- Current report filing (8-K)
July 31 2009 - 3:41PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 27, 2009
BELO CORP.
(Exact name of registrant as specified in its charter)
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Delaware
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1-8598
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75-0135890
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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P. O. Box 655237
Dallas, Texas
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75265-5237
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(Address of principal executive offices)
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(Zip Code)
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Registrants telephone number, including area code:
(214) 977-6606
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 2.02. Results of Operations and Financial Condition.
On July 31, 2009, Belo Corp. announced its consolidated financial results for the quarter ended
June 30, 2009. A copy of the announcement press release is furnished with this report as Exhibit
99.1.
Item
4.02. Non-Reliance on Previously Issued Financial Statements or a
Related Audit Report or Completed Interim Review.
(a)
During the Companys quarterly review of
goodwill and other intangible assets under Statement of Financial
Accounting Standards No. 142 Goodwill and Other Intangible
Assets (FAS 142), a
misapplication of GAAP was detected in how the
Company calculates the carrying value of its FCC licenses for purposes of assessing
impairments. The Company had been deducting deferred taxes associated with its FCC licenses
to arrive at the carrying value for these intangible assets. Under GAAP,
the deferred taxes associated with FCC licenses should not have been deducted when calculating the carrying value.
The adjustment to 2007 net earnings from continuing operations is a non-cash increase of $12.8 million,
or $0.12 per share. The adjustment to 2008 net loss from continuing operations is a non-cash charge
of $126 million, or $1.21 per share. The total of goodwill and
intangible assets on the Companys balance sheets will be increased by a net amount
of $7.8 million at December 31, 2007 and reduced by $197 million at December 31, 2008
and March 31, 2009. These adjustments are non-cash, do not affect the
Companys liquidity or debt covenants, and do not impact the
Companys future operations.
On July 27, 2009, the Companys management
concluded that adjustments to the financial statements were required as a result of the
misapplication of FAS 142. Company management discussed the
adjustments required by the
misapplication of FAS 142 with Ernst & Young LLP, the
Companys independent registered public accounting firm. The Audit
Committee of the Board of Directors of the Company discussed the adjustments
required by the misapplication of FAS 142 with Ernst & Young LLP.
Additionally, the Company is amending its consolidated statements of cash flows
related to its gain on the repurchases of senior notes and debentures
in the fourth quarter of 2008 and the first quarter of 2009. Net cash used
for financing activities and net cash provided by operations will be reduced by
an offsetting amount of $16.8 million in the 2008 consolidated
statement of cash flows and by an offsetting amount of $15.1 million
in the first quarter of 2009 consolidated statement of cash flows. The reclassification has no impact on the
Companys cash or debt balances. The Companys management, after concluding on
July 30, 2009 that a reclassification was necessary, discussed the
reclassification with Ernst & Young LLP.
As a result, the financial statements contained in the
following reports, and any related reports therein of Ernst & Young LLP,
including Ernst & Young LLPs report on internal control over financial
reporting, should no longer be relied upon:
Annual
Report on Form 10-K for the years ended December 31, 2008 and
December 31, 2007 and Quarterly Report on Form 10-Q for the period
ended March 31, 2009.
The
Company intends to file on or before August 10, 2009 an amended 2008
Annual Report (on Form 10-K/A) and an amended Quarterly Report (on
Form 10-Q/A) for the three months ended March 31, 2009.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits.
99.1 Press
Release dated July 31, 2009
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly
caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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Date: July 31, 2009
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BELO CORP.
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By:
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/s/ Carey P. Hendrickson
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Carey P. Hendrickson
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Senior Vice President/Chief Accounting
Officer
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EXHIBIT INDEX
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99.1
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Earnings Press Release dated July 31, 2009
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