What changed in this filing

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Item 1. Financial Statements

2025-08-08 compared with 2025-05-09 · 124 added, 89 removed, 313 unchanged (40% of the section changed)

2 unchanged sentences

CONSOLIDATED BALANCE SHEETS

(Thousands of Dollars) March 30,

(Thousands of Dollars) June 29,

2025 September 29,

24 unchanged sentences

The accompanying Notes are an integral part of the Consolidated Financial Statements.

(Thousands of Dollars and Shares, Except Per Share Data) March 30,

(Thousands of Dollars and Shares, Except Per Share Data) June 29,

2025 September 29,

2 unchanged sentences

Current portion of lease liabilities 7,389 8,139

Current maturities of long-term debt 406 —

Accounts payable 47,459 36,290

16 unchanged sentences

issued and outstanding:

March 30, 2025;

June 29, 2025;

6,264 shares;

16 unchanged sentences

CONSOLIDATED STATEMENTS OF LOSS AND COMPREHENSIVE LOSS

Three months ended Six months ended

(Thousands of Dollars, Except Per Common Share Data) March 30,

2025 March 24,

2024 March 30,

2025 March 24,

Three months ended Nine months ended

(Thousands of Dollars, Except Per Common Share Data) June 29,

2025 June 23,

2024 June 29,

2025 June 23,

Operating revenue:

8 unchanged sentences

Depreciation and amortization 3,783 6,850 15,218 21,438

Assets loss (gain) on sales, impairments and other, net 126 7,617 ( 803 ) 6,148

Assets (gain) loss on sales, impairments and other, net ( 1,562 ) ( 1,421 ) ( 2,365 ) 4,727

Restructuring costs and other 7,141 3,795 18,806 12,199

8 unchanged sentences

Loss before income taxes ( 4,420 ) ( 4,540 ) ( 31,196 ) ( 17,532 )

Income tax (benefit) expense ( 1,780 ) ( 2,837 ) 1,463 ( 2,589 )

Income tax benefit ( 2,744 ) ( 849 ) ( 1,281 ) ( 3,438 )

Net loss ( 1,676 ) ( 3,691 ) ( 29,915 ) ( 14,094 )

28 unchanged sentences

March 30, 2025 ( 321,600 ) 62 262,927 19,690 2,823 ( 36,098 )

Shares issued (redeemed) — 1 ( 84 ) — — ( 83 )

Loss attributable to Lee Enterprises, Incorporated ( 1,920 ) — — — 244 ( 1,676 )

Stock compensation — — 540 — — 540

Other comprehensive loss — — — ( 151 ) ( 151 )

Deferred income taxes, net — — — 36 36

Distributions to minority owners — — — — ( 765 ) ( 765 )

June 29, 2025 ( 323,520 ) 63 263,383 19,575 2,302 ( 38,197 )

(Thousands of Dollars) Accumulated

18 unchanged sentences

March 24, 2024 ( 277,987 ) 61 261,451 24,381 2,515 10,421

Shares issued (redeemed) — 1 — — — 1

Income attributable to Lee Enterprises, Incorporated ( 4,266 ) — — — 575 ( 3,691 )

Stock compensation — — 474 — — 474

Other comprehensive income — — — ( 191 ) — ( 191 )

Deferred income taxes, net — — — 44 — 44

Distributions to minority owners — — — — ( 566 ) ( 566 )

June 23, 2024 ( 282,253 ) 62 261,925 24,234 2,524 6,492

The accompanying Notes are an integral part of the Consolidated Financial Statements.

