USA TODAY Co., Inc.
For the period ended Sep 30, 2026. Filed Nov 5, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Nov 5, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-06.
0001579684-26-000047
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-05.
0001579684-26-000058
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 142 previous paragraphs and 147 current paragraphs.
77 unchanged; 54 reworded; 16 added; 9 removed; 2 previous and 0 current paragraphs rearranged.
Tables are not compared: 19 previous and 19 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (16)
Current report
Recent developments
Current report
Lee transactions
Current report
On September 28, 2026, we received a waiver from certain lenders of our $900.0 million five-year first lien term loan facility (the "2029 Term Loan Facility") and certain holders of our 6.000% Senior Secured Convertible Notes due 2031 (the "2031 Notes") to permit us to enter into strategic agreements with Lee Enterprises, Incorporated ("Lee Enterprises"). On September 28, 2026, we acquired the remaining 50% interest in TNI Partners and assumed full ownership and operations of the Arizona Daily Star (the "TNI Acquisition"). At the same time, we transferred our Montana and South Dakota publications to Lee Enterprises (collectively with the TNI Acquisition, the "Lee Transactions").
Current report
(b)Included Commercial printing and delivery revenues of $28.6 million and $29.2 million for the three months ended September 30, 2026 and 2025, respectively, and $86.6 million and $92.8 million for the nine months ended September 30, 2026 and 2025, respectively.
Current report
(Benefit) provision for income taxes
Current report
The provision for income taxes for the nine months ended September 30, 2026, was primarily driven by pre-tax book income, the global intangible low-tax income inclusion, and an increase in valuation allowances related to disallowed U.S. interest expense, partially offset by the generation of research and development tax credits, the excess tax benefits related to share-based compensation and the release of valuation allowances on capital loss carryforwards associated with the transfer of our Montana and South Dakota publications as part of the Lee Transactions.
Current report
(a) Included Commercial printing and delivery revenues of $26.1 million and $26.5 million for the three months ended September 30, 2026 and 2025, respectively, and $79.3 million and $85.1 million for the nine months ended September 30, 2026 and 2025, respectively.
Current report
For the three and nine months ended September 30, 2026, Print advertising revenues decreased compared to the three and nine months ended September 30, 2025, primarily due to decreases in classified spend, local advertiser inserts and local print display, partially offset by an increase in direct mail. Included in the decrease in Print advertising revenues for the three and nine months ended September 30, 2026, was the absence of revenues in 2026 associated with businesses divested of $4.7 million and $19.1 million, respectively.
Current report
For the three and nine months ended September 30, 2026, Compensation and benefits costs decreased compared to the three and nine months ended September 30, 2025, primarily due to a decrease in headcount tied to ongoing cost control initiatives.
Current report
(a) Included Commercial printing and delivery revenues of $2.5 million and $2.7 million for the three months ended September 30, 2026 and 2025, respectively, and $7.4 million and $7.7 million for the nine months ended September 30, 2026 and 2025, respectively.
Current report
For the three and nine months ended September 30, 2026, Other costs decreased compared to the three and nine months ended September 30, 2025, primarily driven by lower facility related expenses. In addition, the decrease for the nine months ended September 30, 2026 reflected the absence of a conference in 2026.
Current report
For the three and nine months ended September 30, 2026, Outside services and other costs decreased compared to the three and nine months ended September 30, 2025, mainly due to lower bad debt and promotion-related expenses, partially offset by higher technology related expenses.
Current report
For the three and nine months ended September 30, 2026, Compensation and benefits costs decreased compared to the three and nine months ended September 30, 2025, primarily due to a decrease in headcount tied to ongoing cost control initiatives.
Current report
For the nine months ended September 30, 2026, Compensation and benefits costs decreased compared to the nine months ended September 30, 2025, primarily due to a decrease in headcount tied to ongoing cost control initiatives.
Current report
For the three and nine months ended September 30, 2026, Outside services and other costs increased compared to the three and nine months ended September 30, 2025, primarily due to higher miscellaneous expenses. In addition, the increase for the nine months ended September 30, 2026, was partially offset by lower bad debt expense of $0.7 million.
Current report
On September 28, 2026, the Company received a waiver from certain lenders of its 2029 Term Loan Facility and certain holders of its 2031 Notes to permit the Company to enter into strategic agreements with Lee Enterprises. On September 28, 2026, the Company completed the Lee Transactions.
