned earlier our G/O Digital business which has been growing very nicely and obviously benefits from having an enormous amount of scale which is provided by the 81 market that are in our community publishing group and in the 46 stations that are in our broadcasting group. What we will be doing with G/O Digital is while it will reside in the broadcasting and digital company, we will have a commercial agreement with our publishing company to provide those services so that they will have the same advantages of scale et cetera that we have across it today. We will also be looking at transition service agreement in a variety of areas that will provide opportunities to continue the same effective pricing and other things that we enjoy that will extend across both companies for a period of time. So, obviously on the flip side there is another CEO, another CFO, a corporate sign, new board, so a corporate structure that obviously has to be supported, but I think our goal frankly -- one of the goals -- the ancillary goals this whole process is it enables us to relook at a lot of the things that we’re doing and where there are opportunities to actually find even more efficiencies sometimes in certain areas, those are actually things that we are as focused on as well. So, we are hoping bottom-line to have a very, very nominal dissynergies as a result of the spin.

We’ll take our next question from Craig Huber with Huber Research Partners.

And I am sorry Craig, before you go, I know that there is a second part of Bill’s question that we need to answer and that’s with respect to reverse re-trends and Dave, do you want to say anything on that?

This is the operator, we are unable to hear you. Yes, that is better.

The guidance we gave them before was that, our our affiliation must have come up over a time, but we’ve got some up in ’15 and we’re up some to ’19, but what we said before on the stations that are paying reverse re-trends that that percentage in account your 2015 will be 45% for the station that are paying.

To the amount of re-trends that those stations are getting.

To the amount of re-trends that those stations are getting.

So we apologies Craig and if you want to go to your question.

Just can you give a little bit more clarity please on what your TV Advertising pay [schemes] are looking like for the first quarter and maybe if you could somehow pull apart some of the [heat] over your issues with political and Olympic and also I’m curious if you could touch how auto was doing for television for the first quarter and also how does it do in the fourth quarter maybe particularly post the elections? Thank you.

Yes. let me start with sort of an overview and the Dave can jump in with more specifics. But the first quarter is going to be a little tricky because as you may recall we have $41 million of Olympic revenue that we achieved last February that simply will mark the presence this February, so as you can appreciate. And then there is the Super Bowl -- there was the Super Bowl and so there is some -- and then there was about $10 million of political in the first quarter of last year that simply won't repeat. I think the Super Bowl probably cancels out the political, so you are still dealing with that $41 million of Olympics which makes pacing's during the quarter pretty tricky but as we I think look out to March I think we feel good about what we're seeing so far but it's really early in the quarter for us to be really giving any specific numbers yet, but Dave.

Yes I will just amplify what Gracia said I think again we do have a lot of noise, we have got the Super Bowl here in January, so we have a lot of numbers to compare against. But I think what we're seeing is some marginal improvement from January over December. And as Gracia says as more money goes into consumer's pockets with the impact of these gas prices I think we're starting to see signs that will still continue to marginal improvement going through the quarter, February is very difficult for us on a comparative basis because of the Olympics last year.

And auto.

Yes the question on auto. Auto was flat to little bit down in December but looking better in the first quarter.

And if I could just ask when you guys talk with the marginal improvement you are seeing in the TV pay scenes to make some recent adjustments you are talking about. In your mind does that take into account I guess a year ago how bad the first quarter was, a year ago with the weather which certainly seems like was much more severe a year ago than this year, when you make that comment?

I think a good question. In our particulars markets in broadcast it really had no impact on us last year.

Yes, it was obviously an impact in publishing were we couldn't get a lot of papers delivered, we had late cancellations with respect to that, I think we didn't talk of that any significant impact on the broadcasting markets.

. :

Sorry just to clarify that do you -- is the guide for the first quarter TV pay seems to be up low single-digit inclusive of that very difficult comp of 41 million or excluding that comp, sorry I didn't quite get your answer?

Well the guidance that we give in the press release which is low to mid single digit is for all revenue.

Okay. So the advertising revenues seem to be -- looks now it's trending better in January, but you have got a very difficult comp there?

If you look at the comp we have I mean we're the victim of our own incredible success. We had a fantastic Olympics and we continue to do a great job I believe across the company as the special events like Olympics, like Super Bowl, like other things political come up. Not only is it just we happen to be in good markets but we're actually maximizing every opportunity doing a great job on inventory management and taking market share, so punching above our weight in many cases. So it's tough when you have that kind of success then the next quarter to have to compare against that. But we’d rather have the great success and then have to deal with the comparison.

