Obligation McClatchy 5.75% ( US499040AP80 ) en USD

McClatchy

100 % ▲

Etas-Unis

US499040AP80 ( en USD )

5.75% par an ( paiement semestriel )

01/09/2017 - Obligation échue

Prospectus brochure de l'obligation McClatchy US499040AP80 en USD 5.75%, échue

1 000 USD

400 000 000 USD

499040AP8

CCC ( Ultra spéculatif )

Caa2 ( Ultra spéculatif )

L'Obligation émise par McClatchy ( Etas-Unis ) , en USD, avec le code ISIN US499040AP80, paye un coupon de 5.75% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 01/09/2017

L'Obligation émise par McClatchy ( Etas-Unis ) , en USD, avec le code ISIN US499040AP80, a été notée Caa2 ( Ultra spéculatif ) par l'agence de notation Moody's.

L'Obligation émise par McClatchy ( Etas-Unis ) , en USD, avec le code ISIN US499040AP80, a été notée CCC ( Ultra spéculatif ) par l'agence de notation Standard & Poor's ( S&P ).

Prospectus Supplement
424B5 1 d424b5.htm PROSPECTUS SUPPLEMENT
Table of Contents
Filed Pursuant to Rule 424(b)(5)
File No. 333-64286
Prospectus Supplement
(To Prospectus dated July 10, 2001)

$400,000,000

Knight-Ridder, Inc.

5.750% Notes due 2017

The notes will mature on September 1, 2017. Interest on the notes is payable semi-annually in arrears on each
March 1 and September 1, commencing on March 1, 2006. Interest will accrue from August 19, 2005. We may
redeem the notes in whole or in part at any time and from time to time at the redemption prices described on page
S-7.
The notes will be our senior unsecured obligations and will rank equally with all our other senior unsecured
indebtedness from time to time outstanding.
Neither the Securities and Exchange Commission nor any state securities commission has approved or
disapproved of the notes or determined that this prospectus supplement or the accompanying prospectus is
accurate or complete. Any representation to the contrary is a criminal offense.

Price
Underwriting
Proceeds

to Public

Discounts

to Us
Per Note

99.500%

.675%

98.825%
Total

$398,000,000
$2,700,000
$395,300,000
The notes will not be listed on any securities exchange. Currently, there is no public market for the notes.
We expect to deliver the notes to investors through the book-entry delivery system of The Depository Trust
Company on or about August 19, 2005.

Joint Book-Running Managers

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Banc of America Securities LLC
Offering Coordinator

Goldman, Sachs & Co.

JPMorgan

Offering Coordinator

Wachovia Securities

Co-Managers
Morgan Stanley SunTrust Robinson Humphrey
Wedbush Morgan Securities Inc.

The date of this prospectus supplement is August 16, 2005
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Table of Contents
No person is authorized to give any information or to make any representations other than those contained or
incorporated by reference in this prospectus supplement or the accompanying prospectus and, if given or made,
such information or representations must not be relied upon as having been authorized. This prospectus
supplement and the accompanying prospectus do not constitute an offer to sell or the solicitation of an offer to
buy any securities other than the securities described in this prospectus supplement or an offer to sell or the
solicitation of an offer to buy such securities in any circumstances in which such offer or solicitation is unlawful.
Neither the delivery of this prospectus supplement and the accompanying prospectus nor any sale made
hereunder and thereunder shall, under any circumstances, create any implication that there has been no change in
the affairs of Knight-Ridder, Inc. since the date of this prospectus supplement or that the information contained
or incorporated by reference herein or in the accompanying prospectus is correct as of any time subsequent to the
date of such information.

TABLE OF CONTENTS

Prospectus Supplement

Page

About This Prospectus Supplement

S-3
Forward-Looking Statements

S-3
Knight-Ridder, Inc.

S-4
Use of Proceeds

S-5
Ratio of Earnings to Fixed Charges

S-5
Description of the Notes

S-6
Underwriting

S-9
General Information
S-10
Information Incorporated by Reference
S-10
Validity of Notes
S-11
Experts
S-11
Prospectus

Where You Can Find More Information

3
Disclosure Regarding Forward-Looking Statements

3
Knight-Ridder, Inc.

4
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Use of Proceeds

4
Ratio of Earnings to Fixed Charges

4
Description of Debt Securities

4
Plan of Distribution

15
Validity of The Debt Securities

15
Experts

15

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Table of Contents
ABOUT THIS PROSPECTUS SUPPLEMENT
This prospectus supplement contains the terms of this offering of notes. This prospectus supplement, or the
information incorporated by reference in this prospectus supplement, may add, update or change information in
the accompanying prospectus. If information in this prospectus supplement, or the information incorporated by
reference in this prospectus supplement, is inconsistent with the accompanying prospectus, this prospectus
supplement, or the information incorporated by reference in this prospectus supplement, will apply and will
supersede that information in the accompanying prospectus.
It is important for you to read and consider all information contained in this prospectus supplement and the
accompanying prospectus in making your investment decision. You should also read and consider the
information in the documents we have referred you to in "Information Incorporated by Reference" in this
prospectus supplement and "Where You Can Find More Information" in the accompanying prospectus.
Unless otherwise indicated, the terms "Knight Ridder," "we," "us" or "our" mean Knight-Ridder, Inc. and its
consolidated subsidiaries.

