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: November 12, 2014 (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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o
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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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o
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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 2.02. Results of Operations and Financial Condition.
The Company also issued a press release setting forth the results for its quarter ended September 30, 2014. A copy of the press release is attached as Exhibit 99.1.
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 November 12, 2014: Radio One, Inc. Reports Third 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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November 18, 2014
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Peter D. Thompson
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Chief Financial Officer and Principal Accounting Officer
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NEWS RELEASE
November 12, 2014 Contact: Peter D. Thompson, EVP and CFO
FOR IMMEDIATE RELEASE (301) 429-4638
Washington, DC
RADIO ONE, INC. REPORTS THIRD QUARTER RESULTS
Washington, DC: - Radio One, Inc. (NASDAQ: ROIAK and ROIA) today reported its results for the quarter ended September 30, 2014. Net revenue was approximately $112.2 million, a decrease of 5.3% from the same period in 2013. Station operating income1 was approximately $38.6 million, a decrease of 13.8% from the same period in 2013. The Company reported operating income of approximately $19.6 million for the three months ended September 30, 2014, compared to operating income of $21.8 million for the same period in 2013. Net loss was approximately $13.2 million or $0.28 per share for each of the quarters ending September 30, 2014 and 2013.
Alfred C. Liggins, III, Radio One’s President and CEO stated, “Our radio business experienced a very soft quarter: we had a perfect storm of weak market revenues and soft ratings in our four largest markets, and political revenues were less than anticipated. We had some ratings challenges in Washington DC, Baltimore and Atlanta in addition to the new competitor in Houston. Management has taken steps to remedy these issues, including a format change in Houston from News to Classic Hip-hop. The initial ratings for our new station, Boom 92, are extremely encouraging, and should mean we reverse the annual $1.5 million of losses that we were incurring on the news format. Outside our top four markets, radio revenues for the third quarter were +1.5% against a flat market. Overall Q4 radio revenue is currently pacing –1.9% and I believe we will have positive momentum going into the new year. Reach Media experienced a similarly weak third quarter, but is performing better in 4th quarter, consistent with the radio division. Both our Internet and Cable Television segments showed improved adjusted EBITDA2 and margins compared to the prior year.”
-MORE-
PAGE 2 -- RADIO ONE, INC. REPORTS THIRD QUARTER RESULTS
| RESULTS OF OPERATIONS |
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|||||||||||||||
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Three Months Ended September 30,
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Nine Months Ended September 30,
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|||||||||||||||
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2014
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2013
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2014
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2013
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||||||||||||
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STATEMENT OF OPERATIONS
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(unaudited)
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(unaudited)
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||||||||||||||
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(in thousands, except share data)
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(in thousands, except share data)
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|||||||||||||||
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NET REVENUE
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$ | 112,171 | $ | 118,391 | $ | 331,657 | $ | 337,105 | ||||||||
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OPERATING EXPENSES
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||||||||||||||||
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Programming and technical, excluding stock-based compensation
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36,520 | 37,176 | 105,712 | 100,649 | ||||||||||||
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Selling, general and administrative, excluding stock-based compensation
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37,006 | 36,400 | 111,064 | 110,143 | ||||||||||||
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Corporate selling, general and administrative, excluding stock-based compensation
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9,845 | 9,684 | 29,284 | 27,107 | ||||||||||||
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Stock-based compensation
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61 | 55 | 171 | 145 | ||||||||||||
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Depreciation and amortization
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9,179 | 9,571 | 27,685 | 28,600 | ||||||||||||
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Impairment of long-lived assets
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- | 3,710 | - | 14,880 | ||||||||||||
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Total operating expenses
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92,611 | 96,596 | 273,916 | 281,524 | ||||||||||||
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Operating income
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19,560 | 21,795 | 57,741 | 55,581 | ||||||||||||
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INTEREST INCOME
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40 | 23 | 174 | 165 | ||||||||||||
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INTEREST EXPENSE
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19,350 | 22,336 | 60,468 | 66,811 | ||||||||||||
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LOSS ON RETIREMENT OF DEBT
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- | - | 5,679 | - | ||||||||||||
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OTHER (INCOME) EXPENSE, net
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(29 | ) | (29 | ) | 16 | (99 | ) | |||||||||
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Income (loss) before provision for income taxes, noncontrolling
interest in income of subsidiaries and income from
discontinued operations