And just staying on the re-trend choice again, I know there is a lot of focus on reverse comp renewals with the affiliate. But if you are looking on the gross re-trends which looks like giving your guide this could remain very, very healthy, is it -- you have more knowledge than we do given the timing of your renewals with your distributors can we expect I guess similar sort of healthy growth in gross re-trends in 2016?

Yes we have been on it and I will have Dave to tell you how.

Yes I think the good news for us is that the expirations of our agreements are pretty well diversified to the calendar years in terms of percentage of subs so it's nicely diversified at the end of each calendar year. And we continue to have a situation where the good news is as I have said before the market is continuing to appropriately align itself between audience and subscriber revenues and now I think it's interesting you are seeing the attention on cable bills frankly return to sports fees where there is actually a disproportion of relationship, so I think from the broadcast side you will continue to see an appropriate realignment.

And we have got a couple of situations coming up towards the end of the year which won't have any real impact on '15 but obviously will be very beneficial to '16.

We will go next to Marci Ryvicker with Wells Fargo.

Thanks. Sorry to hop on the guidance comments but Victoria I just want to make sure I understand you said in your prepared remarks total company revenue is expected to be up low single-digit to mid single-digit and then the press release said total TV revenue expected to be up low single digit to mid single digit, so I just want make sure that that is the case? It’s the first question and then the second question is, typically we’ve heard that Olympic revenue is about two-thirds incremental would you say that that’s for your [indiscernible]?

Relative to broadcast we’re talking total revenue relative to being up low to mid single digits; we gave no guidance on total company revenue.

Okay.

Total Gannett company revenue, we give no guidance but what we do give as you saw in the press release is guidance with respect to the total revenue for broadcast.

Got it and then in terms of. Yes, go ahead.

In terms your Olympics question, it’s actually a little less than that because we’ve got the reverse impact on our non-NBC stations of that sort of unwired money that comes into the market and in terms of share basis on those stations, so overall for the division it’s not -- it’s not two-thirds it’s somewhat lower than that.

Okay and just one follow-up, do you have any expectations for political this year?

Not high ones, sort of traditional off your numbers.

We’ll go next to Doug Arthur with Evercore ISI.

Two questions, Gracia, if you go back to the guidance for pro forma 2014 when you announced the Cars.com acquisition I think your revenue guidance was 538 at the time, you adjusted that into December, what is -- how is your view of kind of the near term growth of Cars.com 2015, 2016 change since the August timeframe? And then I have a one follow-up on newspaper advertising.

Well, actually I don’t think the guidance really has changed. I think we talked about 20 sort of low to mid 20 percentage range growth in revenue and I think in the fourth quarter it was about 25%. As I look into the first quarter of this year 2015 that number looks like it is right in the sweet spot could be a percentage point higher or so, so we feel very good about the guidance that we gave back in August and if anything we’re very comfortable with it and hopefully we’ll see a point or two better.

So when you the say sweet spot you’re talking low to mid 20s?

Yes.

Okay, all right. And the secondly, I think that in December Bob Dickey threw out a sort of broad guide on local publishing advertising being positive in 2015, it was down 7 plus percentage in the fourth quarter is that still the working principle there?

Yes, Doug, this is Bob. As we look at local controllable I mentioned that’s about 75% to 77% of total advertising, so our focus is really worked in the local market share and our plans still calls for us to be positive in 2015 on the local controllable numbers.

And that’s a subset of the local number you see in the numbers that we give as an attachment to the pro forma numbers we give as an attachment to the press release because that local number would include, at least for Gannett big department stores other kinds of things. So what Bob is referring to is that those small medium-sized businesses that are the bread and butter of those local communities where we really have control over it. It’s not controlled by somebody out there that’s deciding to let flash spending by 10% across the Broad across every market in America. So we feel very good about as Bob said what we can control we’re seeing good signs there and he feels very confident about ‘15 on that front obviously national advertising large retailers that has been I think the challenge for just about everyone that I talk to and that we see who have reported and I think we’ll report.

That’s part of our program during the year. We’ve really focused on various initiatives they’re starting to show traction total auto revenues for us were positive in December, total recruitment revenues were positive, and total real estate revenues were flat. So to go to Gracia’s point those are local sales efforts talking with local realtors cars dealers et cetera, so we were very comfortable with that traction right now.

So just to be clear the 75% to 77% you’re talking about is a sort of hybrid local retail, local classified number?

Yes.

And that’s a subset of what you actually report?

Correct.

We’ll go to Jim Goss with Barrington Research.

Staying on the topic of the publishing ad revenues, you definitely had better experience in classified and is this -- are we getting any sort of stabilization area where it will be up and down, but not just continued pressure, the response has usually been Cars.com or CareerBuilder to try to pick up what you're losing, but is that a better environment going forward right now, National you have the [debt] minus 20.8% number I assume that was probably a U.S. TODAY number but actually could explain that a little bit? And then talk about the strategy maybe early glimpse of the strategy beyond the split and overcoming some of these air pressures and the context of more limited platform that the new company would provide?