1 unchanged sentence

CONSOLIDATED STATEMENTS OF CASH FLOWS

Six months ended

(Thousands of Dollars) March 30,

2025 March 24,

Nine months ended

(Thousands of Dollars) June 29,

2025 June 23,

Cash (required for) provided by operating activities:

Net loss ( 29,915 ) ( 14,094 )

Adjustments to reconcile net loss to net cash (required for) provided by operating activities:

Adjustments to reconcile net loss to net cash provided by operating activities:

Depreciation and amortization 15,218 21,438

2 unchanged sentences

Stock compensation expense 1,328 1,189

Assets (loss) gain on sales, impairments and other, net ( 803 ) 6,148

Assets (gain) loss on sales, impairments and other, net ( 2,365 ) 4,727

Earnings, net of distributions, deemed returns on investment of TNI and MNI 304 ( 163 )

1 unchanged sentence

Deferred income taxes ( 273 ) ( 542 )

Return of letters of credit collateral — 894

Other, net ( 1,518 ) ( 1,602 )

Changes in operating assets and liabilities:

(Increase) decrease in receivables ( 8,599 ) 3,022

(Increase) decrease in inventories and other 26 ( 110 )

Increase in receivables ( 7,628 ) ( 1,946 )

Decrease in inventories and other 419 1,069

Increase (decrease) in accounts payable and other accrued liabilities 7,749 ( 12,786 )

2 unchanged sentences

Other ( 1,322 ) ( 1,485 )

Net cash (required for) provided by operating activities ( 8,127 ) 3,280

Net cash provided by (required for) operating activities 765 1,378

Cash provided by investing activities:

3 unchanged sentences

Net cash provided by investing activities 5,134 514

Cash provided by (required for) financing activities:

Cash required for financing activities:

Principal payments on long-term debt ( 1,372 ) ( 3,015 )

Common stock transactions, net — 221

Net cash provided by (required for) financing activities — ( 1,876 )

Net (decrease) increase in cash and cash equivalents ( 4,934 ) 1,559

Net cash required for financing activities ( 1,372 ) ( 3,015 )

Net increase (decrease) in cash and cash equivalents 4,527 ( 1,123 )

Cash and cash equivalents:

6 unchanged sentences

The accompanying unaudited, interim, Consolidated Financial Statements included herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission for quarterly reports.

In the opinion of management, these financial statements contain all adjustments (consisting of only normal recurring items) necessary to present fairly the financial position of Lee Enterprises, Incorporated and its subsidiaries (the “Company”) as of March 30, 2025, and our results of operations and cash flows for the periods presented.

In the opinion of management, these financial statements contain all adjustments (consisting of only normal recurring items) necessary to present fairly the financial position of Lee Enterprises, Incorporated and its subsidiaries (the “Company”) as of June 29, 2025, and our results of operations and cash flows for the periods presented.

The Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and Notes thereto included in the Company's 2024 Annual Report on Form 10-K.

2 unchanged sentences

Fiscal year 2025 includes 52 weeks of operations and 2024 included 53 weeks of operations.

Because of seasonal and other factors, the results of operations for the three and six months ended March 30, 2025, are not necessarily indicative of the results to be expected for the full year.

Because of seasonal and other factors, the results of operations for the three and nine months ended June 29, 2025, are not necessarily indicative of the results to be expected for the full year.

The Consolidated Financial Statements include our accounts and those of our wholly owned subsidiaries, as well as our 82.5 % interest in INN Partners, L.C.

5 unchanged sentences

Upon discovery, the Company promptly activated its incident response plan, engaging both internal teams and third-party cybersecurity experts.

In coordination with legal counsel, the Company notified the relevant law enforcement about the matter, and will notify relevant federal and state regulatory bodies, and applicable consumer protection agencies, as necessary.

During the three months ended March 30, 2025, the Company incurred $ 1,900,000 of expenses related to the Cyber Incident.

Following the containment of the initial threat and as a result of a subsequent, comprehensive review with a third-party vendor, the Company determined certain files may have been accessed or acquired on February 1, 2025, including customers' and subscribers personal information.

The Company reported the Incident to relevant law enforcement and will cooperate with any resulting investigation or efforts to hold the perpetrators accountable.

In addition, through a data breach and recovery services vendor, the Company is offering identity theft protection services to those customers and subscribers potentially involved in the data breach.

See Footnote 9.

During the three months ended June 29, 2025, the Company incurred $ 1.2 million of expenses related to the Cyber Incident.

During the nine months ended June 29, 2025, the Company incurred $ 3.1 million of expenses related to the Cyber Incident.

These expenses are recognized in "Restructuring and Other" in the Consolidated Statements of Loss and Comprehensive Loss.