FORWARD-LOOKING STATEMENTS
In addition to historical information, certain statements made in or incorporated by reference in this prospectus
supplement and the accompanying prospectus are forward-looking statements within the meaning of the Private
Securities Litigation Reform Act. In particular, these include statements related to future actions, future
performance or results of current and anticipated initiatives and the outcome of contingencies and other
uncertainties. We try, whenever possible, to identify such statements by using the words such as "anticipate,"
"believe," "estimate," "expect," "plan," "project" and similar expressions. These forward-looking statements are
subject to certain risks and uncertainties that could cause actual results and events to differ materially from those
anticipated.
Potential risks and uncertainties that could adversely affect our ability to obtain these results include, without
limitation, the following factors: (a) increased consolidation among major retailers or other events that may
adversely affect business operations of major customers and depress the level of local and national advertising;
(b) an economic downturn in some or all of our principal newspaper markets that may lead to decreased
circulation or decreased local or national advertising; (c) a decline in general newspaper readership patterns as a
result of competitive alternative media or other factors; (d) an increase in newsprint costs over the levels
anticipated; (e) labor disputes or shortages that may cause revenue declines or increased labor costs; (f) increases
in energy costs; (g) our ability to attract and retain qualified employees, including senior management; (h)
increases in health and welfare, pension and postretirement costs; (i) increases in business insurance costs; (j) a
decline in the value of companies that we invest in that must be recorded as a charge to earnings; (k) acquisitions
of new businesses or dispositions of existing businesses; (l) increases in interest or financing costs or availability
of credit; (m) rapid technological changes and frequent new product introductions prevalent in electronic
publishing, including the evolution of the Internet; and (n) acts of war, terrorism, natural disaster or other events
that may adversely affect our operations or the operations of our key suppliers.
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KNIGHT-RIDDER, INC.
Knight Ridder was formed in 1974 by a merger between Knight Newspapers, Inc. and Ridder Publications, Inc.
and was reincorporated in Florida in 1976.
We are the nation's second largest newspaper publisher based on circulation, with products in print and online.
After giving effect only to the Detroit Free Press transaction described below, we publish 30 daily newspapers in
27 U.S. markets, with a readership of 7.9 million daily and 11.2 million Sunday. We also have investments in a
variety of Internet and technology companies (including CareerBuilder) and two newsprint mill companies. Our
Internet operation, Knight Ridder Digital, develops and manages our online properties. Knight Ridder Digital is
the founder and operator of Real Cities (www.RealCities.com), the largest national network of city and regional
Web sites in more than 110 U.S. markets.
Our executive offices are located at 50 West San Fernando Street, Suite 1500, San Jose, California 95113, and
our telephone number at this address is (408) 938-7700.
Recent Events
On August 3, 2005, we entered into a series of transactions with Gannett Co., Inc. ("Gannett") and MediaNews
Group, Inc. pursuant to which we sold our interest in The Detroit Free Press newspaper, including our indirect
partnership interest in the Detroit Newspaper Agency, for approximately $262 million in cash, plus
approximately $23 million in balance sheet adjustments, subject to further adjustment based on certain final
balance sheets.
On August 3, 2005, we also entered into an Asset Exchange Agreement with Gannett pursuant to which we will
receive from Gannett assets relating to three newspapers: The Idaho Statesman, The Olympian and The
Bellingham Herald. In return, Gannett will receive from us assets relating to the Tallahassee Democrat
newspaper and approximately $239 million in cash, subject to adjustment based on the balance sheets of the four
entities. The exchange of assets is subject to compliance with covenants and the absence of certain conditions
enjoining the exchange.
Assuming the exchange of assets with Gannett is completed when anticipated, we expect the combined impact of
the transactions described above to be immaterial on our cash flows.

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USE OF PROCEEDS
We will use the net proceeds from the sale of the notes to reduce commercial paper borrowings. At August 16,
2005, $397,975,000 of such commercial paper was outstanding at an average annualized interest rate of 3.56%
and average maturity of 2.03 days. The proceeds from these commercial paper borrowings were used for general
corporate purposes. The reduction in commercial paper borrowing will allow us to later use commercial paper
issuances for working capital, share repurchases and acquisitions.