Removed paragraphs (9)
Previous report
(b)Included Commercial printing and delivery revenues of $29.3 million and $31.3 million for the three months ended June 30, 2026 and 2025, respectively, and $58.1 million and $63.5 million for the six months ended June 30, 2026 and 2025, respectively.
Previous report
Provision (benefit) for income taxes
Previous report
(a) Included Commercial printing and delivery revenues of $26.9 million and $28.7 million for the three months ended June 30, 2026 and 2025, respectively, and $53.2 million and $58.6 million for the six months ended June 30, 2026 and 2025, respectively.
Previous report
For the three and six months ended June 30, 2026, Print advertising revenues decreased compared to the three and six months ended June 30, 2025, primarily due the absence of revenues in 2026 associated with businesses divested of $6.0 million and $14.4 million, respectively, as well as lower classified advertisement spend and a decrease in local advertiser inserts.
Previous report
For the three and six months ended June 30, 2026, Compensation and benefits costs decreased compared to the three and six months ended June 30, 2025, primarily due to a decrease in headcount tied to ongoing cost control initiatives.
Previous report
(a) Included Commercial printing and delivery revenues of $2.4 million and $2.6 million for the three months ended June 30, 2026 and 2025, respectively, and $4.9 million and $5.0 million for the six months ended June 30, 2026 and 2025, respectively.
Previous report
For the three and six months ended June 30, 2026, Other costs decreased compared to the three and six months ended June 30, 2025, primarily driven by the absence of a conference in 2026.
Previous report
For the three and six months ended June 30, 2026, Compensation and benefits costs decreased compared to the three and six months ended June 30, 2025, primarily due to a decrease in headcount.
Previous report
For the three and six months ended June 30, 2026, Compensation and benefits costs decreased compared to the three and six months ended June 30, 2025, primarily due to a decrease in headcount.
Reworded paragraphs (54)
Previous wording
•The application of artificial intelligence ("AI") and the rapid rate of change within the AI ecosystem is increasing the pace of change in the media sector.
Current wording
•The application of artificial intelligence ("AI") and the rapid rate of change within the AI ecosystem is increasing the pace of change in the media sector. We continue to see impacts from structural shifts and evolving user behaviors influenced by the integration of generative AI into search engines and web browsers which provide direct answers and summaries within the platform itself, reducing the need for users to click through to publisher platforms. As a result, referral traffic and related monetization opportunities may be adversely affected. While this trend presents challenges, we believe it also creates opportunities for innovation and engagement as we seek out new ways to license, distribute, and monetize the trusted content we produce.
Previous wording
Our U.K. media operations are conducted through our Newsquest subsidiary. In addition, we have foreign operations in regions such as Canada, Australia and New Zealand. Earnings from operations in foreign regions are translated into U.S. dollars at average exchange rates prevailing during the period, and assets and liabilities are translated at exchange rates in effect at the balance sheet date. Currency translation fluctuations have and are expected to continue to impact revenues, costs and Segment Adjusted EBITDA for our international operations. For example, our international revenues are favorably impacted as the U.S. dollar weakens relative to other foreign currencies, and unfavorably impacted as the U.S. dollar strengthens relative to other foreign currencies. During the three and six months ended June 30, 2026, foreign currency exchange rate fluctuations had a positive impact on our revenues and Segment Adjusted EBITDA and a negative impact on costs.
Current wording
Our U.K. media operations are conducted through our Newsquest subsidiary. In addition, we have foreign operations in regions such as Canada, Australia and New Zealand. Earnings from operations in foreign regions are translated into U.S. dollars at average exchange rates prevailing during the period, and assets and liabilities are translated at exchange rates in effect at the balance sheet date. Currency translation fluctuations have and are expected to continue to impact revenues, costs and Segment Adjusted EBITDA for our international operations. For example, our international revenues are favorably impacted as the U.S. dollar weakens relative to other foreign currencies, and unfavorably impacted as the U.S. dollar strengthens relative to other foreign currencies. During the three months ended September 30, 2026, foreign currency exchange rate fluctuations had a positive impact on our revenues and a negative impact on our costs and Segment Adjusted EBITDA. During the nine months ended September 30, 2026, foreign currency exchange rate fluctuations had a positive impact on our revenues and Segment Adjusted EBITDA and a negative impact on our costs.
