1276477--3/31/2006--MORRIS_PUBLISHING_GROUP

related topics

{debt, indebtedness, cash}

{investment, property, distribution}

{product, market, service}

{cost, regulation, environmental}

{acquisition, growth, future}

{competitive, industry, competition}

{regulation, government, change}

{condition, economic, financial}

{stock, price, share}

{interest, director, officer}

{financial, litigation, operation}

{customer, product, revenue}

A decline in advertising revenue, our largest source of revenue, would adversely affect us. Our revenues are cyclical and may decrease due to an economic downturn. A decline in circulation revenue would adversely affect us. Fluctuations in newsprint costs, or increases in labor or health care costs could adversely affect our financial results. Competition could have a material adverse effect on us. We must constantly expand and develop new publications and services to compete for advertising dollars against competitors who may target the specific needs of advertisers. We are subject to legal proceedings that, if determined adversely to us, could adversely affect our financial results. The interests of our parent, Morris Communications, and its ultimate owners, the Morris family, may be different than holders of our senior subordinated notes, and they may take actions that may be viewed as adversely affecting our business or the notes. There can be no assurance that Morris Communications or the Morris family will exercise control in our best interests as opposed to their own best interests. We have no independent directors and no independent audit committee to review the actions of management or the Morris family. We depend upon the Morris family for management, leadership and general policy-making. Various entities which are affiliated with Morris Communications and the Morris family have engaged, and may in the future engage, in transactions with us some of which may be viewed, from the perspective of a holder of the notes, as disadvantageous to us or an inappropriate use of our resources. If we fail to implement our business strategy, our business will be adversely affected. Consolidation in the markets in which we operate could place us at a competitive disadvantage. We may pursue acquisitions, but we may not be able to identify attractive acquisition candidates, successfully integrate acquired operations or realize the intended benefits of our acquisitions and we may enter into joint ventures. We are subject to extensive environmental regulations. The FTC Do Not Call rule has adversely affected and will continue to affected our ability to sell newspaper subscriptions by telephone marketing. Our substantial indebtedness could adversely affect our business and prevent us from fulfilling our obligations under the notes. We may be unable to generate sufficient cash flow to satisfy our debt service obligations. Restrictions in our debt agreements reduce our operating flexibility and contain covenants and restrictions that create the potential for defaults. A note holder s right to receive payments on the notes is junior to our existing senior indebtedness and the existing senior indebtedness of the subsidiary guarantors and possibly all of our and their future indebtedness and our credit facility will have the benefit of guarantees by Morris Communications and certain of its subsidiaries. The notes and the subsidiary guarantees are effectively subordinated to all of our and our subsidiary guarantors secured indebtedness and all indebtedness of our non-guarantor subsidiaries. We may not be able to purchase the notes upon a change of control. Federal and state statutes allow courts, under specific circumstances, to void the guarantees of the notes by our subsidiaries and require the holders of the notes to return payments received from the subsidiary guarantors. An active trading market may not develop for the exchange notes.

Full 10-K form ▸

1276477--3/31/2006--MORRIS_PUBLISHING_GROUP_LLC