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USA TODAY Co. (NYSE: TDAY) swings to Q1 profit as digital and EBITDA grow

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

USA TODAY Co., Inc. reported improved first-quarter 2026 results, turning to net income of $19.9 million from a loss of $7.3 million a year earlier. Total revenues were $548.5 million, down 4.0%, but same store revenues fell only 1.8%, showing a better underlying trend.

Digital momentum was strong: same store digital revenues grew 5.2% to $259.8 million and reached 47.8% of total revenues. Total Adjusted EBITDA rose to $73.1 million, up 44.7%, lifting the Total Adjusted EBITDA margin to 13.3% from 8.8%. First lien net leverage improved to 2.3x. The company generated free cash flow of $6.4 million and reiterated its full-year 2026 outlook, including expectations for growing net income, Total Adjusted EBITDA, operating cash flow and double-digit free cash flow growth.

Positive

  • Net income attributable to USA TODAY Co. improved to $19.9 million from a $7.3 million loss, alongside a 44.7% increase in Total Adjusted EBITDA to $73.1 million and margin expansion from 8.8% to 13.3%.
  • The company reiterated its full year 2026 outlook, expecting digital revenues to reach 50%+ of total revenues and double-digit growth in both cash provided by operating activities and free cash flow.

Negative

  • Free cash flow declined to $6.4 million in the quarter from $10.2 million a year earlier, reflecting higher interest paid and integration and reorganization costs.
  • Digital-only paid subscriptions fell from 1.93 million to 1.46 million year-over-year, a 24% decline, even as Digital-only ARPU increased, indicating growth is being driven more by pricing than subscriber counts.

Insights

Q1 shows profit recovery, digital growth, and margin expansion.

USA TODAY Co. delivered a notable turnaround with net income of $19.9 million versus a loss a year ago, on total revenues of $548.5 million (down 4.0%). Same store revenues declined only 1.8%, indicating stabilizing underlying trends despite print and commercial pressure.

Profitability improved sharply: Total Adjusted EBITDA rose to $73.1 million, up 44.7%, and margin expanded to 13.3% from 8.8%. This was supported by cost reductions in operating and SG&A expenses and fewer integration and reorganization charges, while digital revenues grew on a same store basis.

Balance sheet leverage also improved, with first lien net leverage at 2.3x and cash and cash equivalents of $85.2 million as of March 31, 2026. Management reiterated its full year 2026 outlook, including expectations for digital revenues to exceed 50% of total revenues and double-digit growth in operating cash flow and free cash flow, though results will still depend on execution and advertising conditions.

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Total revenues $548.5 million First quarter 2026; down 4.0% year-over-year
Net income attributable to USA TODAY Co. $19.9 million First quarter 2026; vs. $7.3 million loss in 2025
Total Adjusted EBITDA $73.1 million First quarter 2026; up 44.7% year-over-year
Total Adjusted EBITDA margin 13.3% First quarter 2026; vs. 8.8% in first quarter 2025
Digital revenues $261.9 million First quarter 2026; 47.8% of total revenues
Same store digital revenue growth 5.2% First quarter 2026 vs. first quarter 2025
Free cash flow $6.4 million First quarter 2026; down from $10.2 million in 2025
First lien net leverage 2.3x As of March 31, 2026; 12% lower year-over-year
Total Adjusted EBITDA financial
"Total Adjusted EBITDA in the first quarter was $73 million, up 45% over the prior year."
Total adjusted EBITDA is a company’s operating profit before interest, taxes, depreciation and amortization, then further cleaned up by removing one‑time costs, unusual items and other specified gains or losses to show recurring cash-generating performance. Investors use it to compare underlying business health across periods and peers without noise from accounting choices or temporary events—like inspecting a car’s engine after washing off mud to judge how it really runs.
free cash flow financial
"This strong Total Adjusted EBITDA performance led to stronger than anticipated free cash flow in the quarter as well."
Free cash flow is the amount of money a company has left over after paying all its expenses and investing in its business, like buying equipment or updating facilities. It shows how much cash is available to reward shareholders, pay down debt, or save for future growth. This helps investors understand if a company is financially healthy and able to grow.
same store revenues financial
"Same store revenue trends improved to a decline of 1.8%, a meaningful step up from the decline of 3.9% in the fourth quarter of last year."
first lien net leverage financial
"Furthermore, first lien net leverage decreased to 2.3x at the end of the first quarter."
First lien net leverage measures how much senior secured debt with the highest claim on a company's assets remains after subtracting cash, divided by the company’s annual operating earnings (typically EBITDA). Think of it as the size of the top-priority mortgage compared with the property’s income: higher ratios mean more strain on cash flow and greater credit risk, so investors use it to judge default risk, borrowing capacity and covenant pressure.
Digital-only ARPU financial
"We define Digital-only average revenue per user ("ARPU") as digital-only subscription average monthly revenues divided by the average digital-only paid subscriptions within the respective period."
Non-GAAP financial information financial
"USA TODAY CO., INC. NON-GAAP FINANCIAL INFORMATION SEGMENT INFORMATION (Unaudited)"
Non-gaap financial information are company-reported numbers that adjust standard accounting results to remove items management considers one-time, unusual, or not representative of ongoing business — for example, adjusted earnings or cash flow measures. Investors use them like a cleaned-up snapshot (wiping dirt off a window) to see underlying performance trends, but because companies choose what to exclude these figures can vary and should be compared with the official GAAP statements and disclosures.
Total revenues $548.5 million -4.0% year-over-year
Net income attributable to USA TODAY Co. $19.9 million improved from $7.3 million loss
Total Adjusted EBITDA $73.1 million +44.7% year-over-year
Total Adjusted EBITDA margin 13.3% up from 8.8% in Q1 2025
Same store total revenues $543.8 million -1.8% year-over-year
Same store digital revenues $259.8 million +5.2% year-over-year
Guidance