Previous wording
Our website is www.usastodayco.com. Information contained on our website is not part of this Quarterly Report on Form 10-Q. We use our website as a distribution channel for material company information. Financial and other important information regarding the Company is routinely posted on and accessible on the Investor Relations and News and Events subpages of our website, which are accessible by clicking on the tab labeled "Investor Relations" and "News and Events", respectively, on the website home page. Therefore, investors should look to the Investor Relations, and News and Events subpages of the Company's website for important and time-critical information.
Current wording
Our website is www.usatodayco.com. Information contained on our website is not part of this Quarterly Report on Form 10-Q. We use our website as a distribution channel for material company information. Financial and other important information regarding the Company is routinely posted on and accessible on the Investor Relations and News and Events subpages of our website, which are accessible by clicking on the tab labeled "Investor Relations" and "News and Events", respectively, on the website home page. Therefore, investors should look to the Investor Relations, and News and Events subpages of the Company's website for important and time-critical information.
Previous wording
(a)Amounts are net of intersegment eliminations of $28.4 million and $34.8 million for the three months ended June 30, 2026 and 2025, respectively, and $56.8 million and $69.3 million for the six months ended June 30, 2026 and 2025, respectively. Intersegment eliminations represent digital marketing services revenues and expenses associated with products sold by sales teams in our USA TODAY Media and Newsquest segments but fulfilled by our LocaliQ segment. When discussing segment results, these revenues and expenses are presented gross but are eliminated in consolidation.
Current wording
(a)Amounts are net of intersegment eliminations of $27.8 million and $33.2 million for the three months ended September 30, 2026 and 2025, respectively, and $84.6 million and $102.6 million for the nine months ended September 30, 2026 and 2025, respectively. Intersegment eliminations represent digital marketing services revenues and expenses associated with products sold by sales teams in our USA TODAY Media and Newsquest segments but fulfilled by our LocaliQ segment. When discussing segment results, these revenues and expenses are presented gross but are eliminated in consolidation.
Previous wording
(c)Other (income) expense, net primarily reflected Google litigation costs (including related reimbursements) and other legal settlements, (gains) losses from the sale of investments, third-party debt costs, the components of net periodic pension and postretirement benefits other than service cost, and consulting fees related to a discrete initiative to reformulate our go-to-market strategy and post-sales processes.
Current wording
(c)For the three and nine months ended September 30, 2026, Other (income) expense, net primarily reflected a gain on remeasurement of previously held equity interest, Google litigation costs (including related reimbursements) and other legal settlements and the components of net periodic pension and postretirement benefits other than service cost. For the three and nine months ended September 30, 2025, Other (income) expense, net primarily reflected (gains) losses from the sale of investments, Google litigation costs and other legal settlements, the components of net periodic pension and postretirement benefits other than service cost, third-party debt costs, and consulting fees related to a discrete initiative to reformulate our go-to-market strategy and post-sales processes.
Previous wording
For the three and six months ended June 30, 2026, Depreciation and amortization was $31.2 million and $62.4 million, respectively, compared to $42.6 million and $85.3 million for the three and six months ended June 30, 2025. The decrease for both the three and six months ended June 30, 2026 and 2025 was mainly driven by the absence in 2026 of accelerated depreciation recognized in 2025 related to facility shutdowns and a decrease in amortization driven by intangible assets which were fully amortized in 2025.
Current wording
For the three and nine months ended September 30, 2026, Depreciation and amortization was $31.5 million and $93.9 million, respectively, compared to $43.2 million and $128.5 million for the three and nine months ended September 30, 2025. The decrease for both the three and nine months ended September 30, 2026 and 2025 was mainly driven by the absence in 2026 of accelerated depreciation recognized in 2025 related to facility shutdowns and a decrease in amortization driven by intangible assets which were fully amortized in 2025.
Previous wording
For the three and six months ended June 30, 2026, we incurred Integration and reorganization costs of $2.3 million and $4.5 million, respectively. Of the total costs incurred, $0.7 million and $2.9 million, respectively, were related to severance activities, and $1.6 million in each period was related to other reorganization-related costs.
Current wording
For the three and nine months ended September 30, 2026, we incurred Integration and reorganization costs of $18.0 million and $22.5 million, respectively. Of the total costs incurred, $12.5 million and $15.4 million, respectively, were related to severance activities, and $5.5 million and $7.2 million, respectively, were related to other reorganization-related costs, mainly due to costs associated with improving operations and consolidating facilities.