As it relates to classified you're correct, that’s an area where we believe the slightly improving economy in many of our markets that consumer confidence level is getting better, we start to see that perhaps some spending in the market to as retailers are providing for market-share, auto dealers et cetera. Believe the real estate market was low rate, so in our key real estate market sites we’ll continue to be an opportunity for us as we feel strong about recruitment in auto. So yes to classified, we think we’re starting to see sone stabilization as it relates to that particular segment of our business.

Yes, I think with respect to USA TODAY and national advertising in general as we’ve all talk a lot about I think what you -- it's pretty volatile and I think what we saw in the fourth quarter particularly at USA TODAY we are -- there a great platform for instance for new car launches or product changes, some of those were deferred into the first quarter and I think that that led to a bit of an exacerbation of the national numbers that we saw at USA TODAY. I think what we’re looking at as I look into the first quarter, we’ve got an early, early blush on what we think things are looking at, we should see improvement on the national advertising side, because I think we’ll start to see some of that auto advertising that was delayed in the fourth quarter actually staring to pick up, we had a lovely wrap on USA TODAY yesterday from [Jeep Chrysler], so pleased to see that obviously. I would say over all on the publishing side -- again early, but what we’re looking at looks like it will be total revenue for publishing probably better by a percentage point or so in the first quarter and it looks like total advertising revenues will be better by potentially a couple of percentage points in the first quarter. So, I think just had some interesting things going on in the fourth quarter that at least early in the first quarter we are seeing expectations of improvement over.

We’ll go next to Edward Atorino with Benchmark.

Some of the broadcast companies have been I want to say dabbling, maybe that’s the wrong word -- into programing instead of just buying programing and getting it to various stages of production, is that on your blackboard somewhere or it's just too early to talk about that?

It's definitely been on our blackboard and with 46 TV stations that cover almost a third of the households in the country, we think we are in some ways very uniquely positioned to be able to do something in that area. We can’t talk specifics with you today, but there is quite a bit on the drawing board, Dave if you want to add anything?

No, I just said the question is really spot on and we have been given the profile stations we have not just 31% reach, but also lot of them really being beach front real estate for programing. We think -- as to your question as I suggest that we want to be in it ourselves and so both ourselves and with other broadcast peer groups we are in some good discussions about that very future-ish, we see this as an opportunity not just frankly in terms of platforms and programing for our core TV stations, but also in the OTT space as well.

And is that the cost of programing these days is significantly lower than -- when you and I used to talk about this 10 or 15 years ago.

We’ll go next to Michael Kupinski with Noble Financial.

In terms of the first quarter broadcast, you kind of drop down a couple of things here, just looking at the sheer dollar amount of variance in that first quarter pacing. I would have to imagine that national advertising is coming back pretty strongly, I was wondering if you can just talk about the pacing between local and national? And then secondly, are the categories all consumer base and if that’s what’s really driving the lower gas price is really driving that or is there an effect of network inventory that I have seen that hiding towards the national advertising for you?

Yes, so the answer -- some of our muddies are little muddy for the reasons we discussed earlier because of super bowl and others, but yes national has come back some this quarter but I think it's a combination of the reasons you outlined but I think that fundamentals are better and are getting better as we go through the quarter because of the consumer but local is also improving. So from a category standpoint it is consumer categories that are looking strong for the quarter, retail and auto are improving so I do to your question yes I do think there is a cause and effect.

Just to go back some broadcasters last couple of quarters were indicating that network inventory and pricing was kind of influencing national advertising for them. Did you see any effect from that or is it are you seeing any changes on network inventory and pricing is influencing the quarter as well?

Yes, you never have exactly the perfect intelligence on that particular marketplace to be honest with you but I do think that yes I think there is some positive impact on that in first quarter, I am less clear on what that impact for us was in the fourth quarter because again with all the political that we had was a little tough to understand our own fundamentals on national.

And then finally couple of years ago the company identified an initiative to build its sports franchises which included the support of USA Today. I was just wondering does the company does the company still plan to build upon its sports franchise or has that goal been kind of redefined by the spin of the newspapers?

Well it will be a little bit redefined as a result of the spin. But I know that there continues to be a lot of work done and we continue to be very bullish on the opportunity for us to make a significant mark on the sports media aspect because of the strong brand that USA Today simply has in that arena. And so I think that we will continue to -- certainly Bob you should jump in here continue to see that as a real opportunity at the publishing side for sure.