For full year 2026, management expects same store total revenues to be flat to down low single digits, digital revenues to grow and reach 50%+ of total revenues, and net income, Total Adjusted EBITDA, operating cash flow and free cash flow to grow, with the latter two increasing double-digits.

0001579684false00015796842026-04-302026-04-30

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):
April 30, 2026
USA TODAY CO., INC.
(Exact name of registrant as specified in its charter)
Delaware001-3609738-3910250
(State or Other Jurisdiction of Incorporation or Organization)(Commission File Number) (I.R.S. Employer Identification No.)
175 Sully's Trail, Suite 203,
Pittsford,New York14534-4560
(Address of principal executive offices)(Zip Code)
(585)
598-0030Not Applicable
(Registrant's telephone number, including area code)(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:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading SymbolName of Each Exchange on Which Registered
Common Stock, par value $0.01 per shareTDAYNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨





Item 2.02 Results of Operations and Financial Condition.

On April 30, 2026, USA TODAY Co., Inc. (the "Company") issued a press release announcing its financial results for the first quarter ended March 31, 2026. A copy of the press release is furnished herewith as Exhibit 99.1.

The information furnished pursuant to this Current Report on Form 8-K (including the exhibit hereto) shall not be considered "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into any filing by the Company under the Securities Act of 1933, as amended, or under the Securities Exchange Act of 1934, as amended, unless the Company expressly sets forth by specific reference in such filing that such information is to be considered "filed" or incorporated by reference therein.

Use of Website to Distribute Material Company Information

The Company's website is www.usatodayco.com. Information contained on the Company's website is not part of this Current Report on Form 8-K. The Company uses its 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 the Company's 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.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.Description
99.1
USA TODAY Co., Inc. Earnings Release dated April 30, 2026
104Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document)




SIGNATURE
Pursuant to requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
USA TODAY Co., Inc.
Date: April 30, 2026
By:/s/ Trisha M. Gosser
 Trisha M. Gosser
Chief Financial Officer (principal financial officer)





usatco_logo.jpg
USA TODAY Co. Announces First Quarter Results & Reiterates Business Outlook

NEW YORK, NY — April 30, 2026 — USA TODAY Co., Inc. ("USA TODAY Co.", "we", "us", "our", or the "Company") (NYSE: TDAY) today reported its financial results for the first quarter ended March 31, 2026.

"We are pleased to report strong and improving first quarter performance against important financial and metric measurements, building on a strong fourth quarter from last year. Same store revenue trends improved to a decline of 1.8%, a meaningful step up from the decline of 3.9% in the fourth quarter of last year. Importantly, this revenue trend improvement was driven by same store digital revenue growth in the quarter of 5.2%. Also, Total Digital revenues as a percentage of Total revenues climbed to 48%, nearing the critical 50% mark. In the first quarter, we delivered net income of $19.9 million, which was an increase of $27.2 million from the prior year period. Furthermore, first lien net leverage decreased to 2.3x at the end of the first quarter."

"Total Adjusted EBITDA in the first quarter was $73 million, up 45% over the prior year. This strong Total Adjusted EBITDA performance led to stronger than anticipated free cash flow in the quarter as well. Further, Total Adjusted EBITDA margin in the first quarter was 13.3%, which improved 450 basis points from 8.8% in the prior year period," said Michael Reed, Chairman and Chief Executive Officer.

"Digital-only subscription and Digital Other revenues were the primary drivers of both improved digital revenue growth and the improved overall same store revenue trend. We continue to position our company for AI content licensing growth through valued and unique content creation on a daily basis at scale, digitizing more of our very large, archived content base, and deploying blocking technology on our platform to prevent the unauthorized use of our valuable content. We believe we have been at the forefront for our industry in structuring licensing deals, and while we expect the cadence to be lumpy, we continue to view this as a significant growth opportunity."
"We had strong execution against the core tenets of our strategy, and that is reflected in our first quarter results. We remain very optimistic about the year ahead."