The Cyber Incident remains under legal and forensic investigation, including evaluation of the extent and potential risk related to unauthorized access to sensitive data.

The incident continues to have a significant negative impact on the Company's 2025 operating results.

Various revenue lines were impacted, certain operating expenses are trending higher than they were prior to the incident, and many projects underway were significantly delayed.

The Company maintains cyber insurance coverage to limit its exposure to losses such as those related to the Cyber Incident, subject to a $ 500,000 deductible.

Coverage includes, among other things, the cost of recovery and restoration as well as business interruption.

The Company has submitted claims to its insurers for reimbursement of certain costs, expenses, and losses stemming from the Cyber Incident.

To date, no reimbursements have been received, however the claims processing is ongoing as of the date of this filing.

The Company has submitted claims to its insurers for reimbursement of certain costs, expenses, and losses stemming from the Cyber

To date, $ 707,000 reimbursements have been received, however the claims processing is ongoing as of the date of this filing.

The following table presents our revenue disaggregated by source:

Three months Ended Six months Ended

(Thousands of Dollars) March 30,

2025 March 24,

2024 March 30,

2025 March 24,

Three months Ended Nine months ended

(Thousands of Dollars) June 29,

2025 June 23,

2024 June 29,

2025 June 23,

Operating revenue:

14 unchanged sentences

The Company expects to recognize the revenue related to unsatisfied performance obligations over the next twelve months in accordance with the terms of the subscriptions and other contracts with customers.

Revenue recognized in the six months ended March 30, 2025, that was included in the contract liability as of September 29, 2024, was $ 24.8 million.

Accounts receivable, excluding allowance for credit losses was $ 68.2 million and $ 67.2 million as of March 30, 2025, and September 29, 2024 , respectively.

Allowance for credit losses was $ 5.9 million and $ 6.5 million as of March 30, 2025, and September 29, 2024 , respectively.

Revenue recognized in the nine months ended June 29, 2025, that was included in the contract liability as of September 29, 2024, was $ 28.2 million.

Accounts receivable, excluding allowance for credit losses was $ 62.1 million and $ 67.2 million as of June 29, 2025, and September 29, 2024 , respectively.

Allowance for credit losses was $ 5.0 million and $ 6.5 million as of June 29, 2025, and September 29, 2024 , respectively.

Valuation and qualifying account information related to the allowance for credit losses related to continuing operations is as follows:

(Thousands of Dollars) March 30,

(Thousands of Dollars) June 29,

2025 September 29,

4 unchanged sentences

Sales commissions are expensed as incurred as the associated contractual periods are one year or less.

These costs are recorded within "Compensation" on the Consolidated Statements of Loss and Comprehensive Loss.

These costs are recorded within "Compensation" on the Consolidated Statements of Loss and

Comprehensive Loss.

Most of our contracts have original expected lengths of one year or less and revenue is earned at a rate and amount that corresponds directly with the value to the customer.

4 unchanged sentences

Summarized results of TNI are as follows:

Three months ended Six months ended

(Thousands of Dollars) March 30,

2025 March 24,

2024 March 30,

2025 March 24,

Three months ended Nine months ended

(Thousands of Dollars) June 29,

2025 June 23,

2024 June 29,

2025 June 23,

Operating revenue 5,320 6,667 17,609 21,018

3 unchanged sentences

Equity in earnings of TNI 765 772 2,298 2,882

TNI makes periodic distributions of its earnings and for the three months ended March 30, 2025, and March 24, 2024, we received $ 1.2 million and $ 0.9 million in distributions, respectively.

In the six months ended March 30, 2025 and March 24, 2024, we received $ 1.7 million and $ 2.1 million in distributions, respectively.

TNI makes periodic distributions of its earnings and for the three months ended June 29, 2025, and June 23, 2024, we received $ 0.7 million and $ 0.6 million in distributions, respectively.

In the nine months ended June 29, 2025 and June 23, 2024, we received $ 2.4 million and $ 2.7 million in distributions, respectively.

Madison Newspapers, Inc.