Previous wording
For the three and six months ended June 30, 2025, we incurred Integration and reorganization costs of $12.3 million and $21.8 million, respectively. Of the total costs incurred, $8.2 million and $14.4 million, respectively, were related to severance activities and $4.1 million and $7.5 million, respectively, were related to other reorganization-related costs, mainly due to costs associated with improving operations and consolidating facilities. In addition, for the six months ended June 30, 2025, Other reorganization-related costs included $2.1 million, due to costs related to the departure of the Company's former Chief Financial Officer, partially offset by the reversal of a withdrawal liability related to a multiemployer pension plan of $1.8 million based on the settlement of the withdrawal liability.
Current wording
For the three and nine months ended September 30, 2025, we incurred Integration and reorganization costs of $15.7 million and $37.5 million, respectively. Of the total costs incurred, $12.5 million and $26.9 million, respectively, were related to severance activities and $3.2 million and $10.7 million, respectively, were related to other reorganization-related costs, mainly due to costs associated with improving operations and consolidating facilities. In addition, for the nine months ended September 30, 2025, other reorganization-related costs also included $2.1 million, related to the departure of the Company's former Chief Financial Officer, partially offset by the reversal of a withdrawal liability related to a multiemployer pension plan of $1.8 million based on the settlement of the withdrawal liability.
Previous wording
Loss (gain) on sale or disposal of assets, net
Current wording
Gain on sale or disposal of assets, net
Previous wording
For the three months ended June 30, 2026, we recognized a net loss on the sale of assets of $0.3 million. For the six months ended June 30, 2026, we recognized a net gain on the sale of assets of $7.6 million, primarily at the USA TODAY Media segment as part of our plan to monetize assets.
Current wording
For the three and nine months ended September 30, 2026, we recognized net gains on the sale of assets of $10.3 million and $17.9 million, respectively, primarily at the USA TODAY Media segment as part of our plan to monetize assets.
Previous wording
For the three and six months ended June 30, 2025, we recognized net gains on the sale of assets of $1.6 million and $22.3 million, respectively. For the six months ended June 30, 2025, the gain was primarily related to a gain of $20.8 million recognized on the sale of the Austin American-Statesman (the "Statesman") at the USA TODAY Media segment as part of our plan to monetize assets.
Current wording
For the three and nine months ended September 30, 2025, we recognized net gains on the sale of assets of $0.1 million and $22.3 million, respectively. For the nine months ended September 30, 2025, the gain was primarily related to a gain of $20.8 million recognized on the sale of the Austin American-Statesman at the USA TODAY Media segment as part of our plan to monetize assets.
Previous wording
For the three and six months ended June 30, 2026, Interest expense was $20.9 million and $42.2 million, respectively, compared to $24.4 million and $50.5 million, respectively, for the three and six months ended June 30, 2025. For the three and six months ended June 30, 2026, interest expense decreased compared to the three and six months ended June 30, 2025, mainly due to a lower debt balance and a lower rate on our 2029 Term Loan Facility.
Current wording
For the three and nine months ended September 30, 2026, Interest expense was $20.8 million and $63.0 million, respectively, compared to $23.8 million and $74.3 million, respectively, for the three and nine months ended September 30, 2025. For the three and nine months ended September 30, 2026, interest expense decreased compared to the three and nine months ended September 30, 2025, mainly due to a lower debt balance and a lower rate on our 2029 Term Loan Facility.
Previous wording
(a) For the three and six months ended June 30, 2026, included Google litigation reimbursements.
Current wording
(a)For the three and nine months ended September 30, 2026, included Google litigation costs (including related reimbursements) and other legal settlements. For the three and nine months ended September 30, 2025, included Google litigation costs and other legal settlements.
Previous wording
(b) Primarily included the components of net periodic pension and postretirement benefits other than service cost, third-party debt costs and consulting fees related to a discrete initiative to reformulate our go-to-market strategy and post-sales processes.
Current wording
(b)For the three and nine months ended September 30, 2026, primarily included the components of net periodic pension and postretirement benefits other than service cost. For the three and nine months ended September 30, 2025, primarily included the components of net periodic pension and postretirement benefits other than service cost, third-party debt costs and consulting fees related to a discrete initiative to reformulate our go-to-market strategy and post-sales processes.
Previous wording
The provision for income taxes for the three and six months ended June 30, 2026, was primarily driven by pre-tax book income and the global intangible low-taxed income inclusion, partially offset by the generation of research and development credits and excess tax benefits related to share-based compensation. The provision was calculated using an estimated annual effective tax rate of 35.2%. The estimated annual effective tax rate before discrete items is principally impacted by the projected full year pre-tax book income, the global intangible low-taxed income inclusion and state tax expense, partially offset by the generation of the research and development credit and the partial release of valuation allowances on deferred tax assets related to previously disallowed U.S. interest expense carryforwards. The estimated annual effective tax rate is based on the projected tax expense for the full year.