First Quarter 2026 Financial Highlights:
Total revenues of $548.5 million decreased 4.0% year-over-year and 1.8% on a same-store basis(1), representing a 590 basis point improvement compared to the prior year period
Total digital revenues of $261.9 million, or 47.8% of total revenues, up 5.2% year-over-year on a same store basis(1)
Net income attributable to USA TODAY Co. of $19.9 million, an increase of $27.2 million year-over-year, reflecting a margin of 3.6%
Total Adjusted EBITDA(1) of $73.1 million, an increase of 44.7% year-over-year
Total Adjusted EBITDA margin(1) of 13.3% improved 450 basis points compared to Total Adjusted EBITDA margin(1) of 8.8% in the first quarter of 2025
Cash provided by operating activities of $19.3 million
Free cash flow(1) of $6.4 million

First Quarter 2026 Digital Highlights:
180 million average monthly unique visitors(2)
Digital advertising revenues of $80.9 million
Digital-only subscription revenues of $45.9 million, representing a return to year-over-year growth
Digital-only subscription revenues recorded its third consecutive quarter of sequential growth
(1) Total Adjusted EBITDA, Total Adjusted EBITDA margin, Adjusted net income (loss) attributable to USA TODAY Co., Free cash flow, and Same store revenues are non-GAAP measures. See "Use of Non-GAAP Information" below for information about these non-GAAP measures.
(2) 180 million average monthly unique visitors in the first quarter of 2026 with approximately 127 million average monthly unique visitors coming from our U.S. media network, which includes USA TODAY (as measured by © 2026 Comscore, Media Metrix (March 2026), Desktop + Mobile) and approximately 53 million average monthly unique visitors resulting from our U.K. digital properties (based on Adobe Analytics).



LocaliQ segment core platform revenues(3) of $99.3 million

First Quarter 2026 Capital Structure Highlights:
Cash and cash equivalents of $85.2 million as of March 31, 2026
Total debt principal outstanding at March 31, 2026 was $988.3 million, including $740.5 million in first lien debt
First lien net leverage(4) was 2.3x, a decrease of 12% year-over-year

Business Outlook:(5)
The Company reiterates its full year 2026 outlook.
Full Year 2026 Business Outlook(5)
Total revenues are expected to be flat to down in the low single digits on a same store basis(1)
Total digital revenues are expected to grow versus the prior year on a same store basis(1) and are expected to make up 50%+ of total revenues during 2026
Net income attributable to USA TODAY Co. is expected to grow versus the prior year
Total Adjusted EBITDA(1) is expected to grow versus the prior year
Cash provided by operating activities is expected to grow double-digits versus the prior year
Free cash flow(1) is expected to grow double-digits versus the prior year

Financial Highlights:6
In thousands First Quarter 2026
Total revenues$548,485 
Net income attributable to USA TODAY Co.19,891 
Total Adjusted EBITDA(6)
73,076 
Adjusted net income attributable to USA TODAY Co.(6)
15,996 
Cash provided by operating activities19,283 
Free cash flow(6)
6,375 


(3) See "Key Performance Indicators" ("KPI") below for information about our use of KPIs.
(4) As of March 31, 2026, the First Lien Net Leverage ratio was calculated by subtracting cash on the balance sheet from the sum of our five-year first lien term loan facility (the "2029 Term Loan Facility") and dividing that by Q1 2026 LTM Total Adjusted EBITDA. The 6% Senior Secured Convertible Notes due 2027 and 6% Senior Secured Convertible Notes due 2031 are secured by liens junior to those securing our 2029 Term Loan Facility.
(5) Projections are based on Company estimates as of April 30, 2026 and are provided solely for illustrative purposes. Actual results may vary. The Company undertakes no obligation to update this information. Additionally, the Company's estimates do not factor in the impact of any possible future acquisitions or dispositions. The Company's future financial results could differ materially from the Company's current estimates.
(6) Refer to "Use of Non-GAAP Information" below for the Company's definition of Total Adjusted EBITDA, Adjusted net income (loss) attributable to USA TODAY Co., and Free cash flow, as well as the reconciliation of such measures to the most comparable GAAP measure.



Earnings Conference Call

Management will host a conference call on Thursday, April 30, 2026 at 8:30 A.M. Eastern Time to review the financial and operating results for the period. A copy of the earnings release will be posted to the Investor Relations section of USA TODAY Co.'s website, investors.usatodayco.com. The conference call may be accessed by dialing 1-888-506-0062 (from within the U.S.) or 1-973-528-0011 (from outside of the U.S.) ten minutes prior to the scheduled start of the call; please reference "USA TODAY Co. First Quarter Earnings Call" or access code "581209". We use our website as a channel of distribution for important Company information and we use the investors.usatodayco.com website as a means of disclosing material non-public information and for complying with our disclosure obligations under Regulation FD. A simultaneous webcast of the conference call will be available to the public on a listen-only basis at investors.usatodayco.com. Please allow extra time prior to the call to visit the website and download any necessary software required to listen to the internet broadcast. A telephonic replay of the conference call will also be available approximately two hours following the call's completion through 11:59 P.M. Eastern Time on Thursday, May 14, 2026 by dialing 1-877-481-4010 (from within the U.S.) or 1-919-882-2331 (from outside of the U.S.); please reference access code "53737". A transcript of our earnings call held today also will be posted to the investors.usatodayco.com website.

About USA TODAY Co.