3 unchanged sentences

Summarized results of MNI are as follows:

Three months ended Six months ended

(Thousands of Dollars) March 30,

2025 March 24,

2024 March 30,

2025 March 24,

Three months ended Nine months ended

(Thousands of Dollars) June 29,

2025 June 23,

2024 June 29,

2025 June 23,

Operating revenue 9,136 10,136 27,974 30,560

5 unchanged sentences

Equity in earnings of MNI ( 79 ) 350 665 987

MNI makes periodic distributions of its earnings and in the three months ended March 30, 2025 and March 24, 2024, we received $ 0.0 million and $ 0.2 million in distributions, respectively.

months ended March 30, 2025 and March 24, 2024, we received distributions of $ 0.9 million and $ 0.6 million, respectively.

MNI makes periodic distributions of its earnings and in the three months ended June 29, 2025 and June 23, 2024, we received zero and $ 0.4 million in distributions, respectively.

In the nine months ended June 29, 2025 and June 23, 2024, we received distributions of $ 0.9 million and $ 1.0 million, respectively.

4 GOODWILL AND OTHER INTANGIBLE ASSETS

Goodwill and identified intangible assets consist of the following:

(Thousands of Dollars) March 30,

(Thousands of Dollars) June 29,

2025 September 29,

10 unchanged sentences

The weighted average amortization period for amortizable assets is approximately ten years .

During the six months ended March 30, 2025, the Company sold non-core operations.

During the nine months ended June 29, 2025, the Company sold non-core operations.

Goodwill was allocated to these operations, which totaled $ 4.2 million.

The Company has debt consisting of a single 25 -year term loan with BH Finance LLC, with an aggregate principal balance of $ 455.9 million at a 9 % annual fixed rate and maturing on March 16, 2045 (referred to herein as “Credit Agreement” and “Term Loan”).

On March 30, 2025, the fair value was $ 372.4 million, representing a Level 2 fair value measurement, which are fair values estimated using significant other observable inputs.

During the six months ended March 30, 2025, net cash proceeds from asset sales totaled $ 6.1 million.

The Company made zero principal debt payments as a result of non-core asset sales, and the proceeds remain payable to BH Finance.

On June 29, 2025, the fair value was $ 375.6 million, representing a Level 2 fair value measurement, which are fair values estimated using significant other observable inputs.

During the nine months ended June 29, 2025, Net Cash Proceeds, as defined in our Credit Agreement, from asset sales totaled $ 6.5 million.

The Company made $ 1.4 million principal debt payments as a result of non-core asset sales, and the remaining net cash proceeds remain payable to BH Finance.

Future payments are contingent on the Company's ability to generate future excess cash flow, as defined in the Credit Agreement.

As of March 30, 2025, there was no excess cash flow payment due.

As of June 29, 2025, there was no excess cash flow payment due.

In an effort to provide short-term liquidity to fund the Cyber Incident's remediation efforts and other operations, in February 2025, BH Finance LLC waived the current payment of the interest and BH Media Group, Inc.

waived the lease payment due March 1, 2025.

A similar waiver was provided for payments made in April and May 2025.

As of March 30, 2025, the waivers increased the outstanding balance by $ 7.5 million and is treated as non-cash activity within the statement of cash flows.

These waivers were treated as a modification to the existing credit agreement.

A similar waiver was provided for payments due in April and May 2025.

As of June 29, 2025, the waivers increased the outstanding debt balance by $ 11.3 million and is treated as non-cash activity within the statement of cash flows.

These waivers were treated as modifications to the existing credit agreement.

In addition, the May 2025 waiver was accompanied by an amendment to the Credit Agreement which includes provisions requiring the Company to prepay the loan in an aggregate amount equal to 100 % of net cash proceeds received by the Company or its subsidiaries within three days following the receipt of such net cash proceeds and allowing BH Finance to assign its rights and obligations under the Credit Agreement to any person other than a natural person.

6 PENSION, POSTRETIREMENT AND POSTEMPLOYMENT DEFINED BENEFIT PLANS

1 unchanged sentence

Additionally, we provide retiree medical and life insurance benefits under postretirement plans at several of our operating locations.