Current wording
The benefit for income taxes for the three months ended September 30, 2026, was primarily driven by pre-tax book loss, the generation of research and development tax credits, excess tax benefits related to share-based compensation, and the release of valuation allowances on capital loss carryforwards associated with the transfer of our Montana and South Dakota publications as part of the Lee Transactions, partially offset by the global intangible low-taxed income inclusion and an increase in valuation allowances related to disallowed U.S. interest expense. The benefit was calculated using an estimated annual effective tax rate of 41.6%. The estimated annual effective tax rate before discrete items was principally impacted by the projected full year pre-tax book income and the global intangible low-taxed income inclusion, partially offset by the generation of the research and development tax credits and the release of valuation allowances on capital loss carryforwards associated with the transfer of our Montana and South Dakota publications as part of the Lee Transactions. The estimated annual effective tax rate is based on the projected tax expense for the full year.
Previous wording
The benefit for income taxes for the three months ended June 30, 2025, was primarily driven by an increase in the estimated annual effective tax rate, resulting from a decrease in full year net income before tax forecasts used in the second quarter of 2025. This benefit was partially offset by increases in valuation allowances on non-deductible U.S. interest expense, the global intangible low taxed income inclusion, and foreign tax expense. The benefit was calculated using an estimated annual effective tax rate of 403.1%.
Current wording
The provision for income taxes for the three months ended September 30, 2025, was primarily driven by a decrease in the estimated annual effective tax rate, resulting from a decrease in the change in valuation allowance due to U.S. tax legislation changes on the business interest expense limitation. The provision was calculated using an estimated annual effective tax rate of 172.8%.
Previous wording
The benefit for income taxes for the six months ended June 30, 2025, was mainly driven by the pre-tax book loss and the release of valuation allowances on capital loss carryforwards associated with the sale of the Statesman. These benefits were partially offset by the increase in valuation allowances on non-deductible U.S. interest expense carryforwards and the global intangible low-taxed income inclusion.
Current wording
The benefit for income taxes for the nine months ended September 30, 2025, was primarily driven by the pre-tax book loss, partially offset by the decrease in valuation allowances on non-deductible U.S. interest expense carryforwards and the global intangible low-taxed income inclusion.
Previous wording
Net income attributable to USA TODAY Co. and diluted income per share attributable to USA TODAY Co.
Current wording
Net (loss) income attributable to USA TODAY Co. and diluted (loss) income per share attributable to USA TODAY Co.
Previous wording
For the three months ended June 30, 2026, Net income attributable to USA TODAY Co. and diluted income per share attributable to USA TODAY Co. were $9.1 million and $0.06, respectively, compared to Net income attributable to USA TODAY Co. and diluted income per share attributable to USA TODAY Co. of $78.4 million and $0.42, respectively, for the three months ended June 30, 2025. For the six months ended June 30, 2026, Net income attributable to USA TODAY Co. and diluted income per share attributable to USA TODAY Co. were $29.0 million and $0.18, respectively, compared to Net income attributable to USA TODAY Co. and diluted income per share attributable to USA TODAY Co. of $71.1 million and $0.40, respectively, for the six months ended June 30, 2025. The change for the three and six months ended June 30, 2026, compared to the same periods in the prior year reflected the various items discussed above.
Current wording
For the three months ended September 30, 2026, Net loss attributable to USA TODAY Co. and diluted loss per share attributable to USA TODAY Co. were $4.6 million and $0.03, respectively, compared to Net loss attributable to USA TODAY Co. and diluted loss per share attributable to USA TODAY Co. of $39.2 million and $0.27, respectively, for the three months ended September 30, 2025. For the nine months ended September 30, 2026, Net income attributable to USA TODAY Co. and diluted income per share attributable to USA TODAY Co. were $24.4 million and $0.17, respectively, compared to Net income attributable to USA TODAY Co. and diluted income per share attributable to USA TODAY Co. of $31.8 million and $0.21, respectively, for the nine months ended September 30, 2025. The change for the three and nine months ended September 30, 2026, compared to the same periods in the prior year reflected the various items discussed above.