USA TODAY Co., Inc. (NYSE: TDAY) is a diversified media company with expansive reach at the national and local level dedicated to empowering and enriching communities. Our mission is to inspire, inform, and connect audiences. As a media and digital marketing solutions company we are focused on sustainable growth. Through our trusted brands, including the USA TODAY NETWORK, comprised of the national publication, USA TODAY, and our network of local properties, in the United States, and Newsquest, a wholly-owned subsidiary operating in the United Kingdom, we provide essential journalism, local content, and digital experiences to audiences and businesses. We deliver trusted unbiased journalism when and where consumers want it. LocaliQ, our digital marketing solutions brand, supports small and medium-sized businesses with innovative digital marketing products and solutions.

Cautionary Statement Regarding Forward-Looking Statements

Certain items in this press release may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to, our full year 2026 business outlook, statements regarding our business outlook, digital revenue performance and growth, expectations regarding our cash from operating activities, free cash flows, revenues, net income (loss) attributable to USA TODAY Co., Total Adjusted EBITDA, same store revenues and cash flows, expectations regarding our long-term growth, and sustainable growth, our ability to create long-term stockholder value, our expectations, in terms of both amount and timing, with respect to debt repayment, the results of our AI initiatives, our ability to protect our content, expand AI-related monetization opportunities and our pipeline of AI opportunities, growth of our AI content licensing, our expected capital expenditures, expectations regarding our assets, our strategy, our partnerships, our ability to achieve our operating priorities, our long-term opportunities, economic impacts, our ability to navigate volatility, achieve our financial goals, optimize our capital structure and achieve optimal financial performance, our cost structure, future revenue and expense trends, and our ability to influence trends. Words such as "expect", "believe", "will", "can", "opportunity", "outlook", "guidance", "optimistic", "estimate", "projection", "trend", "focus", and similar expressions are intended to identify such forward-looking statements. These statements are based on management's current expectations and beliefs and are subject to a number of risks and uncertainties. These and other risks and uncertainties could cause actual results to differ materially from those described in the forward-looking statements, many of which are beyond our control. The Company can give no assurance its expectations will be attained. Accordingly, you should not place undue reliance on any forward-looking statements contained in this press release. For a discussion of some of the risks and important factors that could cause actual results to differ from such forward-looking statements, see the risks and other factors detailed from time to time in the Company's most recent Annual Report on Form 10-K, our quarterly reports on Form 10-Q, and our other filings with the Securities and Exchange Commission. Furthermore, new risks and uncertainties emerge from time to time, and it is not possible for the Company to predict or assess the impact of every factor that may cause its actual results to differ from those contained in any forward-looking statements. Such forward-looking statements speak only as of the date of this press release. Except to the extent required by law, the Company expressly disclaims any obligation to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in the Company's expectations with regard thereto or change in events, conditions or circumstances on which any statement is based.





* * * *

For investor inquiries, contact:For media inquiries, contact:
Matt EspositoLark-Marie Anton
Investor RelationsCorporate Communications
703-854-3000646-906-4087
investors@usatodayco.comlark@usatodayco.com

# # #



USA TODAY CO., INC.
CONDENSED CONSOLIDATED BALANCE SHEETS

Table No. 1
In thousands, except number of shares and par valueMarch 31, 2026December 31, 2025
Assets(Unaudited)
Current assets:
Cash and cash equivalents$85,173 $90,213 
Accounts receivable, net of allowance for credit losses of $12,306 and $13,600 as of March 31, 2026 and December 31, 2025, respectively
226,506 223,551 
Inventory11,010 12,888 
Prepaid expenses52,008 45,959 
Other current assets20,072 16,566 
Total current assets394,769 389,177 
Property, plant and equipment, net of accumulated depreciation of $359,259 and $368,358 as of March 31, 2026 and December 31, 2025, respectively
169,029 178,461 
Operating lease assets112,423 122,513 
Goodwill518,439 518,762 
Intangible assets, net322,478 337,845 
Deferred tax assets71,390 77,858 
Pension and other assets212,955 212,542 
Total assets$1,801,483 $1,837,158 
Liabilities and equity
Current liabilities:
Accounts payable and accrued liabilities$285,102 $308,152 
Deferred revenue109,980 105,398 
Current portion of long-term debt70,741 69,315 
Operating lease liabilities30,202 33,435 
Other current liabilities3,256 1,483 
Total current liabilities499,281 517,783 
Long-term debt656,077 645,811 
Convertible debt239,573 239,112 
Deferred tax liabilities10,127 8,142 
Pension and other postretirement benefit obligations33,310 34,170 
Long-term operating lease liabilities135,429 146,421 
Other long-term liabilities86,249 91,107 
Total noncurrent liabilities1,160,765 1,164,763 
Total liabilities1,660,046 1,682,546 
Commitments and contingent liabilities
Equity
Preferred stock, $0.01 par value per share, 300,000 shares authorized, none of which were issued and outstanding at March 31, 2026 and December 31, 2025
— — 
Common stock, $0.01 par value per share, 2,000,000,000 shares authorized; 159,916,407 shares issued and 146,702,111 shares outstanding at March 31, 2026; 159,912,152 shares issued and 147,124,756 shares outstanding at December 31, 2025
1,599 1,599 
Treasury stock, at cost, 13,214,296 shares and 12,787,396 shares at March 31, 2026 and December 31, 2025, respectively
(26,351)(23,607)
Additional paid-in capital1,261,347 1,287,821 
Accumulated deficit(1,031,906)(1,051,797)
Accumulated other comprehensive loss(62,753)(58,905)
Total USA TODAY Co. stockholders' equity
141,936 155,111 
Noncontrolling interests(499)(499)
Total equity141,437 154,612 
Total liabilities and equity$1,801,483 $1,837,158 