Through March 30, 2025, our liability and related expense for benefits under the plans are recorded over the service period of employees based upon annual actuarial calculations.

Through June 29, 2025, our liability and related expense for benefits under the plans are recorded over the service period of employees based upon annual actuarial calculations.

The net periodic pension and postretirement cost (benefit) components for our plans are as follows:

PENSION PLANS Three months ended Six months ended

(Thousands of Dollars) March 30,

2025 March 24,

2024 March 30,

2025 March 24,

PENSION PLANS Three months ended Nine months ended

(Thousands of Dollars) June 29,

2025 June 23,

2024 June 29,

2025 June 23,

Service cost for benefits earned during the period 1 1 3 3

5 unchanged sentences

Net periodic pension (benefit) cost ( 72 ) 155 ( 214 ) ( 1,826 )

POSTRETIREMENT MEDICAL PLANS Three months ended Six months ended

(Thousands of Dollars) March 30,

2025 March 24,

2024 March 30,

2025 March 24,

POSTRETIREMENT MEDICAL PLANS Three months ended Nine months ended

(Thousands of Dollars) June 29,

2025 June 23,

2024 June 29,

2025 June 23,

Service cost for benefits earned during the period 1 13 2 38

5 unchanged sentences

Net periodic postretirement benefit ( 664 ) ( 560 ) ( 1,994 ) ( 2,865 )

In the six months ended March 30, 2025 and March 24, 2024, we made no contributions to our pension plans.

In the nine months ended June 29, 2025 and June 23, 2024, we made no contributions to our pension plans.

W e have no required contributions to our pension plans for 2025.

During the six months ended March 24, 2024, the Company offered a voluntary lump sum payment of future benefits to terminated vested participants in the defined benefit pension plan.

During the nine months ended June 23, 2024, the Company offered a voluntary lump sum payment of future benefits to terminated vested participants in the defined benefit pension plan.

The offer was accepted by 522 participants, representing a $ 22.6 million settlement of related pension plan liability.

3 unchanged sentences

In prior periods, the Company effectuated withdrawals from several multiemployer plans.

As of March 30, 2025 and September 29, 2024, we had $ 23.1 million and $ 23.6 million of accrued withdrawal liabilities.

As of June 29, 2025 and September 29, 2024, we had $ 22.7 million and $ 23.6 million of accrued withdrawal liabilities.

The liabilities reflect the estimated value of payments to the fund, payable over 20 -years.

7 INCOME TAXES

We recorded an income tax benefit of $ 1.8 million related to loss before taxes of $ 13.8 million for the three months ended March 30, 2025, and an income tax expense of $ 1.5 million related to loss before income taxes of $ 26.8 million for the six months ended March 30, 2025.

We recorded an income tax benefit of $ 2.8 million related to loss before taxes of $ 14.5 million for the three months ended March 24, 2024, and an income tax benefit of $ 2.6 million related to a loss before income taxes of $ 13.0 million for the six months ended March 24, 2024.

The effective income tax rate for the three and six months ended March 30, 2025, was 12.9 % and ( 5.5 )%, respectively.

The effective income tax rate for the three and six months ended March 24, 2024, were 19.6 % and 19.9 %, respectively.

We recorded an income tax benefit of $ 2.7 million related to loss before taxes of $ 4.4 million for the three months ended June 29, 2025, and an income tax benefit of $ 1.3 million related to loss before income taxes of $ 31.2 million for the nine months ended June 29, 2025.

We recorded an income tax benefit of $ 0.8 million related to loss before taxes of $ 4.5 million for the three months ended June 23, 2024, and an income tax benefit of $ 3.4 million related to a loss before income taxes of $ 17.5 million for the nine months ended June 23, 2024.

The effective income tax rate for the three and nine months ended June 29, 2025, was 61.4 % and 4.2 %, respectively.

The effective income tax rate for the three and nine months ended June 23, 2024, were 18.7 % and 19.6 %, respectively.

The primary differences between these rates and the U.S.

3 unchanged sentences

Our income tax returns have generally been audited or closed to audit through 2016.