Previous wording
Reconciliation of Net income (loss) attributable to USA TODAY Co. to Total Adjusted EBITDA
Current wording
Reconciliation of Net (loss) income attributable to USA TODAY Co. to Total Adjusted EBITDA
Previous wording
(a)Integration and reorganization costs mainly reflect severance-related expenses and other reorganization-related costs, designed primarily to right-size the Company's employee base, consolidate facilities and improve operations.
Current wording
(a)For the three and nine months ended September 30, 2026 and 2025, Integration and reorganization costs mainly reflect severance-related expenses and other reorganization-related costs, designed primarily to right-size the Company's employee base, consolidate facilities and improve operations.
Previous wording
(b)Other (income) expense, net primarily reflected Google litigation costs (including related reimbursements) and other legal settlements, (gains) losses from the sale of investments, third-party debt costs, the components of net periodic pension and postretirement benefits other than service cost, and consulting fees related to a discrete initiative to reformulate our go-to-market strategy and post-sales processes.
Current wording
(b)For the three and nine months ended September 30, 2026, Other (income) expense, net primarily reflected a gain on remeasurement of previously held equity interest, Google litigation costs (including related reimbursements) and other legal settlements and the components of net periodic pension and postretirement benefits other than service cost. For the three and nine months ended September 30, 2025, Other (income) expense, net primarily reflected (gains) losses from the sale of investments, Google litigation costs and other legal settlements, the components of net periodic pension and postretirement benefits other than service cost, third-party debt costs, and consulting fees related to a discrete initiative to reformulate our go-to-market strategy and post-sales processes.
Previous wording
For the three and six months ended June 30, 2026, Digital advertising revenues decreased compared to the three and six months ended June 30, 2025, primarily due to a decrease in national programmatic and sponsored link revenues, partially offset by higher classified advertising spend.
Current wording
For the three and nine months ended September 30, 2026, Digital advertising revenues decreased compared to the three and nine months ended September 30, 2025, primarily due to a decrease in national programmatic and sponsored link revenues and lower local revenues, partially offset by higher classified spend, mainly driven by a shift from print.
Previous wording
For the three and six months ended June 30, 2026, Digital marketing services revenues decreased compared to the three and six months ended June 30, 2025, primarily due to a decrease in customer count. In addition, the decrease for the six months ended June 30, 2026 reflected the absence of revenues in 2026 associated with a business divested of $1.5 million.
Current wording
For the three and nine months ended September 30, 2026, Digital marketing services revenues decreased compared to the three and nine months ended September 30, 2025, primarily due to a decrease in customer count.
Previous wording
For the three and six months ended June 30, 2026, Digital-only subscription revenues increased compared to the three and six months ended June 30, 2025, primarily driven by an increase in digital-only subscription average revenue per user ("Digital-only ARPU") of 39% and 41%, respectively. Refer to "Key Performance Indicators" below for further discussion of Digital-only ARPU.
Current wording
For the three and nine months ended September 30, 2026, Digital-only subscription revenues increased compared to the three and nine months ended September 30, 2025, primarily driven by an increase in digital-only subscription average revenue per user ("Digital-only ARPU") of 27% and 38%, respectively. Refer to "Key Performance Indicators" below for further discussion of Digital-only ARPU.
Previous wording
For the three and six months ended June 30, 2026, Digital other revenues increased compared to the three and six months ended June 30, 2025, primarily due to revenues from AI partnerships, and to a lesser extent an increase in affiliate and syndication revenues.
Current wording
For the three and nine months ended September 30, 2026, Digital other revenues increased compared to the three and nine months ended September 30, 2025, primarily due to revenues from AI partnerships and an increase in affiliate and syndication revenues.
Previous wording
For the three and six months ended June 30, 2026, Print circulation revenues decreased compared to the three and six months ended June 30, 2025, primarily due to a decline in home delivery revenues as a result of a reduction in the volume of subscribers, and to a lesser extent a decline in single copy revenues, partially offset by an increase in rates. In addition, the decrease for the six months ended June 30, 2026 reflected the absence of revenues in 2026 associated with businesses divested of $1.4 million.
Current wording
For the three and nine months ended September 30, 2026, Print circulation revenues decreased compared to the three and nine months ended September 30, 2025, primarily due to a decline in home delivery revenues as a result of a reduction in the volume of subscribers, and to a lesser extent a decline in single copy revenues, partially offset by an increase in rates.