USA TODAY CO., INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)

Table No. 2Three months ended March 31,
In thousands, except per share amounts20262025
Digital$261,917 $250,394 
Print and commercial286,568 321,179 
Total revenues548,485 571,573 
Operating costs327,351 356,622 
Selling, general and administrative expenses150,780 167,516 
Depreciation and amortization31,190 42,634 
Integration and reorganization costs2,193 9,498 
Asset impairments— 1,894 
Gain on sale or disposal of assets, net(7,844)(20,680)
Interest expense21,240 26,083 
Loss on early extinguishment of debt75 1,274 
Equity income in unconsolidated investees, net(652)(195)
Other (income) expense, net(6,523)1,074 
Income (loss) before income taxes30,675 (14,147)
Provision (benefit) for income taxes10,784 (6,814)
Net income (loss) attributable to USA TODAY Co.$19,891 $(7,333)
Income (loss) per share attributable to USA TODAY Co. - basic$0.14 $(0.05)
Income (loss) per share attributable to USA TODAY Co. - diluted$0.12 $(0.05)




USA TODAY CO., INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)

Table No. 3Three months ended March 31,
In thousands
20262025
Operating activities
Net income (loss)$19,891 $(7,333)
Adjustments to reconcile net income (loss) to operating cash flows:
Depreciation and amortization31,190 42,634 
Share-based compensation expense2,070 2,879 
Non-cash interest expense1,450 1,607 
Gain on sale or disposal of assets, net(7,844)(20,680)
Loss on early extinguishment of debt75 1,274 
Asset impairments— 1,894 
Pension and other postretirement benefit obligations(3,810)(3,397)
Equity income in unconsolidated investees, net(652)(195)
Change in other assets and liabilities, net(23,087)4,625 
Cash provided by operating activities19,283 23,308 
Investing activities
Purchase of property, plant and equipment(12,908)(13,546)
Proceeds from sale of real estate and other assets9,259 48,369 
Cash (used for) provided by investing activities(3,649)34,823 
Financing activities
Payments of deferred financing costs— (777)
Borrowings of long-term debt14,652 — 
Repayments of long-term debt(4,025)(74,450)
Payment to former partner(28,475)— 
Treasury stock(2,744)(2,761)
Changes in other financing activities(7)(366)
Cash used for financing activities(20,599)(78,354)
Effect of currency exchange rate change on cash(342)125 
Decrease in cash, cash equivalents and restricted cash(5,307)(20,098)
Cash, cash equivalents and restricted cash at beginning of period97,812 116,181 
Cash, cash equivalents and restricted cash at end of period$92,505 $96,083 



USE OF NON-GAAP INFORMATION

The Company uses non-GAAP financial performance and liquidity measures to supplement the financial information presented on a U.S. generally accepted accounting principles ("U.S. GAAP") basis. We define our non-GAAP financial performance and liquidity measures as follows:

Total Adjusted EBITDA, Segment Adjusted EBITDA and Segment Adjusted EBITDA margin are non-GAAP financial performance measures we believe offer a useful view of the overall operation of our business, and may be different than similarly-titled measures used by other companies. We define Total Adjusted EBITDA as Segment Adjusted EBITDA plus Corporate. Segment Adjusted EBITDA, as presented in the notes to our Condensed consolidated financial statements included in our Quarterly Report on Form 10-Q for the three months ended March 31, 2026, is defined as revenues less (1) operating costs and (2) selling, general and administrative expenses, plus (3) equity (income) loss in unconsolidated investees, net. Segment Adjusted EBITDA also does not include: (1) Income tax expense (benefit), (2) Noncontrolling interest, (3) Interest expense, (4) Gains or losses on the early extinguishment of debt, (5) Loss on convertible notes derivative, (6) Depreciation and amortization, (7) Integration and reorganization costs, (8) Asset impairments, (9) Goodwill and intangible impairments, (10) Gains or losses on the sale or disposal of assets, (11) Share-based compensation expense, and (12) Other (income) expense, net. Segment Adjusted EBITDA margin is defined as Segment Adjusted EBITDA divided by Segment revenues.

Total Adjusted EBITDA margin is a non-GAAP financial performance measure we believe offers a useful view of the overall and segment operations of our business. We define Total Adjusted EBITDA margin as Total Adjusted EBITDA divided by total Revenues.

Adjusted net income (loss) attributable to USA TODAY Co. is a non-GAAP financial performance measure we believe offers a useful view of the overall operations of our business and is useful to analysts and investors in evaluating the results of operations and operational trends. We define Adjusted net income (loss) attributable to USA TODAY Co. as Net income (loss) attributable to USA TODAY Co. before (1) Gains or losses on the early extinguishment of debt, (2) Loss on convertible notes derivative, (3) Integration and reorganization costs, (4) Third-party debt expenses and acquisition costs, (5) Asset impairments, (6) Goodwill and intangibles impairments, (7) Gains or losses on the sale or disposal of assets, (8) Other items, including (Gain) loss on sale of investments, and (9) the tax impact of the above items.