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279 | (489 | ) | (8,248 | ) | (10,966 | ) | |||||||||
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PROVISION FOR INCOME TAXES
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9,037 | 8,415 | 26,220 | 19,798 | ||||||||||||
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Net loss from continuing operations
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(8,758 | ) | (8,904 | ) | (34,468 | ) | (30,764 | ) | ||||||||
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INCOME FROM DISCONTINUED OPERATIONS, net of tax
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- | - | - | 893 | ||||||||||||
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CONSOLIDATED NET LOSS
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(8,758 | ) | (8,904 | ) | (34,468 | ) | (29,871 | ) | ||||||||
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NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
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4,462 | 4,317 | 14,751 | 15,670 | ||||||||||||
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CONSOLIDATED NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS
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$ | (13,220 | ) | $ | (13,221 | ) | $ | (49,219 | ) | $ | (45,541 | ) | ||||
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AMOUNTS ATTRIBUTABLE TO COMMON STOCKHOLDERS
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NET LOSS FROM CONTINUING OPERATIONS
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$ | (13,220 | ) | $ | (13,221 | ) | $ | (49,219 | ) | $ | (46,434 | ) | ||||
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INCOME FROM DISCONTINUED OPERATIONS, net of tax
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- | - | - | 893 | ||||||||||||
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CONSOLIDATED NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS
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$ | (13,220 | ) | $ | (13,221 | ) | $ | (49,219 | ) | $ | (45,541 | ) | ||||
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Weighted average shares outstanding - basic3
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47,601,371 | 47,443,031 | 47,502,733 | 48,680,979 | ||||||||||||
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Weighted average shares outstanding - diluted4
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47,601,371 | 47,443,031 | 47,502,733 | 48,680,979 | ||||||||||||
-MORE-
PAGE 3 -- RADIO ONE, INC. REPORTS THIRD QUARTER RESULTS
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Three Months Ended September 30,
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Nine Months Ended September 30,
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2014
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2013
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2014
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2013
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PER SHARE DATA - basic and diluted:
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(unaudited)
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(unaudited)
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(in thousands, except per share data)
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(in thousands, except per share data)
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Net loss from continuing operations (basic)
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$ | (0.28 | ) | $ | (0.28 | ) | $ | (1.04 | ) | $ | (0.95 | ) | |||
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Income from discontinued operations, net of tax (basic)
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0.00 | 0.00 | 0.00 | 0.02 | |||||||||||
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Consolidated net loss attributable to common stockholders (basic)
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$ | (0.28 | ) | $ | (0.28 | ) | $ | (1.04 | ) | $ | (0.94 | )* | |||
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Net loss from continuing operations (diluted)
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$ | (0.28 | ) | $ | (0.28 | ) | $ | (1.04 | ) | $ | (0.95 | ) | |||
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Income from discontinued operations, net of tax (diluted)
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0.00 | 0.00 | 0.00 | 0.02 | |||||||||||
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Consolidated net loss attributable to common stockholders (diluted)
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$ | (0.28 | ) | $ | (0.28 | ) | $ | (1.04 | ) | $ | (0.94 | )* | |||
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SELECTED OTHER DATA
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Station operating income 1
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$ | 38,645 | $ | 44,815 | $ | 114,881 | $ | 126,313 | |||||||
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Station operating income margin (% of net revenue)
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34.5 | % | 37.9 | % | 34.6 | % | 37.5 | % | |||||||
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Station operating income reconciliation:
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Consolidated net loss attributable to common stockholders
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$ | (13,220 | ) | $ | (13,221 | ) | $ | (49,219 | ) | $ | (45,541 | ) | |||
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Add back non-station operating income items included in
consolidated net loss:
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Interest income
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(40 | ) | (23 | ) | (174 | ) | (165 | ) | |||||||
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Interest expense
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19,350 | 22,336 | 60,468 | 66,811 | |||||||||||
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Provision for income taxes
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9,037 | 8,415 | 26,220 | 19,798 | |||||||||||
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Corporate selling, general and administrative expenses
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9,845 | 9,684 | 29,284 | 27,107 | |||||||||||
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Stock-based compensation
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61 | 55 | 171 | 145 | |||||||||||
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Loss on retirement of debt
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- | - | 5,679 | - | |||||||||||
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Other (income) expense, net
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(29 | ) | (29 | ) | 16 | (99 | ) | ||||||||
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Depreciation and amortization
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9,179 | 9,571 | 27,685 | 28,600 | |||||||||||