I think we have proven that there is definitely some opportunity on our lease properties segment around, to Gracia's point the brand resonates the Leagues have been they are partners with us and we will continue to certainly explore every opportunity with them. So I guess right now it is still important part of what we plan to do going forward.

And I think there is a huge success with For The Win I think that's probably the leading sports property in itself tremendous consumer resonance.

Its real success story for our traffic and audience growth there is no question along with some of the other niche sites that have joined the network as well. And we believe that there is still lot of upside to both to all of that business.

I guess just a follow-up on so the initiative on the sports franchisee would largely go to the newspaper side and not the broadcast side, is that right?

I think certainly primarily because of the USA Today branding et cetera. But I suspect that as we're going to do everywhere we will continue to share content and there maybe opportunities particularly yes for instance the Super Bowl is in Phoenix, we have a great television station as well as a great publishing property there. But I think there will continue to be sharing of content that we will do because there is lots of opportunities to do that and we all know each other.

I mean the fact is that if you look at league properties there is nothing there that has to be only in publishing side, we would certainly talk to our friends on the broadcasting side as well.

And we just executed a companywide initiative for a large client for the Super Bowl that cut across all divisions because of all those assets meant something to the client and there is every reason for us to do that continuing forward after the spin.

We will take our next question from Barry Lucas with Gabelli and Company.

Gracia I was hoping you could talk a little bit prospective M&A for the two new companies going forward, you have fair amount of room under the cap for television stations and the publishing will come out debt free among the new group of other players for doing publishing, general media group, et cetera so I was hoping that you could talk a little bit about that topic?

Barry I think what always -- as you know we're always incredibly disciplined about the acquisitions we do but one of the benefits of -- after the spin we will have two companies that will have fantastic balance sheet. Publishing will have virtually no debt, broadcasting even levered the way we anticipate with all the debt going there as you saw our debt level was lower year-end by a couple of 100 million than we thought. So we generated an enormous amount of free cash flow we will be able to pay down that et cetera. So we still have a lot of opportunity there to do great opportunistic acquisitions. We have an appetite to expand where we can on a very disciplined basis and I think the Belo transaction, the Cars transaction are great testaments to the fact that when we see an opportunity where we believe that we can bring a lot of value and realize that value very directly then we are prepared to act in a meaningful way. So I think that we're very open to opportunities -- further tuck in opportunities certainly at least on the broadcast side. Also on the digital side as Cars.com continues to evolve its product suite and continues to meet the needs of its clients to the extent that there are opportunities to look at some fill-ins or some expanding of some of the things there -- we’re doing there and that’s obviously something that we will pay a lot of good attention too. I know Bob is -- I think we’re also blessed with not only having fantastic balance sheets but we also have some of the best operators, if not the best operators in both of those companies. And so Bob’s ability to bring the incredible innovation that his team and he have brought around revenue as well as the strong cost discipline that we have there I think leads us to believe that there may be opportunities obviously to consolidate some of the properties there. But again always being very cheerful and making sure that what we’re going to do is create shareholder value with any opportunity that we look at, but I think you’re absolutely right there are going to be lots of opportunities for companies and we will be very careful stewards of our capital and make sure that in both companies there is a direct return of some capital but there is also other opportunities to invest in, growth opportunities.

Thanks Gracia.

And I think we’ve got time for one more question.

We’ll take our finals from Liang Feng with Morningstar.

You mentioned that Gannett executed 75 million in first year synergy target and could you describe the main drivers of this delta in a bit more detail, namely how much of performance was driven by revenue gains such as re-trans versus cost savings? And if it cost savings does that mean that Gannett is achieving the cost savings even faster than originally planned or is primarily because you’ve identified incremental opportunities beyond the initial estimates?

It’s all of the above. I think on the re-trans side we’re always very careful when we acquired Belo we are always careful that’s a number that we put out for synergies, is a number that we are highly, highly confident we can achieve. So we’ll bake in some conservative estimates I think we certainly did better on the re-trans side than we were expecting. I think we identified additional opportunities with respect to digital revenue side other opportunities on just a basic blocking in capital tacking of procurement of our track consolidating traffic systems all of those kinds of things. And then some additional things, so we did better I think in probably in each and every one of the categories and then found a couple of new categories as well on the digital marketing services side. There is still some really good opportunities there with respect to the Belo stations as well as the London Broadcasting station that we brought on obviously later last year, so just kind of an all-around effort as you would expect.

Thank you and given what you’ve seen far is there anything that you can under the three targets?

We remain highly confident.

Thanks very much for joining us today. We appreciate all your time. If you have any further questions, please don’t hesitate to call Jeff at 703-854-6917. Have a wonderful day.