Free cash flow is a non-GAAP liquidity measure that adjusts our reported U.S. GAAP results for items we believe are critical to the ongoing success of our business. We define Free cash flow as Cash provided by (used for) operating activities as reported on the Condensed consolidated statements of cash flows including the impact of (i) capital expenditures and excluding the impact of (ii) third-party debt expenses associated with the refinancing of debt. The result is a figure representing Free cash flow available for use in operations, additional investments, ongoing debt obligations, and returns to stockholders. The most directly comparable U.S. GAAP financial liquidity measure is Cash provided by (used for) operating activities.

Same store revenues is a non-GAAP financial performance measure based on our U.S. GAAP revenues for the current period, excluding (1) acquired revenues, (2) currency impact, and (3) exited operations.

Management’s Use of Non-GAAP Measures

Total Adjusted EBITDA, Total Adjusted EBITDA margin, Segment Adjusted EBITDA, Segment Adjusted EBITDA margin, Adjusted net income (loss) attributable to USA TODAY Co., Free cash flow and Same store revenues are not measurements of financial performance or liquidity under U.S. GAAP and should not be considered in isolation or as an alternative to net income (loss), margin, income (loss) from operations, cash flow provided by (used for) operating activities, revenues, or any other measure of performance or liquidity derived in accordance with U.S. GAAP. We believe these non-GAAP financial performance and liquidity measures, as we have defined them, are helpful in identifying trends in our day-to-day performance because the items excluded have little or no significance on our day-to-day operations. These measures provide an assessment of core expenses and afford management the ability to make decisions which are expected to facilitate meeting current financial goals as well as achieve optimal financial performance.

We use Total Adjusted EBITDA, Total Adjusted EBITDA margin, Segment Adjusted EBITDA, Segment Adjusted EBITDA margin, Adjusted net income (loss) attributable to USA TODAY Co., Free cash flow and Same store revenues as measures of our day-to-day operating performance, which is evidenced by the publishing and delivery of news and other media and excludes certain expenses that may not be indicative of our day-to-day business operating results.




Limitations of Non-GAAP Measures

Each of our non-GAAP measures have limitations as analytical tools. They should not be viewed in isolation or as a substitute for U.S. GAAP measures of earnings or cash flows. Material limitations in making the adjustments to our earnings to calculate Total Adjusted EBITDA, Segment Adjusted EBITDA and Adjusted net income (loss) attributable to USA TODAY Co. using these non-GAAP financial measures as compared to U.S. GAAP net income (loss) include: the exclusion of the cash portion of interest / financing expense, income tax (benefit) provision, and charges related to asset impairments, which are items that may significantly affect our financial results.

Management believes these items are important in evaluating our performance, results of operations, and financial position. We use non-GAAP financial performance and liquidity measures to supplement our U.S. GAAP results in order to provide a more complete understanding of the factors and trends affecting our business.

Total Adjusted EBITDA, Total Adjusted EBITDA margin, Segment Adjusted EBITDA, Segment Adjusted EBITDA margin, Adjusted net income (loss) attributable to USA TODAY Co., Free cash flow and Same store revenues are not alternatives to net income (loss), margin, income (loss) from operations, cash flow provided by (used for) operating activities, revenues, segment revenues, segment margin, or any other measure of performance or liquidity derived in accordance with U.S. GAAP. As such, they should not be considered or relied upon as substitutes or alternatives for any such U.S. GAAP financial measures. We strongly urge you to review the reconciliations of Net income (loss) attributable to USA TODAY Co. to Total Adjusted EBITDA, Net income (loss) attributable to USA TODAY Co. margin to Total Adjusted EBITDA margin, Segment revenues to Segment Adjusted EBITDA and Segment Adjusted EBITDA margin, Net income (loss) attributable to USA TODAY Co. to Adjusted net income (loss) attributable to USA TODAY Co., Cash provided by (used for) operations to Free cash flow and Revenues to Same Store revenues along with our Condensed consolidated financial statements included elsewhere in this report. We also strongly urge you not to rely on any single financial performance or liquidity measure to evaluate our business. In addition, because Total Adjusted EBITDA, Total Adjusted EBITDA margin, Segment Adjusted EBITDA, Segment Adjusted EBITDA margin, Adjusted net income (loss) attributable to USA TODAY Co., Free cash flow and Same store revenues are not measures of financial performance under U.S. GAAP and are susceptible to varying calculations, the Total Adjusted EBITDA, Total Adjusted EBITDA margin, Segment Adjusted EBITDA, Segment Adjusted EBITDA margin, Adjusted net income (loss) attributable to USA TODAY Co., Free cash flow and Same store revenues measures as presented in this release may differ from and may not be comparable to similarly titled measures used by other companies.

