Dallas News to be Acquired by Hearst for $15 per Share

DallasNews Corporation reported a Q2 net loss due to a pension settlement charge. The company confirmed a proposed merger with Hearst, with the latter increasing its offer to $15.00 per share. MNG Enterprises previously proposed to acquire DallasNews for $88 million but canceled the acquisition.

Title: DallasNews Corporation Reports Q2 Net Loss Amid Pension Settlement Charge; Confirms Proposed Merger with Hearst

DallasNews Corporation (DALN), the Dallas-based holding company of The Dallas Morning News and Medium Giant, reported its financial results for the second quarter of 2025. The company reported a net loss of $33.5 million, or $(6.26) per share, primarily due to a non-cash pension settlement charge of $35.3 million resulting from the annuitization of its pension plans [1].

The company's operating income for the second quarter of 2025 was $1.3 million, an improvement of $0.4 million or 36.7 percent compared to the second quarter of 2024. This improvement was driven by expense savings of $1.0 million in employee compensation and benefits, $0.8 million in outside services, and $0.6 million attributable to the transition to a smaller, leased printing facility, partially offset by a total revenue decline of $2.3 million [1].

Revenue for the second quarter of 2025 was $29.8 million, a decrease of $2.3 million or 7.2 percent compared to the second quarter of 2024. The decline was primarily due to a print advertising revenue decrease of $0.3 million or 4.6 percent and a print circulation revenue decrease of $0.7 million or 5.9 percent. Printing, distribution, and other revenue also decreased by $0.9 million or 28.9 percent due to the cancellation of a mailed advertisements partnership in April 2025 [1].

Total consolidated operating expense in the second quarter of 2025 was $28.5 million, an improvement of $3.0 million or 9.5 percent compared to the second quarter of 2024. The improvement was primarily due to expense savings of $1.1 million in employee compensation and benefits, $0.8 million in outside services, $0.6 million attributable to the transition to a smaller, leased printing facility, and $0.4 million in newsprint [1].

The company confirmed its proposed merger with Hearst Media West, LLC. The offer from Hearst increased to $15.00 per share, a premium of approximately 242 percent based on the closing price of DALN's common stock of $4.39 per share on July 9, 2025. The merger agreement is subject to customary closing conditions, including a shareholder vote in favor of the merger agreement [1].

The merger, if consummated, would delist DALN's Series A Common Stock from The Nasdaq Stock Market LLC and deregister it under the Securities Exchange Act of 1934. DallasNews shareholders would receive $15.00 in cash for each share of common stock. The transaction is expected to close during the third or early fourth quarter of 2025 [1].

In a separate development, MNG Enterprises previously proposed to acquire DallasNews for $88 million but canceled the acquisition [1].

References:
[1] https://www.globenewswire.com/news-release/2025/07/30/3124525/0/en/DallasNews-Corporation-Announces-Second-Quarter-2025-Financial-Results.html