Previous wording
For the three and six months ended June 30, 2026, Commercial and other revenues decreased compared to the three and six months ended June 30, 2025, mainly driven by the absence of revenues in 2026 associated with businesses divested of $5.9 million and $10.2 million, respectively, partially offset by an increase in production volume.
Current wording
For the three and nine months ended September 30, 2026, Commercial and other revenues decreased compared to the three and nine months ended September 30, 2025, mainly driven by the absence of revenues in 2026 associated with businesses divested of $2.1 million and $12.3 million, respectively, partially offset by an increase in production volume.
Previous wording
For the three and six months ended June 30, 2026, Newsprint and other production materials costs decreased compared to the three and six months ended June 30, 2025, primarily due to the impact of businesses divested of $1.5 million and $3.0 million, respectively, including lower volume driven by the decline in revenues, partially offset by an increase in the cost of newsprint.
Current wording
For the nine months ended September 30, 2026, Newsprint and other production materials costs decreased compared to the nine months ended September 30, 2025, primarily due to the impact of businesses divested of $3.8 million and lower volume driven by the decline in revenues, partially offset by an increase in the cost of newsprint.
Previous wording
For the three and six months ended June 30, 2026, Distribution costs decreased compared to the three and six months ended June 30, 2025, primarily due to the impact of businesses sunset of $4.5 million and $10.6 million, respectively, and volume declines, partially offset by an increase in costs associated with higher print advertising revenues.
Current wording
For the nine months ended September 30, 2026, Distribution costs decreased compared to the nine months ended September 30, 2025, primarily due to the impact of businesses sunset of $14.3 million and volume declines, partially offset by an increase in costs associated with higher print advertising revenues related to direct mail.
Previous wording
For the three and six months ended June 30, 2026, Compensation and benefits costs decreased compared to the three and six months ended June 30, 2025, primarily due to a decrease in headcount tied to ongoing cost control initiatives, including downsizing our facilities footprint, and the conversion to mail delivery in multiple markets.
Current wording
For the three and nine months ended September 30, 2026, Compensation and benefits costs decreased compared to the three and nine months ended September 30, 2025, primarily due to a decrease in headcount tied to ongoing cost control initiatives, including downsizing our facilities footprint, and the conversion to mail delivery in multiple markets.
Previous wording
For the three and six months ended June 30, 2026, Outside services costs, which includes professional services fulfilled by third parties, media fees and other digital costs, and paid search and ad serving services, decreased compared to the three and six months ended June 30, 2025, primarily due to a decrease in third-party media fees of $8.4 million and $13.1 million, respectively, including the impact of businesses divested of $1.3 million for the six months ended June 30, 2026. The decrease for both the three and six months ended June 30, 2026 was partially offset by higher costs of $1.1 million and $0.9 million, respectively, mainly due to third-party print costs as a result of downsizing our facilities footprint. Included in the higher costs for the three and six months ended June 30, 2026, was the impact of businesses divested of $2.1 million and $4.1 million, respectively.
Current wording
For the three and nine months ended September 30, 2026, Outside services costs, which includes professional services fulfilled by third parties, media fees and other digital costs, and paid search and ad serving services, decreased compared to the three and nine months ended September 30, 2025, primarily due to a decrease in third-party media fees of $8.8 million and $21.9 million, respectively, partially offset by higher costs of $3.1 million and $4.0 million, respectively, mainly due to higher third-party print costs as a result of downsizing our facilities footprint and higher costs associated with professional services. Included in the higher costs for the three and nine months ended September 30, 2026, was the impact of businesses divested of $1.1 million and $5.2 million, respectively.
Previous wording
For the three and six months ended June 30, 2026, Other costs decreased compared to the three and six months ended June 30, 2025, primarily due to lower facility related expenses of $5.2 million and $9.6 million, respectively, mainly associated with downsizing our facilities footprint.
Current wording
For the three and nine months ended September 30, 2026, Other costs decreased compared to the three and nine months ended September 30, 2025, primarily due to lower facility related expenses associated with downsizing our facilities footprint.
Previous wording
For the three and six months ended June 30, 2026, Outside services and other costs, which include services fulfilled by third parties, decreased compared to the three and six months ended June 30, 2025, primarily due to lower costs associated with professional services, promotion, and technology. In addition, the decrease for the six months ended June 30, 2026 reflected the absence of revenues in 2026 associated with businesses divested of $1.6 million.