Non-GAAP Outlook

Our full year 2026 business outlook included in this release includes certain non-GAAP financial performance and liquidity measures, including Same store revenues, Total Adjusted EBITDA, and Free cash flow. The outlook for each of these non-GAAP items does not factor in the impact of any future acquisitions or dispositions. We have provided these non-GAAP measures for future guidance for the same reasons that were outlined above for historical non-GAAP measures. We have not reconciled non-GAAP forward-looking Same store revenues, Total Adjusted EBITDA, and Free cash flow to their most directly comparable U.S. GAAP measure, as permitted by Item 10(e)(1)(i)(B) of Regulation S-K. Such reconciliations would require unreasonable efforts to estimate and quantify various necessary U.S. GAAP components largely because forecasting or predicting our future operating results is subject to many factors or future events that are out of our control, and because forecasts or predictions of such U.S. GAAP components are unavailable or not readily predictable, and could significantly impact, either individually or in the aggregate, our comparable U.S. GAAP measures. Accordingly, we are unable to provide a full reconciliation of the non-GAAP measures used in our outlook without unreasonable efforts.





USA TODAY CO., INC.
NON-GAAP FINANCIAL INFORMATION
SEGMENT INFORMATION
(Unaudited)

Table No. 4Three months ended March 31, 2026
In thousandsUSA TODAY MediaNewsquestLocaliQ
Segment revenues$416,111 $59,776 $99,684 
Operating costs249,012 29,827 72,764 
Selling, general and administrative expenses108,292 15,089 20,168 
Equity income in unconsolidated investees, net(652)— — 
Segment Adjusted EBITDA$59,459 $14,860 $6,752 
Segment Adjusted EBITDA margin(1)
14.3 %24.9 %6.8 %
(1) Segment Adjusted EBITDA margin is defined as Segment Adjusted EBITDA divided by Segment revenues.

Three months ended March 31, 2025
In thousandsUSA TODAY MediaNewsquestLocaliQ
Segment revenues$440,070 $55,848 $108,709 
Operating costs279,718 27,780 78,501 
Selling, general and administrative expenses129,239 14,134 21,739 
Equity income in unconsolidated investees, net(195)— — 
Segment Adjusted EBITDA$31,308 $13,934 $8,469 
Segment Adjusted EBITDA margin(1)
7.1 %24.9 %7.8 %
(1) Segment Adjusted EBITDA margin is defined as Segment Adjusted EBITDA divided by Segment revenues.



USA TODAY CO., INC.
NON-GAAP FINANCIAL INFORMATION
RECONCILIATION OF NET INCOME (LOSS) ATTRIBUTABLE TO USA TODAY CO. to TOTAL ADJUSTED EBITDA and NET INCOME (LOSS) ATTRIBUTABLE TO USA TODAY CO. MARGIN and TOTAL ADJUSTED EBITDA MARGIN
(Unaudited)

Table No. 5Three months ended March 31,
In thousands20262025
Net income (loss) attributable to USA TODAY Co.$19,891 $(7,333)
Provision (benefit) for income taxes10,784 (6,814)
Interest expense21,240 26,083 
Loss on early extinguishment of debt75 1,274 
Depreciation and amortization31,190 42,634 
Integration and reorganization costs(1)
2,193 9,498 
Asset impairments— 1,894 
Gain on sale or disposal of assets, net(7,844)(20,680)
Share-based compensation2,070 2,879 
Other (income) expense, net(2)
(6,523)1,074 
Total Adjusted EBITDA$73,076 $50,509 
Net income (loss) attributable to USA TODAY Co. margin3.6 %(1.3)%
Total Adjusted EBITDA margin(3)
13.3 %8.8 %
(1)    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.
(2)    Other (income) expense, net primarily reflects Google litigation costs and other legal settlements, consulting fees related to a discrete initiative to reformulate our go-to-market strategy and post-sales processes, (gains) losses from the sale of investments, third-party debt costs and the components of net periodic pension and postretirement benefits other than service cost.
(3)    Total Adjusted EBITDA margin is defined as Total Adjusted EBITDA divided by Total Revenues.









USA TODAY CO., INC.
NON-GAAP FINANCIAL INFORMATION
RECONCILIATION OF NET INCOME (LOSS) ATTRIBUTABLE TO USA TODAY CO. to ADJUSTED NET INCOME (LOSS) ATTRIBUTABLE TO USA TODAY CO.
(Unaudited)

Table No. 6Three months ended March 31,
In thousands20262025
Net income (loss) attributable to USA TODAY Co.$19,891 $(7,333)
Loss on early extinguishment of debt75 1,274 
Integration and reorganization costs2,193 9,498 
Third-party debt expenses and acquisition costs(1)
298 323 
Asset impairments— 1,894 
Gain on sale or disposal of assets, net(7,844)(20,680)
Other items 125 22 
Subtotal14,738 (15,002)
Tax impact of above items
1,258 1,939 
Adjusted net income (loss) attributable to USA TODAY Co.
$15,996 $(13,063)
(1)    Third-party debt expenses and acquisitions costs are included in Other (income) expense, net on the Consolidated statement of operations.