RATIO OF EARNINGS TO FIXED CHARGES
The following table sets forth our consolidated ratio of earnings to fixed charges on a historical basis for the
periods shown:

Six Months
Year Ended

Ended
June 26,
December 26,
December 28,
December 29,
December 30,
December 31,
2005
2004
2003
2002
2001
2000

Ratio of earnings
to fixed charges
5.4
8.5
6.5
6.9
4.0
4.9
The ratio of earnings to fixed charges is computed by dividing pre-tax earnings (as adjusted for fixed charges
other than capitalized interest and undistributed equity income from unconsolidated subsidiaries) by fixed
charges for the period. Fixed charges include the interest on debt (whether expensed or capitalized), the interest
component of rental expense, and the proportionate share of interest expense of 50%-owned companies.

Six Months
Ended
Year Ended
June 26,
December 26,
2005
2004

Pro forma ratio of earnings to fixed charges

4.7
6.6
For purposes of calculating the pro forma ratio of earnings to fixed charges, fixed charges have been adjusted to
reflect the increase in interest expense resulting from the sale of notes, net of a decrease in interest expense
resulting from the retirement of the weighted average commercial paper outstanding for each period presented.

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DESCRIPTION OF THE NOTES
The 5.750% notes due 2017 are a series of debt securities as described in the accompanying prospectus. The
following description of the particular terms of the notes offered hereby supplements and, to the extent
inconsistent therewith, replaces the description of the general terms and provisions of the debt securities set forth
in the accompanying prospectus. References in this section to "we," "us" or "our" refer to Knight-Ridder, Inc.
and do not refer to or include subsidiaries of Knight-Ridder, Inc. Capitalized terms used and not defined in this
prospectus supplement shall have the meanings given to them in the accompanying prospectus or in the indenture
referred to in this prospectus supplement.
General
The notes will be issued under a supplemental indenture, dated as of August 16, 2005, among us and JPMorgan
Chase Bank, N.A. (formerly known as The Chase Manhattan Bank), as original trustee, and The Bank of New
York Trust Company, N.A., as series trustee, to the indenture, dated as of November 4, 1997, between us and
JPMorgan Chase Bank, N.A., as original trustee, which is more fully described in the accompanying prospectus.
We will issue the notes in an initial aggregate principal amount of $400,000,000. The notes will mature on
September 1, 2017 and will be issued only in registered form in denominations of $1,000 and integral multiples
of $1,000.
The notes will bear interest at the annual rate of 5.750% from August 19, 2005, or the most recent interest
payment date to which interest has been paid or provided for, payable semi-annually in arrears on March 1 and
September 1 of each year, commencing March 1, 2006, to the persons in whose names the notes are registered at
the close of business on February 15 or August 15 preceding the respective interest payment date.
The notes will not be subject to any sinking fund.
The notes will be our senior unsecured obligations and will rank equally with all our other senior unsecured
indebtedness from time to time outstanding. Neither the indenture nor the notes restrict us or our subsidiaries
from incurring indebtedness. With respect to the assets of our subsidiaries, holders of the notes will effectively
have a junior position to claims of creditors of those subsidiaries.
So long as the notes are represented by a global certificate, the interest payable on the notes will be paid to Cede
& Co., the nominee of The Depository Trust Company, or DTC, as depositary, or its registered assigns as the
registered owner of the global certificate, by wire transfer of immediately available funds on each of the
applicable interest payment dates, not later than 2:30 p.m. Eastern Standard Time. If the notes are no longer
represented by a global certificate, payment of interest may, at our option, be made by check mailed to the
address of the person entitled to payment. No service charge will be made for any transfer or exchange of notes,
but we may require payment of a sum sufficient to cover any tax or other governmental charge payable in
connection therewith.
The notes will be subject to the defeasance and the covenant defeasance provisions described in the
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accompanying prospectus under the caption "Description of Debt Securities Defeasance and Covenant
Defeasance."
We may without the consent of the holders of the notes, issue additional notes of the same series, having the
same ranking and the same interest rate, maturity and other terms, as the notes.
The Bank of New York Trust Company, N.A. and its affiliates have in the past engaged, and may in the future
engage, in other commercial banking transactions with us. Pursuant to the Trust Indenture Act, upon the
occurrence of a default with respect to the notes, The Bank of New York Trust Company, N.A. may be deemed
to have a conflicting interest by virtue of any business relationships with us. In that event, The Bank of New
York Trust Company, N.A. would be required to resign as series trustee or eliminate the conflicting interest.

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Document Outline

sec.gov
- #1">Prospectus Supplement