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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 20, 2020
meredithlogoa09.jpg
MEREDITH CORPORATION
(Exact name of registrant as specified in its charter)
 
 
 
Iowa
001-05128
42-0410230
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification No.)
 
1716 Locust Street,
Des Moines,
Iowa
50309-3023
(Address of principal executive offices)
(ZIP Code)
Registrant’s telephone number, including area code: 
(515)
284-3000
Former name or former address, if changed since last report:  Not applicable


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 class
 
Trading Symbol
 
Name of each exchange on which registered
 
 
Common Stock, par value $1
 
MDP
 
New 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 the 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 20, 2020, Meredith Corporation (the Company) issued a news release providing an update on the impact of the coronavirus pandemic (COVID-19) on the Company and certain actions taken in response. In the news release the Company announced it is withdrawing the guidance and assumptions about its fiscal 2020 third quarter and full year performance expectations it last communicated in February 2020. The news release also indicated that the Company is pausing its common stock dividend. The Company is currently finalizing its financial results for the third fiscal quarter ended March 31, 2020, however, it included in the news release that it expects to report approximately $100 million of cash and cash equivalents and $35 million drawn on its revolving credit facility as of March 31, 2020. The news release is attached as an exhibit hereto and incorporated by reference herein.

The information on this Current Report on Form 8-K, including Exhibit 99.1, is being furnished under Item 2.02 and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liability of such section, or shall it be deemed incorporated by reference in any filing of the Company under the Securities Act of 1933, as amended, nor the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

Item 9.01
Financial Statements and Exhibits
 

 
(d)
Exhibits
 
 
 
 
 
 
News release issued by Meredith Corporation dated April 20, 2020, providing a business update and certain financial metrics as of March 31, 2020.
 
 
104
Cover Page Interactive Data File (formatted as Inline XBRL)






SIGNATURE
 
 
 
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.
 
 
 
 
MEREDITH CORPORATION
 
 
Registrant
 
 
 
 
 
/s/ Jason Frierott
 
 
Jason Frierott
 
 
Chief Financial Officer
 
 
(Principal Financial and Accounting Officer)
 
 
 
 
Date: April 20, 2020