USA TODAY CO., INC.
NON-GAAP FINANCIAL INFORMATION
FREE CASH FLOW
(Unaudited)

Table No. 7Three months ended March 31,
In thousands
20262025
Cash provided by operating activities
$19,283 $23,308 
Capital expenditures(12,908)(13,546)
Third-party debt expenses— 406 
Free cash flow(1)
$6,375 $10,168 
(1) For the three months ended March 31, 2026 and 2025, free cash flow was negatively impacted by interest paid of $16.4 million and $7.9 million, respectively, and integration and reorganization costs of $9.4 million and $7.5 million, respectively. In addition, for the three months ended March 31, 2025 free cash flow was negatively impacted by other costs of $5.3 million.



USA TODAY CO., INC.
NON-GAAP FINANCIAL INFORMATION
SAME STORE REVENUES - CONSOLIDATED & DIGITAL
(Unaudited)


Table No. 8Three months ended March 31,
In thousands20262025% Change
Total revenues$548,485 $571,573 (4.0)%
Currency impact(4,707)— 
Exited operations(1)
— (17,577)
Same store total revenues$543,778 $553,996 (1.8)%
(1)    Exited operations include (i) businesses divested and (ii) the elimination of stand-alone print products discontinued within the media markets.
Three months ended March 31,
In thousands20262025% Change
Digital revenues$261,917 $250,394 4.6 %
Currency impact(2,147)— 
Exited operations(1)
— (3,549)
Same store digital revenues$259,770 $246,845 5.2 %
(1)    Exited operations include (i) businesses divested and (ii) the elimination of stand-alone print products discontinued within the media markets.




KEY PERFORMANCE INDICATORS

A key performance indicator ("KPI") is generally defined as a quantifiable measurement or metric used to gauge performance, specifically to help determine strategic, financial, and operational achievements, especially compared to those of similar businesses.

We define Digital-only average revenue per user ("ARPU") as digital-only subscription average monthly revenues divided by the average digital-only paid subscriptions within the respective period. We define Core platform ARPU as core platform average monthly revenues divided by average monthly customer count within the period. We define core platform revenues as revenue derived from customers utilizing our proprietary digital marketing services platform that are sold by either our direct or local market teams.

Management believes Digital-only ARPU, Core platform ARPU, digital-only paid subscriptions, core platform revenues and core platform average customer count are KPIs that offer useful information in understanding consumer behavior, trends in our business, and our overall operating results. Management utilizes these KPIs to track and analyze trends across our segments.





USA TODAY CO., INC.
KEY PERFORMANCE INDICATORS
(Unaudited)


Table No. 9Three months ended March 31,
In thousands, except ARPU20262025Change% Change
Digital-only ARPU:
USA TODAY Media
$10.80 $7.31 $3.49 48 %
Newsquest
$5.78 $5.76 $0.02 — %
Total USA TODAY Co.
$10.30 $7.22 $3.08 43 %

Table No. 10Three months ended March 31,
In thousands, except ARPU20262025Change% Change
LocaliQ Core platform:
Core platform revenues$99,337 $108,166 $(8,829)(8)%
Core platform ARPU$2,794 $2,693 $101 %
Core platform average customer count11.9 13.4 (1.5)(11)%

Table No. 11
As of March 31,
In thousands20262025% Change
Digital-only paid subscriptions:
USA TODAY Media1,311 1,810(28)%
Newsquest150 12124 %
Total USA TODAY Co.
1,461 1,931 (24)%

FAQ

How did USA TODAY Co. (NYSE: TDAY) perform financially in Q1 2026?

USA TODAY Co. reported Q1 2026 revenues of $548.5 million, down 4.0% year-over-year, but improved profitability. Net income was $19.9 million versus a $7.3 million loss last year, and Total Adjusted EBITDA rose 44.7% to $73.1 million with a 13.3% margin.

What were USA TODAY Co.",s key digital results in the first quarter of 2026?

USA TODAY Co. generated $261.9 million in digital revenues, representing 47.8% of total revenues. Same store digital revenues grew 5.2% to $259.8 million. Digital-only subscription revenues were $45.9 million, returning to year-over-year growth and marking a third straight quarter of sequential growth.

How did USA TODAY Co.",s profitability and margins change in Q1 2026?

Profitability improved substantially. Net income attributable to USA TODAY Co. reached $19.9 million, and Total Adjusted EBITDA increased to $73.1 million. Total Adjusted EBITDA margin rose to 13.3% in Q1 2026, up from 8.8% in the first quarter of 2025, reflecting cost efficiencies.

What is USA TODAY Co.",s 2026 business outlook?

For full year 2026, USA TODAY Co. expects total revenues to be flat to down low single digits on a same store basis, with digital revenues growing and reaching 50%+ of total revenues. Management anticipates growth in net income, Total Adjusted EBITDA, and double-digit increases in operating cash flow and free cash flow.

How leveraged is USA TODAY Co. after Q1 2026?

As of March 31, 2026, USA TODAY Co. had total debt principal of $988.3 million and cash and cash equivalents of $85.2 million. First lien net leverage was 2.3x, reflecting a 12% year-over-year decrease, indicating gradual balance sheet improvement alongside earnings growth.

What happened to USA TODAY Co.",s free cash flow in Q1 2026?

Free cash flow was $6.4 million in Q1 2026, down from $10.2 million a year earlier. The company noted free cash flow was negatively affected by interest paid of $16.4 million and integration and reorganization costs of $9.4 million during the quarter.

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