SEC Filing Summary: New Media Investment Group Inc. (USA TODAY Co., Inc.)
Business Context and Reporting Period
This Form 8-K was filed on December 15, 2016, reporting events occurring on December 12, 2016. The registrant, New Media Investment Group Inc. (operating as USA TODAY Co., Inc.), is reporting the full exercise of an underwriting option related to a common stock offering.
Key Financial Metrics
The filing does not provide specific revenue, profit, cash flow, margin, debt, or liquidity figures. The document focuses exclusively on the mechanics of a capital raise event.
Material Changes
- Option Exercise: On December 12, 2016, the underwriter (Morgan Stanley & Co. LLC) elected to exercise its option to purchase an additional 1,125,000 shares of common stock in full.
- Closing Date: The offering of these additional shares closed on December 15, 2016.
- Original Offering: This option was granted in connection with an underwriting agreement entered into on November 17, 2016, for the sale of 7,500,000 shares.
Guidance, Outlook, and Risks
The filing contains no management commentary, forward-looking guidance, risk factors, or discussion of contingencies. It is a procedural disclosure regarding the completion of a securities transaction.
Investor Verification Checklist
- Verify the total number of shares issued (7,500,000 original + 1,125,000 option shares).
- Confirm the offering price per share and total gross proceeds from the full exercise of the option (not stated in this text).
- Review the impact of the additional share issuance on existing shareholder dilution.
- Check subsequent filings for the use of proceeds from this capital raise.