On July 4, 2025, President Trump signed into law the One Big Beautiful Bill Act ("OBBBA").

The OBBBA makes permanent key elements of the Tax Cuts and Jobs Act, including 100% bonus depreciation, domestic research cost expensing, and the business interest expense limitation.

We are currently evaluating the impact of the OBBBA and expect the results of such evaluation to be reflected in our Annual Report on Form 10K for the year ended September 28, 2025.

8 LOSS PER COMMON SHARE

The following table sets forth the computation of basic and diluted earnings per common share:

Three months ended Six months ended

(Thousands of Dollars and Shares, Except Per Share Data) March 30,

2025 March 24,

2024 March 30,

2025 March 24,

Three months ended Nine months ended

(Thousands of Dollars and Shares, Except Per Share Data) June 29,

2025 June 23,

2024 June 29,

2025 June 23,

Loss attributable to Lee Enterprises, Incorporated:

8 unchanged sentences

Diluted ( 0.31 ) ( 0.73 ) ( 5.16 ) ( 2.68 )

For the three months ended March 30, 2025 and March 24, 2024, zero and 66,249 shares, respectively, were not considered in the computation of diluted earnings per common share because their inclusion would result in an anti-dilutive effect on per share amounts.

For the six months ended March 30, 2025 and March 24, 2024, zero and 66,249 shares, respectively, were not considered in the computation of diluted earnings per common share because their inclusion would result in an anti-dilutive effect on per share amounts.

For the three months ended June 29, 2025 and June 23, 2024, no shares were considered in the computation of diluted earnings per common share because the Company recorded net losses.

For the nine months ended June 29, 2025 and June 23, 2024, no shares were considered in the computation of diluted earnings per common share because the Company recorded net losses.

Rights Agreement

13 unchanged sentences

Insurance coverage mitigates potential loss for certain of these matters.

While we are unable to predict the ultimate outcome of these legal actions, it is our opinion that the disposition of these matters will not have a material adverse effect on our Consolidated Financial Statements, taken as a whole.

The Company was named as a defendant by a group of Plaintiffs acting on behalf of a proposed class of digital subscribers in a lawsuit in 2022.

While we are unable to predict the

ultimate outcome of these legal actions, it is our opinion that the disposition of these matters will not have a material adverse effect on our Consolidated Financial Statements, taken as a whole.

Video Privacy Protection Act Litigation and Settlement.

Company was named as a defendant by a group of Plaintiffs acting on behalf of a proposed class of digital subscribers in a lawsuit in 2022.

The lawsuit alleged that the Company violated the Video Privacy Protection Act (“VPPA”) by using pixels to track subscribers’ video viewing activity on Company websites and sharing it with Meta without consent.

1 unchanged sentence

The entire settlement amount will be paid by the Company’s insurance carriers.

The settlement liability and insurance receivable are recorded within “Compensation and other accrued liabilities” and “Prepaids and other” on the Consolidated Balance Sheets as of March 30, 2025 and September 29, 2024, respectively .

The settlement liability and insurance receivable are recorded within “Compensation and other accrued liabilities” and “Prepaids and other” on the Consolidated Balance Sheets as of June 29, 2025 and September 29, 2024, respectively .

Cybersecurity Incident Litigation.

As previously disclosed, the Company experienced a cybersecurity incident during the second quarter of 2025, which involved unauthorized access to certain systems and data.

Following public disclosure of the incident, the Company was named as a defendant in several putative class action lawsuits filed in or around June 2025, in the United States District Court for the Southern District of Iowa on behalf of all individuals affected by the cybersecurity incident, including those who received notice of the incident.

These lawsuits generally allege, among other things, that the Company failed to adequately protect personal or sensitive information and seek unspecified damages and other relief.

The Company is vigorously defending against these claims.

Given the early stage of these proceedings, the outcome of these matters is uncertain, and the Company is unable to estimate a possible loss or range of loss at this time.

The Company maintains cyber liability and other applicable insurance coverage and believes that any potential losses associated with these claims, if adverse outcomes were to occur, would be covered, subject to applicable deductibles and policy limits.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements