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: February 20, 2013 (Date of earliest event reported)
Commission File No.: 0-25969
RADIO ONE, INC.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction of
incorporation or organization)
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52-1166660
(I.R.S. Employer Identification No.)
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1010 Wayne Avenue
14th Floor
Silver Spring, Maryland 20910
(Address of principal executive offices)
(301) 429-3200
Registrant’s telephone number, including area code
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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o
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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o
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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ITEM 2.01. Completion of Acquisition or Disposition of Assets
On February 20, 2013, Radio One, Inc. (the “Company”) announced that it closed on the previously announced sale of the assets of one of its Columbus, Ohio radio stations, WJKR-FM (The Jack, 98.9 FM), to Salem Media of Ohio, Inc., a subsidiary of Salem Communications (“Salem”). The Company sold the assets of WJKR for $4 million and the transaction closed on February 15, 2013. The transaction was originally announced in connection with the Company’s quarterly report on Form 10-Q filed November 13, 2012.
ITEM 2.02. Results of Operations and Financial Condition
The Company also issued a press release setting forth the results for its quarter ended December 31, 2012. A copy of the press release is attached as Exhibit 99.1.
ITEM 8.01. Other Events
The Company also announced that its Board of Directors has approved a stock repurchase authorization. The Company has been authorized, but is not obligated, to repurchase up to $2 million worth of its Class A and/or Class D common stock in support of its stock price. Repurchases will be made from time to time in the open market or in privately negotiated transactions in accordance with applicable laws and regulations. The timing and extent of any repurchases will depend upon prevailing market conditions, the trading price of the Company’s Class A and/or Class D common stock and other factors, and subject to restrictions under applicable law. Radio One expects to implement this stock repurchase program in a manner consistent with market conditions and the interests of the stockholders, including maximizing stockholder value. Based on the closing stock prices of Radio One’s Class A and Class D common stock on February 15, 2013, the newly authorized repurchase would represent approximately 2.7% of the Company’s outstanding shares.
ITEM 9.01. Financial Statements and Exhibits
(c) Exhibits
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Exhibit Number
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Description
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99.1
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Press release dated February 20, 2013: Radio One, Inc. Reports Fourth Quarter Results.
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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.
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RADIO ONE, INC.
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/s/ Peter D. Thompson
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February 21, 2013
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Peter D. Thompson
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Chief Financial Officer and Principal Accounting Officer
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NEWS RELEASE
February 20, 2013 Contact: Peter D. Thompson, EVP and CFO
FOR IMMEDIATE RELEASE (301) 429-4638
Washington, DC
RADIO ONE, INC. REPORTS FOURTH QUARTER RESULTS
Washington, DC: - Radio One, Inc. (NASDAQ: ROIAK and ROIA) today reported its results for the quarter ended December 31, 2012. Giving effect to the consolidation of TV One, net revenue was approximately $105.9 million, an increase of 8.0% from the same period in 2011. Also giving effect to the consolidation of TV One, station operating income1 was approximately $35.7 million, an increase of 0.6% from the same period in 2011. The Company reported operating income of approximately $14.7 million compared to an operating loss of approximately $8.8 million for the same period in 2011. Net loss was approximately $17.2 million or $0.34 per share compared to net loss of $21.5 million or $0.43 per share, for the same period in 2011.
Alfred C. Liggins, III, Radio One’s CEO and President stated, “I was pleased with our Fourth Quarter radio division performance; core radio revenues were up by 11.0% and we outperformed the markets in which we operate by 820 Bps. Normalizing for political revenues, Q4 was +2.9%. Adjusted EBITDA for the Radio Division increased 33% over prior year. Forward pacings for radio remain encouraging, with Q1 currently pacing up mid-single digits ahead of prior year. Fourth Quarter revenues from our Cable Television division increased 6.8% from the prior period, and we were able to absorb additional programming amortization expenses and severance costs, while still delivering approximately $40 million of Adjusted EBITDA for the full year. During the quarter, we reorganized our syndicated programming and syndicated programming sales effort under the experienced and capable management of David Kantor at Reach Media, and I look forward to seeing positive results from that initiative in 2013.”
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PAGE 2 -- RADIO ONE, INC. REPORTS FOURTH QUARTER RESULTS
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RESULTS OF OPERATIONS
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Three Months Ended December 31,
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Year Ended December 31,
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2012
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2011
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2012
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2011
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(as adjusted)2
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(as adjusted)2
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STATEMENT OF OPERATIONS
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(unaudited)
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(unaudited)
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(audited)
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(in thousands, except share data)
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NET REVENUE
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$ | 105,885 | $ | 98,044 | $ | 424,573 | $ | 364,239 | |||||||
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OPERATING EXPENSES
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Programming and technical, excluding stock-based compensation
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39,347 | 32,825 | 135,781 | 114,912 | |||||||||||
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Selling, general and administrative, excluding stock-based compensation
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30,868 | 29,754 | 137,725 | 125,459 | |||||||||||
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Corporate selling, general and administrative, excluding stock-based compensation
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11,350 | 8,482 | 40,353 | 33,696 | |||||||||||
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Stock-based compensation
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44 | 2,251 | 171 | 5,146 | |||||||||||
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Depreciation and amortization
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9,603 | 11,243 | 38,715 | 37,069 | |||||||||||
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Impairment of long-lived assets
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- | 22,331 | 313 | 22,331 | |||||||||||
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Total operating expenses
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91,212 | 106,886 | 353,058 | 338,613 | |||||||||||
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Operating income (loss)
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14,673 | (8,842 | ) | 71,515 | 25,626 | ||||||||||
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INTEREST INCOME
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93 | 234 | 248 | 354 | |||||||||||
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INTEREST EXPENSE
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22,296 | 23,108 | 91,150 | 88,330 | |||||||||||
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GAIN ON INVESTMENT IN AFFILIATED COMPANY
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- | - | - | 146,879 | |||||||||||
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LOSS ON RETIREMENT OF DEBT
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- | - | - | 7,743 | |||||||||||
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EQUITY IN INCOME OF AFFILIATED COMPANY
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- | - | - | 3,287 | |||||||||||
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OTHER EXPENSE, net
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73 | 321 | 1,357 | 324 | |||||||||||
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(Loss) income before provision for (benefit from) income taxes, noncontrolling interest in income of subsidiaries and loss from discontinued operations
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(7,603 | ) | (32,037 | ) | (20,744 | ) | 79,749 | ||||||||
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PROVISION FOR (BENEFIT FROM) INCOME TAXES
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7,421 | (15,219 | ) | 33,235 | 66,686 | ||||||||||
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Net (loss) income from continuing operations
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(15,024 | ) | (16,818 | ) | (53,979 | ) | 13,063 | ||||||||
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LOSS FROM DISCONTINUED OPERATIONS, net of tax
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(117 | ) | (109 | ) | (137 | ) | (160 | ) | |||||||
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CONSOLIDATED NET (LOSS) INCOME
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(15,141 | ) | (16,927 | ) | (54,116 | ) | 12,903 | ||||||||
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NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
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2,086 | 4,611 | 12,749 | 10,014 | |||||||||||
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CONSOLIDATED NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS
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$ | (17,227 | ) | $ | (21,538 | ) | $ | (66,865 | ) | $ | 2,889 | ||||
| AMOUNTS ATTRIBUTABLE TO COMMON STOCKHOLDERS |
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NET (LOSS) INCOME FROM CONTINUING OPERATIONS
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$ | (17,110 | ) | $ | (21,429 | ) | $ | (66,728 | ) | $ | 3,049 | ||||
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LOSS FROM DISCONTINUED OPERATIONS, net of tax
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(117 | ) | (109 | ) | (137 | ) | (160 | ) | |||||||
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CONSOLIDATED NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS
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$ | (17,227 | ) | $ | (21,538 | ) | $ | (66,865 | ) | $ | 2,889 | ||||
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Weighted average shares outstanding - basic3
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50,042,751 | 49,782,016 | 50,015,252 | 50,739,447 | |||||||||||
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Weighted average shares outstanding - diluted4
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50,042,751 | 49,782,016 | 50,015,252 | 52,294,322 | |||||||||||
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PAGE 3 -- RADIO ONE, INC. REPORTS FOURTH QUARTER RESULTS
| Three Months Ended December 31, | Year Ended December 31, 2012 | ||||||||||||||
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2012
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2011
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2012
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2011
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PER SHARE DATA - basic and diluted:
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(unaudited)
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(unaudited)
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(audited)
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Net (loss) income from continuing operations (basic)
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$ | (0.34 | ) | $ | (0.43 | ) | $ | (1.33 | ) | $ | 0.06 | ||||
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Loss from discontinued operations, net of tax (basic)
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(0.00 | ) | (0.00 | ) | (0.00 | ) | (0.00 | ) | |||||||
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Consolidated net (loss) income attributable to common stockholders (basic)
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$ | (0.34 | ) | $ | (0.43 | ) | $ | (1.34 | ) * | $ | 0.06 | ||||
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Net (loss) income from continuing operations (diluted)
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$ | (0.34 | ) | $ | (0.43 | ) | $ | (1.33 | ) | $ | 0.06 | ||||
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Loss from discontinued operations, net of tax (diluted)
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(0.00 | ) | (0.00 | ) | (0.00 | ) | (0.00 | ) | |||||||
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Consolidated net (loss) income attributable to common stockholders (diluted)
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$ | (0.34 | ) | $ | (0.43 | ) | $ | (1.34 | ) * | $ | 0.06 | ||||
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SELECTED OTHER DATA
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Station operating income 1
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$ | 35,670 | $ | 35,465 | $ | 151,067 | $ | 123,868 | |||||||
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Station operating income margin (% of net revenue)
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33.7 | % | 36.2 | % | 35.6 | % | 34.0 | % | |||||||
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Station operating income reconciliation:
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Consolidated net (loss) income attributable to common stockholders
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$ | (17,227 | ) | $ | (21,538 | ) | $ | (66,865 | ) | $ | 2,889 | ||||
| Add back non-station operating income items included in consolidated net (loss) income: | |||||||||||||||
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Interest income
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(93 | ) | (234 | ) | (248 | ) | (354 | ) | |||||||
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Interest expense
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22,296 | 23,108 | 91,150 | 88,330 | |||||||||||
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Provision for (benefit from) income taxes
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7,421 | (15,219 | ) | 33,235 | 66,686 | ||||||||||
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Corporate selling, general and administrative expenses
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11,350 | 8,482 | 40,353 | 33,696 | |||||||||||
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Stock-based compensation
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44 | 2,251 | 171 | 5,146 | |||||||||||
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Gain on investment in affiliated company
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- | - | - | (146,879 | ) | ||||||||||
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Loss on retirement of debt
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- | - | - | 7,743 | |||||||||||
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Equity in income of affiliated company
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- | - | - | (3,287 | ) | ||||||||||
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Other expense, net
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73 | 321 | 1,357 | 324 | |||||||||||
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Depreciation and amortization
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9,603 | 11,243 | 38,715 | 37,069 | |||||||||||
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Noncontrolling interest in income of subsidiaries
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2,086 | 4,611 | 12,749 | 10,014 | |||||||||||
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Impairment of long-lived assets
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- | 22,331 | 313 | 22,331 | |||||||||||
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Loss from discontinued operations, net of tax
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117 | 109 | 137 | 160 | |||||||||||
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Station operating income
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$ | 35,670 | $ | 35,465 | $ | 151,067 | $ | 123,868 | |||||||
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Adjusted EBITDA5
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$ | 24,320 | $ | 26,983 | $ | 110,714 | $ | 90,172 | |||||||
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Adjusted EBITDA reconciliation:
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|||||||||||||||
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Consolidated net (loss) income attributable to common stockholders
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$ | (17,227 | ) | $ | (21,538 | ) | $ | (66,865 | ) | $ | 2,889 | ||||
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Interest income
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(93 | ) | (234 | ) | (248 | ) | (354 | ) | |||||||
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Interest expense
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22,296 | 23,108 | 91,150 | 88,330 | |||||||||||
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Provision for (benefit from) income taxes
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7,421 | (15,219 | ) | 33,235 | 66,686 | ||||||||||
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Depreciation and amortization
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9,603 | 11,243 | 38,715 | 37,069 | |||||||||||
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EBITDA
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$ | 22,000 | $ | (2,640 | ) | $ | 95,987 | $ | 194,620 | ||||||
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Stock-based compensation
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44 | 2,251 | 171 | 5,146 | |||||||||||
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Gain on investment in affiliated company
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- | - | - | (146,879 | ) | ||||||||||
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Loss on retirement of debt
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- | - | - | 7,743 | |||||||||||
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Equity in income of affiliated company
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- | - | - | (3,287 | ) | ||||||||||
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Other expense, net
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73 | 321 | 1,357 | 324 | |||||||||||
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Noncontrolling interest in income of subsidiaries
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2,086 | 4,611 | 12,749 | 10,014 | |||||||||||
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Impairment of long-lived assets
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- | 22,331 | 313 | 22,331 | |||||||||||
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Loss from discontinued operations, net of tax
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117 | 109 | 137 | 160 | |||||||||||
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Adjusted EBITDA
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$ | 24,320 | $ | 26,983 | $ | 110,714 | $ | 90,172 | |||||||
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Per share amounts do not add due to rounding*
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PAGE 4 -- RADIO ONE, INC. REPORTS FOURTH QUARTER RESULTS
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December 31, 2012
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December 31, 2011
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(unaudited)
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(in thousands)
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SELECTED BALANCE SHEET DATA:
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Cash and cash equivalents
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$ | 57,255 | $ | 35,939 | ||
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Intangible assets, net
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1,202,562 | 1,244,861 | ||||
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Total assets
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1,460,770 | 1,486,482 | ||||
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Total debt (including current portion)
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818,718 | 808,904 | ||||
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Total liabilities
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1,093,419 | 1,055,541 | ||||
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Total equity
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354,498 | 410,598 | ||||
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Redeemable noncontrolling interest
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12,853 | 20,343 | ||||
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Noncontrolling interest
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210,698 | 205,063 | ||||
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Current Amount Outstanding
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Applicable Interest Rate
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(in thousands)
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SELECTED LEVERAGE DATA:
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Senior bank term debt, net of original issue discount of approximately $5.4 million (subject to variable rates) (a)
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$ | 371,937 | 7.50 | % | ||
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12 1/2%/15% senior subordinated notes (fixed rate)
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327,034 | 12.50 | % | |||
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6 3/8% senior subordinated notes (fixed rate)
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747 | 6.38 | % | |||
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10% Senior Secured TV One Notes due March 2016 (fixed rate)
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119,000 | 10.00 | % | |||
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(a)
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Subject to variable Libor plus a spread currently at 7.50% and incorporated into the applicable interest rate set forth above.
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Cautionary Note Regarding Forward-Looking Statements
This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements represent management's current expectations and are based upon information available to Radio One at the time of this release. These forward-looking statements involve known and unknown risks, uncertainties and other factors, some of which are beyond Radio One's control, that may cause the actual results to differ materially from any future results, performance or achievements expressed or implied by such forward-looking statements. Important factors that could cause actual results to differ materially are described in Radio One’s reports on Forms 10-K/A, 10-K, 10-Q/A, 10-Q, 8-K and other filings with the Securities and Exchange Commission (the “SEC”). Radio One does not undertake any duty to update any forward-looking statements.
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PAGE 5 -- RADIO ONE, INC. REPORTS FOURTH QUARTER RESULTS
Net revenue increased to approximately $105.9 million for the quarter ended December 31, 2012, from approximately $98.0 million for the same period in 2011, an increase of 8.0%. We recognized approximately $33.5 million of revenue from our cable television segment during the three months ended December 31, 2012 compared to approximately $31.3 million for the same period in 2011. Net revenues from our radio segment, including syndicated programming, increased 11.0% for the quarter ended December 31, 2012 compared to the same period in 2011. Reach Media’s net revenues decreased 20.9% in the fourth quarter 2012 compared to the same period in 2011 partially due to changes to certain of Reach Media’s affiliate agreements as well as advertisers who deferred spending during the quarter. Net revenues for our internet business increased 7.7% for the three months ended December 31, 2012 compared to the same period in 2011.
Operating expenses, excluding depreciation and amortization, stock-based compensation and impairment of long-lived assets, increased to approximately $81.6 million for the quarter ended December 31, 2012, up 14.8% from the approximately $71.1 million incurred for the comparable quarter in 2011. Approximately $7.6 million of the increase is a result of additional programming and technical expenses, primarily additional content amortization incurred by TV One for the quarter ended December 31, 2012 compared to the same period in 2011. The increase in TV One content amortization is a result of an increased investment in original programming as well as accelerated amortization based on programming genre. In addition, approximately $3.2 million of the increase is due to higher payroll costs associated with corporate bonuses that were earned in 2012. Corporate bonuses had not previously been accrued or paid since 2010.
Stock-based compensation decreased to $44,000 for the quarter ended December 31, 2012, compared to approximately $2.3 million for the same period in 2011. Increased stock-based compensation expense for the quarter ended December 31, 2011 was due to the accelerated vesting of approximately 1,000,000 shares of restricted stock representing the final portion of shares pursuant to a long-term incentive plan granted to officers and certain key employees in January 2010. Stock-based compensation requires measurement of compensation costs for all stock-based awards at fair value on date of grant and recognition of compensation expense over the service period for which awards are expected to vest.
Depreciation and amortization expense decreased to approximately $9.6 million compared to approximately $11.2 million for the quarters ended December 31, 2012 and 2011, respectively, a decrease of 14.6%. The decrease was due to the completion of amortization for certain intangible assets and the completion of useful lives for certain assets.
Impairment of long-lived assets for the quarter ended December 31, 2012 was $0, compared to approximately $22.3 million for the same period in 2011, a decrease of 100.0%. Our annual 2011 impairment testing resulted in a non-cash impairment charge to goodwill in our Columbus market as well as a non-cash charge associated with Reach Media’s intangible assets.
Interest expense decreased to approximately $22.3 million for the quarter ended December 31, 2012 compared to approximately $23.1 million for the same period in 2011. The Company made cash interest payments of approximately $21.3 million for the quarter ended December 31, 2012 compared to cash interest payments of approximately $15.5 million for the quarter ended December 31, 2011. Through May 15, 2012, interest on the Company’s 12½%/15% Senior Subordinated Notes (“Senior Subordinated Notes”) was payable, at our election, partially in cash and partially through the issuance of additional Senior Subordinated Notes (a “PIK Election”) on a quarterly basis. The PIK Election expired on May 15, 2012 and interest accruing on the Senior Subordinated Notes from and after May 15, 2012 accrued at a rate of 12½% and was payable in cash.
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PAGE 6 -- RADIO ONE, INC. REPORTS FOURTH QUARTER RESULTS
The provision for income taxes for the quarter ended December 31, 2012 was approximately $7.4 million compared to a benefit from income taxes of approximately $15.2 million for the comparable period in 2011. The increase is primarily attributable to the increase in the deferred tax liability resulting from the continued tax amortization of indefinite-lived intangible assets as of December 31, 2012. The benefit for income taxes of approximately $15.2 million for the same period in 2011 was attributable to changes in the estimated annual effective rate based on the increase in the deferred tax liability resulting from the continued tax amortization of indefinite-lived intangible assets and expected pre-tax income of the Company due to the impact of the consolidation of TV One. The Company paid $187,000 in taxes for the quarter ended December 31, 2012.
Loss from discontinued operations, net of tax, for the quarter ended December 31, 2012 includes the results of operations for our sold radio stations (or stations made the subject of a local marketing agreement). Loss from discontinued operations, net of tax, was $117,000 for the quarter ended December 31, 2012, compared to $109,000 for the same period in 2011. The activity for the three months ended December 31, 2012 and 2011 resulted primarily from our remaining station in our Boston market as well as a station in our Columbus market entering into an LMA. The loss from discontinued operations, net of tax, includes no tax provision for either of the three month periods ended December 31, 2012 or 2011.
The decrease in noncontrolling interests in income of subsidiaries was due primarily to lower net income generated by TV One during the three months ended December 31, 2012 compared to the same period in 2011 in addition to a loss generated by Reach Media during the three months ended December 31, 2012 compared to income for the same period in 2011.
Other pertinent financial information includes capital expenditures of approximately $2.9 million and $4.0 million for the quarters ended December 31, 2012 and 2011, respectively. The Company did not receive dividends for the quarter ended December 31, 2012 and received approximately $8.1 million in dividends for the year ended December 31, 2012. The Company received dividends in the amount of approximately $5.1 million for the quarter ended December 31, 2011 and approximately $14.6 million for the year ended December 31, 2011. As of December 31, 2012, the Company had total debt (net of cash balances) of approximately $761.5 million. The Company’s cash and cash equivalents by segment are as follows: Radio and Internet: approximately $23.9 million; Reach Media: approximately $2.4 million; and Cable Television: approximately $31.0 million. In addition to cash and cash equivalents, the cable television segment also has short-term investments of approximately $1.6 million and long-term investments of $97,000. During the quarter ended December 31, 2011, the Company repurchased 25,250 shares of Class A common stock in the amount of $32,000 and 752,132 shares of Class D common stock in the amount of $926,000. There were no stock repurchases made during the quarter or year ended December 31, 2012.
Other Matters
The Company also announced that its Board of Directors has approved a stock repurchase authorization. The Company has been authorized, but is not obligated, to repurchase up to $2 million worth of its Class A and/or Class D common stock in support of its stock price. Repurchases will be made from time to time in the open market or in privately negotiated transactions in accordance with applicable laws and regulations. The timing and extent of any repurchases will depend upon prevailing market conditions, the trading price of the Company’s Class A and/or Class D common stock and other factors, and subject to restrictions under applicable law. Radio One expects to implement this stock repurchase program in a manner consistent with market conditions and the interests of the stockholders, including maximizing stockholder value. Based on the closing stock prices of Radio One’s Class A and Class D common stock on February 15, 2013, the newly authorized repurchase would represent approximately 2.7% of the Company’s outstanding shares.
Finally, the Company announced that it closed on the previously announced sale of the assets of one of its Columbus, Ohio radio stations, WJKR-FM (The Jack, 98.9 FM), to Salem Media of Ohio, Inc., a subsidiary of Salem Communications (“Salem”). The Company sold the assets of WJKR for $4 million and the transaction closed on February 15, 2013. The transaction was originally announced in connection with the Company’s quarterly report on Form 10-Q filed November 13, 2012.
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PAGE 7 -- RADIO ONE, INC. REPORTS FOURTH QUARTER RESULTS
Supplemental Financial Information:
For comparative purposes, the following more detailed, unaudited statements of operations for the three months and year ended December 31, 2012 and 2011 are included. These detailed, unaudited and adjusted statements of operations include certain reclassifications associated with accounting for discontinued operations. These reclassifications had no effect on previously reported net income or loss, or any other previously reported statements of operations, balance sheet or cash flow amounts.
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PAGE 8 -- RADIO ONE, INC. REPORTS FOURTH QUARTER RESULTS
|
Three Months Ended December 31, 2012
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||||||||||||||||||||||||
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(in thousands, unaudited)
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||||||||||||||||||||||||
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Corporate/
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||||||||||||||||||||||||
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Radio
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Reach
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Cable
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Eliminations/
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|||||||||||||||||||||
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Consolidated
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Broadcasting
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Media
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Internet
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Television
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Other
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|||||||||||||||||||
| STATEMENT OF OPERATIONS: |
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|||||||||||||||||||||||
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NET REVENUE
|
$ | 105,885 | $ | 60,184 | $ | 8,272 | $ | 5,193 | $ | 33,455 | $ | (1,219 | ) | |||||||||||
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OPERATING EXPENSES:
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||||||||||||||||||||||||
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Programming and technical
|
39,347 | 12,486 | 5,923 | 1,452 | 20,826 | (1,340 | ) | |||||||||||||||||
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Selling, general and administrative
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30,868 | 22,238 | 1,506 | 4,478 | 2,814 | (168 | ) | |||||||||||||||||
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Corporate selling, general and administrative
|
11,350 | - | 1,666 | - | 1,829 | 7,855 | ||||||||||||||||||
|
Stock-based compensation
|
44 | 15 | - | - | - | 29 | ||||||||||||||||||
|
Depreciation and amortization
|
9,603 | 1,553 | 291 | 778 | 6,645 | 336 | ||||||||||||||||||
|
Total operating expenses
|
91,212 | 36,292 | 9,386 | 6,708 | 32,114 | 6,712 | ||||||||||||||||||
|
Operating income (loss)
|
14,673 | 23,892 | (1,114 | ) | (1,515 | ) | 1,341 | (7,931 | ) | |||||||||||||||
|
INTEREST INCOME
|
93 | - | 1 | - | 57 | 35 | ||||||||||||||||||
|
INTEREST EXPENSE
|
22,296 | 400 | - | - | 3,039 | 18,857 | ||||||||||||||||||
|
OTHER EXPENSE (INCOME), net
|
73 | (5 | ) | - | - | - | 78 | |||||||||||||||||
|
(Loss) income before provision for (benefit from) income taxes, noncontrolling interest in income of subsidiaries and loss from discontinued operations
|
(7,603 | ) | 23,497 | (1,113 | ) | (1,515 | ) | (1,641 | ) | (26,831 | ) | |||||||||||||
|
PROVISION FOR (BENEFIT FROM) INCOME TAXES
|
7,421 | 7,739 | (318 | ) | - | - | - | |||||||||||||||||
|
Net (loss) income from continuing operations
|
(15,024 | ) | 15,758 | (795 | ) | (1,515 | ) | (1,641 | ) | (26,831 | ) | |||||||||||||
|
LOSS FROM DISCONTINUED OPERATIONS, net of tax
|
(117 | ) | (117 | ) | - | - | - | - | ||||||||||||||||
|
CONSOLIDATED NET (LOSS) INCOME
|
(15,141 | ) | 15,641 | (795 | ) | (1,515 | ) | (1,641 | ) | (26,831 | ) | |||||||||||||
|
NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
2,086 | - | - | - | - | 2,086 | ||||||||||||||||||
|
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS
|
$ | (17,227 | ) | $ | 15,641 | $ | (795 | ) | $ | (1,515 | ) | $ | (1,641 | ) | $ | (28,917 | ) | |||||||
|
Adjusted EBITDA5
|
$ | 24,320 | $ | 25,460 | $ | (823 | ) | $ | (737 | ) | $ | 7,986 | $ | (7,566 | ) | |||||||||
-MORE-
PAGE 9 -- RADIO ONE, INC. REPORTS FOURTH QUARTER RESULTS
|
Three Months Ended December 31, 2011
|
||||||||||||||||||||||||
|
(in thousands, unaudited, as adjusted)2
|
||||||||||||||||||||||||
|
Corporate/
|
||||||||||||||||||||||||
|
Radio
|
Reach
|
Cable
|
Eliminations/
|
|||||||||||||||||||||
|
Consolidated
|
Broadcasting
|
Media
|
Internet
|
Television
|
Other
|
|||||||||||||||||||
|
STATEMENT OF OPERATIONS:
|
||||||||||||||||||||||||
|
NET REVENUE
|
$ | 98,044 | $ | 54,196 | $ | 10,454 | $ | 4,823 | $ | 31,313 | $ | (2,742 | ) | |||||||||||
|
OPERATING EXPENSES:
|
||||||||||||||||||||||||
|
Programming and technical
|
32,825 | 14,058 | 5,287 | 1,872 | 13,628 | (2,020 | ) | |||||||||||||||||
|
Selling, general and administrative
|
29,754 | 20,994 | 1,876 | 3,132 | 4,963 | (1,211 | ) | |||||||||||||||||
|
Corporate selling, general and administrative
|
8,482 | - | 1,517 | - | 1,974 | 4,991 | ||||||||||||||||||
|
Stock-based compensation
|
2,251 | 384 | - | 75 | - | 1,792 | ||||||||||||||||||
|
Depreciation and amortization
|
11,243 | 1,615 | 989 | 819 | 7,582 | 238 | ||||||||||||||||||
|
Impairment of long-lived assets
|
22,331 | 14,509 | 7,822 | - | - | - | ||||||||||||||||||
|
Total operating expenses
|
106,886 | 51,560 | 17,491 | 5,898 | 28,147 | 3,790 | ||||||||||||||||||
|
Operating (loss) income
|
(8,842 | ) | 2,636 | (7,037 | ) | (1,075 | ) | 3,166 | (6,532 | ) | ||||||||||||||
|
INTEREST INCOME
|
234 | - | 3 | - | 198 | 33 | ||||||||||||||||||
|
INTEREST EXPENSE
|
23,108 | 426 | 18 | - | 2,424 | 20,240 | ||||||||||||||||||
|
OTHER EXPENSE (INCOME), net
|
321 | 321 | - | - | 8 | (8 | ) | |||||||||||||||||
|
(Loss) income before benefit from income taxes, noncontrolling interest in income of subsidiaries and (loss) income from discontinued operations
|
(32,037 | ) | 1,889 | (7,052 | ) | (1,075 | ) | 932 | (26,731 | ) | ||||||||||||||
|
BENEFIT FROM INCOME TAXES
|
(15,219 | ) | (12,664 | ) | (2,555 | ) | - | - | - | |||||||||||||||
|
Net (loss) income from continuing operations
|
(16,818 | ) | 14,553 | (4,497 | ) | (1,075 | ) | 932 | (26,731 | ) | ||||||||||||||
|
(LOSS) INCOME FROM DISCONTINUED OPERATIONS, net of tax
|
(109 | ) | (111 | ) | - | 2 | - | - | ||||||||||||||||
|
CONSOLIDATED NET (LOSS) INCOME
|
(16,927 | ) | 14,442 | (4,497 | ) | (1,073 | ) | 932 | (26,731 | ) | ||||||||||||||
|
NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
4,611 | - | - | - | - | 4,611 | ||||||||||||||||||
|
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS
|
$ | (21,538 | ) | $ | 14,442 | $ | (4,497 | ) | $ | (1,073 | ) | $ | 932 | $ | (31,342 | ) | ||||||||
|
Adjusted EBITDA5
|
$ | 26,983 | $ | 19,144 | $ | 1,774 | $ | (181 | ) | $ | 10,748 | $ | (4,502 | ) | ||||||||||
-MORE-
PAGE 10 -- RADIO ONE, INC. REPORTS FOURTH QUARTER RESULTS
|
Year Ended December 31, 2012
|
||||||||||||||||||||||||
|
(in thousands, unaudited)
|
||||||||||||||||||||||||
|
Corporate/
|
||||||||||||||||||||||||
|
Radio
|
Reach
|
Cable
|
Eliminations/
|
|||||||||||||||||||||
|
Consolidated
|
Broadcasting
|
Media
|
Internet
|
Television
|
Other
|
|||||||||||||||||||
|
STATEMENT OF OPERATIONS:
|
||||||||||||||||||||||||
|
NET REVENUE
|
$ | 424,573 | $ | 236,278 | $ | 42,280 | $ | 19,852 | $ | 131,178 | $ | (5,015 | ) | |||||||||||
|
OPERATING EXPENSES:
|
||||||||||||||||||||||||
|
Programming and technical
|
135,781 | 50,664 | 23,865 | 7,636 | 58,094 | (4,478 | ) | |||||||||||||||||
|
Selling, general and administrative
|
137,725 | 87,799 | 13,121 | 13,543 | 24,768 | (1,506 | ) | |||||||||||||||||
|
Corporate selling, general and administrative
|
40,353 | - | 6,740 | - | 8,499 | 25,114 | ||||||||||||||||||
|
Stock-based compensation
|
171 | 67 | - | - | - | 104 | ||||||||||||||||||
|
Depreciation and amortization
|
38,715 | 6,371 | 1,177 | 3,210 | 26,864 | 1,093 | ||||||||||||||||||
|
Impairment of long-lived assets
|
313 | 313 | - | - | - | - | ||||||||||||||||||
|
Total operating expenses
|
353,058 | 145,214 | 44,903 | 24,389 | 118,225 | 20,327 | ||||||||||||||||||
|
Operating income (loss)
|
71,515 | 91,064 | (2,623 | ) | (4,537 | ) | 12,953 | (25,342 | ) | |||||||||||||||
|
INTEREST INCOME
|
248 | - | 5 | - | 106 | 137 | ||||||||||||||||||
|
INTEREST EXPENSE
|
91,150 | 1,206 | - | - | 12,156 | 77,788 | ||||||||||||||||||
|
OTHER EXPENSE (INCOME), net
|
1,357 | (15 | ) | - | - | 605 | 767 | |||||||||||||||||
|
(Loss) income before provision for (benefit from) income taxes, noncontrolling interest in income of subsidiaries and loss from discontinued operations
|
(20,744 | ) | 89,873 | (2,618 | ) | (4,537 | ) | 298 | (103,760 | ) | ||||||||||||||
|
PROVISION FOR (BENEFIT FROM) INCOME TAXES
|
33,235 | 33,935 | (700 | ) | - | - | - | |||||||||||||||||
|
Net (loss) income from continuing operations
|
(53,979 | ) | 55,938 | (1,918 | ) | (4,537 | ) | 298 | (103,760 | ) | ||||||||||||||
|
LOSS FROM DISCONTINUED OPERATIONS, net of tax
|
(137 | ) | (137 | ) | - | - | - | - | ||||||||||||||||
|
CONSOLIDATED NET (LOSS) INCOME
|
(54,116 | ) | 55,801 | (1,918 | ) | (4,537 | ) | 298 | (103,760 | ) | ||||||||||||||
|
NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
12,749 | - | - | - | - | 12,749 | ||||||||||||||||||
|
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS
|
$ | (66,865 | ) | $ | 55,801 | $ | (1,918 | ) | $ | (4,537 | ) | $ | 298 | $ | (116,509 | ) | ||||||||
|
Adjusted EBITDA5
|
$ | 110,714 | $ | 97,815 | $ | (1,446 | ) | $ | (1,327 | ) | $ | 39,817 | $ | (24,145 | ) | |||||||||
-MORE-
PAGE 11 -- RADIO ONE, INC. REPORTS FOURTH QUARTER RESULTS
|
Year Ended December 31, 2011
|
||||||||||||||||||||||||
|
(in thousands, unaudited, as adjusted)2
|
||||||||||||||||||||||||
|
Corporate/
|
||||||||||||||||||||||||
|
Radio
|
Reach
|
Cable
|
Eliminations/
|
|||||||||||||||||||||
|
Consolidated
|
Broadcasting
|
Media
|
Internet
|
Television
|
Other
|
|||||||||||||||||||
|
STATEMENT OF OPERATIONS:
|
||||||||||||||||||||||||
|
NET REVENUE
|
$ | 364,239 | $ | 221,026 | $ | 48,382 | $ | 17,529 | $ | 86,024 | $ | (8,722 | ) | |||||||||||
|
OPERATING EXPENSES:
|
||||||||||||||||||||||||
|
Programming and technical
|
114,912 | 53,618 | 21,206 | 8,563 | 39,082 | (7,557 | ) | |||||||||||||||||
|
Selling, general and administrative
|
125,459 | 83,997 | 14,105 | 11,342 | 19,016 | (3,001 | ) | |||||||||||||||||
|
Corporate selling, general and administrative
|
33,696 | - | 6,115 | - | 3,271 | 24,310 | ||||||||||||||||||
|
Stock-based compensation
|
5,146 | 836 | - | 157 | - | 4,153 | ||||||||||||||||||
|
Depreciation and amortization
|
37,069 | 6,705 | 3,952 | 3,694 | 21,790 | 928 | ||||||||||||||||||
|
Impairment of long-lived assets
|
22,331 | 14,509 | 7,822 | - | - | - | ||||||||||||||||||
|
Total operating expenses
|
338,613 | 159,665 | 53,200 | 23,756 | 83,159 | 18,833 | ||||||||||||||||||
|
Operating income (loss)
|
25,626 | 61,361 | (4,818 | ) | (6,227 | ) | 2,865 | (27,555 | ) | |||||||||||||||
|
INTEREST INCOME
|
354 | - | 15 | - | 303 | 36 | ||||||||||||||||||
|
INTEREST EXPENSE
|
88,330 | 426 | 64 | - | 8,611 | 79,229 | ||||||||||||||||||
|
GAIN ON INVESTMENT IN AFFILIATED COMPANY
|
146,879 | - | - | - | - | 146,879 | ||||||||||||||||||
|
LOSS ON RETIREMENT OF DEBT
|
7,743 | - | - | - | - | 7,743 | ||||||||||||||||||
|
EQUITY IN INCOME OF AFFILIATED COMPANY
|
3,287 | - | - | - | - | 3,287 | ||||||||||||||||||
|
OTHER EXPENSE, net
|
324 | 266 | - | - | 8 | 50 | ||||||||||||||||||
|
Income (loss) before provision for (benefit from) income taxes, noncontrolling interest in income of subsidiaries and (loss) income from discontinued operations
|
79,749 | 60,669 | (4,867 | ) | (6,227 | ) | (5,451 | ) | 35,625 | |||||||||||||||
|
PROVISION FOR (BENEFIT FROM) INCOME TAXES
|
66,686 | 68,655 | (1,969 | ) | - | - | - | |||||||||||||||||
|
Net income (loss) from continuing operations
|
13,063 | (7,986 | ) | (2,898 | ) | (6,227 | ) | (5,451 | ) | 35,625 | ||||||||||||||
|
(LOSS) INCOME FROM DISCONTINUED OPERATIONS, net of tax
|
(160 | ) | (164 | ) | - | 4 | - | - | ||||||||||||||||
|
CONSOLIDATED NET INCOME (LOSS)
|
12,903 | (8,150 | ) | (2,898 | ) | (6,223 | ) | (5,451 | ) | 35,625 | ||||||||||||||
|
NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
10,014 | - | - | - | - | 10,014 | ||||||||||||||||||
|
NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS
|
$ | 2,889 | $ | (8,150 | ) | $ | (2,898 | ) | $ | (6,223 | ) | $ | (5,451 | ) | $ | 25,611 | ||||||||
|
Adjusted EBITDA5
|
$ | 90,172 | $ | 83,411 | $ | 6,956 | $ | (2,376 | ) | $ | 24,655 | $ | (22,474 | ) | ||||||||||
-MORE-
PAGE 12 -- RADIO ONE, INC. REPORTS FOURTH QUARTER RESULTS
Radio One, Inc. will hold a conference call to discuss its results for fourth quarter of 2012, as well as full year 2012. This conference call is scheduled for Wednesday, February 20, 2013 at 10:00 a.m. EST. To participate on this call, U.S. callers may dial toll-free 1-800-230-1951; international callers may dial direct (+1) 612-332-0418.
A replay of the conference call will be available from 12:00 p.m. EST February 20, 2013 until 11:59 p.m. February 24, 2013. Callers may access the replay by calling 1-800-475-6701; international callers may dial direct (+1) 320-365-3844. The replay Access Code is 279038. Access to live audio and a replay of the conference call will also be available on Radio One's corporate website at http://www.radio-one.com/. The replay will be made available on the website for seven days after the call.
Radio One, Inc., together with its subsidiaries (http://www.radio-one.com/), is a diversified media company that primarily targets African-American and urban consumers. The Company is one of the nation's largest radio broadcasting companies, currently owning and/or operating 54 broadcast stations located in 16 urban markets in the United States. Through its controlling interest in Reach Media, Inc. (http://www.blackamericaweb.com/), the Company also operates syndicated programming including the Tom Joyner Morning Show, the Russ Parr Morning Show, the Yolanda Adams Morning Show, the Rickey Smiley Morning Show, CoCo Brother Live, CoCo Brother's "Spirit" program, Bishop T.D. Jakes' "Empowering Moments", and the Reverend Al Sharpton Show. Beyond its core radio broadcasting franchise, Radio One owns Interactive One (http://www.interactiveone.com/), an online platform serving the African-American community through social content, news, information, and entertainment. Interactive One operates a number of branded sites, including News One, UrbanDaily, HelloBeautiful and social networking websites, including BlackPlanet, MiGente, and Asian Avenue. In addition, the Company owns a controlling interest in TV One, LLC (http://www.tvoneonline.com/), a cable/satellite network programming primarily to African-Americans.
Notes:
1 “Station operating income” consists of net loss before depreciation and amortization, corporate expenses, stock-based compensation, equity in income of affiliated company, income taxes, noncontrolling interest in income (loss) of subsidiaries, interest expense, impairment of long-lived assets, other (income) expense, loss (gain) on retirement of debt, (income) loss from discontinued operations, net of tax, interest income and gain on purchase of affiliated company. Station operating income is not a measure of financial performance under generally accepted accounting principles. Nevertheless station operating income is a significant basis used by our management to measure the operating performance of our stations within the various markets because station operating income provides helpful information about our results of operations apart from expenses associated with our fixed assets and long-lived intangible assets, income taxes, investments, debt financings and retirements, overhead, stock-based compensation, impairment charges, and asset sales. Our measure of station operating income may not be comparable to similarly titled measures of other companies as our definition includes the results of all four segments (radio broadcasting, Reach Media, internet and cable television). Station operating income does not purport to represent operating income or cash flow from operating activities, as those terms are defined under generally accepted accounting principles, and should not be considered as an alternative to those measurements as an indicator of our performance. A reconciliation of net income (loss) to station operating income has been provided in this release.
2 Certain reclassifications associated with accounting for discontinued operations have been made to prior period balances to conform to the current presentation. These reclassifications had no effect on any other previously reported or consolidated net income or loss or any other statement of operations, balance sheet or cash flow amounts. Where applicable, these financial statements have been identified as “as adjusted.”
3 For the three months ended December 31, 2012 and 2011, Radio One had 50,042,751 and 49,782,016 shares of common stock outstanding on a weighted average basis (basic), respectively. For the year ended December 31, 2012 and 2011, Radio One had 50,015,252 and 50,739,447 shares of common stock outstanding on a weighted average basis (basic), respectively.
4 For the three months ended December 31, 2012 and 2011, Radio One had 50,042,751 and 49,782,016 shares of common stock outstanding on a weighted average basis (fully diluted), for outstanding stock options, respectively. For the year ended December 31, 2012 and 2011, Radio One had 50,015,252 and 52,294,322 shares of common stock outstanding on a weighted average basis (fully diluted), for outstanding stock options, respectively.
5 “Adjusted EBITDA” consists of net loss plus (1) depreciation, amortization, income taxes, interest expense, noncontrolling interest in income of subsidiaries, impairment of long-lived assets, stock-based compensation, loss on retirement of debt, loss from discontinued operations, net of tax, less (2) equity in income of affiliated company, other income, interest income, gain on retirement of debt and gain on purchase of affiliated company. Net income before interest income, interest expense, income taxes, depreciation and amortization is commonly referred to in our business as “EBITDA.” Adjusted EBITDA and EBITDA are not measures of financial performance under generally accepted accounting principles. We believe Adjusted EBITDA is often a useful measure of a company’s operating performance and is a significant basis used by our management to measure the operating performance of our business because Adjusted EBITDA excludes charges for depreciation, amortization and interest expense that have resulted from our acquisitions and debt financing, our taxes, impairment charges, as well as our equity in (income) loss of our affiliated company, gain on retirements of debt, and any discontinued operations. Accordingly, we believe that Adjusted EBITDA provides useful information about the operating performance of our business, apart from the expenses associated with our fixed assets and long-lived intangible assets, capital structure or the results of our affiliated company. Adjusted EBITDA is frequently used as one of the bases for comparing businesses in our industry, although our measure of Adjusted EBITDA may not be comparable to similarly titled measures of other companies. Adjusted EBITDA and EBITDA do not purport to represent operating income or cash flow from operating activities, as those terms are defined under generally accepted accounting principles, and should not be considered as alternatives to those measurements as an indicator of our performance. A reconciliation of net income (loss) to EBITDA and Adjusted EBITDA has been provided in this release.