Current wording
For the three and nine months ended September 30, 2026, Outside services and other costs, which include services fulfilled by third parties, decreased compared to the three and nine months ended September 30, 2025, primarily due to lower costs associated with professional services. In addition, the decrease for the nine months ended September 30, 2026 also reflected lower promotion costs.
Previous wording
Our U.K. media operations are conducted through our Newsquest subsidiary, which are translated into U.S. dollars at average exchange rates prevailing during the period. Currency translation fluctuations have and are expected to continue to impact revenues, costs and Segment Adjusted EBITDA. During the three and six months ended June 30, 2026, foreign currency exchange rate fluctuations had a positive impact on our revenues and Segment Adjusted EBITDA and a negative impact on costs.
Current wording
Our U.K. media operations are conducted through our Newsquest subsidiary, which are translated into U.S. dollars at average exchange rates prevailing during the period. Currency translation fluctuations have and are expected to continue to impact revenues, costs and Segment Adjusted EBITDA. During the three months ended September 30, 2026, foreign currency exchange rate fluctuations had a positive impact on our costs and a negative impact on our revenues and Segment Adjusted EBITDA and during the nine months ended September 30, 2026, foreign currency exchange rate fluctuations had a positive impact on our revenues and Segment Adjusted EBITDA and a negative impact on our costs.
Previous wording
For the six months ended June 30, 2026, Digital advertising revenues increased compared to the six months ended June 30, 2025, primarily due to the positive impact of foreign currency exchange rate fluctuations of $0.9 million.
Current wording
For the three and nine months ended September 30, 2026, Digital advertising revenues decreased compared to the three and nine months ended September 30, 2025, primarily due to a decrease in national display revenues, and to a lesser extent a decline in classified spend. In addition, the decrease for the nine months ended September 30, 2026 was partially offset by the positive impact of foreign currency exchange rate fluctuations of $0.9 million.
Previous wording
For the three and six months ended June 30, 2026, Digital-only subscription revenues increased compared to the three and six months ended June 30, 2025, primarily driven by an increase in digital-only paid subscriptions. Refer to "Key Performance Indicators" below for further discussion of digital-only paid subscriptions.
Current wording
For the three and nine months ended September 30, 2026, Digital-only subscription revenues increased compared to the three and nine months ended September 30, 2025, primarily driven by an increase in digital-only paid subscriptions. Refer to "Key Performance Indicators" below for further discussion of digital-only paid subscriptions.
Previous wording
For the three and six months ended June 30, 2026, Digital other revenues increased compared to the three and six months ended June 30, 2025, primarily due to an increase in digital content syndication.
Current wording
For the three and nine months ended September 30, 2026, Digital other revenues increased compared to the three and nine months ended September 30, 2025, primarily due to an increase in digital content syndication.
Previous wording
For the three and six months ended June 30, 2026, Print advertising revenues decreased compared to the three and six months ended June 30, 2025, primarily driven by a decline in sponsorship revenues due to the absence of a conference in 2026. In addition, the decrease for the six months ended June 30, 2026, was partially offset by the positive impact of foreign currency exchange rate fluctuations of $1.2 million.
Current wording
For the nine months ended September 30, 2026, Print advertising revenues decreased compared to the nine months ended September 30, 2025, primarily driven by a decline in sponsorship revenues due to the absence of a conference in 2026, partially offset by the positive impact of foreign currency exchange rate fluctuations of $1.2 million.
Previous wording
For the three and six months ended June 30, 2026, Commercial and other revenues decreased compared to the three and six months ended June 30, 2025, primarily due to the absence of a conference in 2026.
Current wording
For the nine months ended September 30, 2026, Commercial and other revenues decreased compared to the nine months ended September 30, 2025, primarily due to the absence of a conference in 2026.
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Rearranged previous paragraphs (2)
Previous report — wording carried elsewhere
For the three months ended June 30, 2026, Compensation and benefits costs decreased compared to the three months ended June 30, 2025, primarily due to a decrease in headcount, partially offset by higher employer taxes and higher wages, including minimum wages. For the six months ended June 30, 2026, Compensation and benefits costs increased compared to the six months ended June 30, 2025, primarily due to the negative impact of foreign currency exchange rate fluctuations, higher employer taxes and higher wages, including minimum wages, partially offset by a decrease in headcount.
Previous report — wording carried elsewhere
We are required to repay the 2029 Term Loan Facility from time to time with (i) the proceeds of non-ordinary course asset sales and casualty and condemnation events, (ii) the proceeds of indebtedness that is not otherwise permitted under the 2029