Business Context and Reporting Period
Company: LEE ENTERPRISES, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: May 14, 2026
Event: Entry into a Management Agreement with Hoffmann Media Group.
Key Financial Metrics
This filing does not report consolidated revenue, profit, cash flow, margins, debt, or liquidity metrics for Lee Enterprises. It details the financial terms of a new management contract:
- Fixed Management Fee: $135,000 per fiscal quarter for existing Hoffmann publications.
- Variable Fee: 20% of the prior quarter's EBITDA for publications acquired by Hoffmann after the agreement start date.
- Reimbursements: At-cost reimbursement for shared services (no markup).
- Revenue Ownership: All revenue generated by Hoffmann publications belongs to Hoffmann, not Lee.
- Expense Responsibility: Hoffmann remains responsible for working capital, accounts payable, payroll, and taxes.
Material Changes and Contract Terms
Agreement Duration: Initial term from June 1, 2026, through May 31, 2031, with options for successive one-year extensions.
Scope: Lee will manage newspaper publications and digital properties in Florida, California, Michigan, Missouri, Colorado, and other markets.
Authority: Lee has authority to implement operational and business transformation initiatives subject to joint budget approval.
Termination Triggers: The agreement may be terminated if annual EBITDA falls below $1.0 million or upon specific bankruptcy/insolvency events.
Related Party Transaction and Governance
Related Party: David Hoffmann, a principal of Hoffmann Media Group, is Lee Enterprises' majority shareholder and Chairman of the Board.
Approval Process: The Board of Directors reviewed and approved the agreement under related party transaction policies. Mr. Hoffmann recused himself from the consideration and voting on the agreement.
Risks and Contingencies: The filing notes customary provisions for confidentiality, indemnification, and limitation of liability. The agreement includes specific termination rights based on performance thresholds (EBITDA < $1.0 million).
Investor Verification Checklist
- Verify the specific list of publications and digital properties included in the agreement.
- Confirm the projected EBITDA contribution of the Hoffmann publications to assess the potential variable fee revenue.
- Review the joint budget process mechanics to understand Lee's operational constraints.
- Monitor future filings for any updates on the $1.0 million EBITDA threshold or termination events.
- Assess the impact of this related-party transaction on Lee's overall revenue mix and margin profile.