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Noncontrolling interest in income of subsidiaries
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4,462 | 4,317 | 14,751 | 15,670 | |||||||||||
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Impairment of long-lived assets
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- | 3,710 | - | 14,880 | |||||||||||
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Income from discontinued operations, net of tax
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- | - | - | (893 | ) | ||||||||||
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Station operating income
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$ | 38,645 | $ | 44,815 | $ | 114,881 | $ | 126,313 | |||||||
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Adjusted EBITDA2
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$ | 28,800 | $ | 35,131 | $ | 85,597 | $ | 99,206 | |||||||
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Adjusted EBITDA reconciliation:
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Consolidated net loss attributable to common stockholders
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$ | (13,220 | ) | $ | (13,221 | ) | $ | (49,219 | ) | $ | (45,541 | ) | |||
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Interest income
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(40 | ) | (23 | ) | (174 | ) | (165 | ) | |||||||
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Interest expense
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19,350 | 22,336 | 60,468 | 66,811 | |||||||||||
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Provision for income taxes
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9,037 | 8,415 | 26,220 | 19,798 | |||||||||||
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Depreciation and amortization
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9,179 | 9,571 | 27,685 | 28,600 | |||||||||||
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EBITDA
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$ | 24,306 | $ | 27,078 | $ | 64,980 | $ | 69,503 | |||||||
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Stock-based compensation
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61 | 55 | 171 | 145 | |||||||||||
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Loss on retirement of debt
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- | - | 5,679 | - | |||||||||||
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Other (income) expense, net
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(29 | ) | (29 | ) | 16 | (99 | ) | ||||||||
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Noncontrolling interest in income of subsidiaries
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4,462 | 4,317 | 14,751 | 15,670 | |||||||||||
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Impairment of long-lived assets
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- | 3,710 | - | 14,880 | |||||||||||
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Income from discontinued operations, net of tax
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- | - | - | (893 | ) | ||||||||||
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Adjusted EBITDA
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$ | 28,800 | $ | 35,131 | $ | 85,597 | $ | 99,206 | |||||||
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*Per share amounts do not add due to rounding
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-MORE-
PAGE 4 -- RADIO ONE, INC. REPORTS THIRD QUARTER RESULTS
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September 30, 2014
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December 31, 2013
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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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$ | 55,080 | $ | 56,676 | ||
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Intangible assets, net
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1,127,090 | 1,147,017 | ||||
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Total assets
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1,391,639 | 1,414,355 | ||||
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Total debt (including current portion)
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820,843 | 815,635 | ||||
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Total liabilities
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1,146,834 | 1,117,381 | ||||
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Total equity
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236,252 | 284,975 | ||||
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Redeemable noncontrolling interest
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8,553 | 11,999 | ||||
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Noncontrolling interest
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203,660 | 207,026 | ||||
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Current Amount Outstanding
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Applicable Interest Rate
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|||||
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(in thousands)
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||||||
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SELECTED LEVERAGE DATA:
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||||||
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Senior bank term debt, net of original issue discount of approximately $2.6 million
(subject to variable rates) (a)
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$ | 366,843 | 7.50 | % | ||
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9.25% senior subordinated notes due February 2020 (fixed rate)
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335,000 | 9.25 | % | |||
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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 that is 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, 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.
-MORE-
PAGE 5 -- RADIO ONE, INC. REPORTS THIRD QUARTER RESULTS
Net revenue decreased to approximately $112.2 million for the quarter ended September 30, 2014, from approximately $118.4 million for the same period in 2013, a decrease of 5.3%, resulting primarily from declines in our four largest radio markets. Net revenues from our radio broadcasting segment decreased 8.1% for the quarter ended September 30, 2014, versus the same period in 2013. We experienced net revenue growth most significantly in our Charlotte, Dallas and Detroit markets, countered by our Atlanta, Baltimore, Houston, Philadelphia, Richmond, St. Louis and Washington DC markets experiencing the most significant declines. Reach Media’s net revenues decreased 19.3% for the quarter ended September 30, 2014, compared to the same period in 2013 due to a mix of customer turnover and lower rates. We recognized approximately $39.5 million of revenue from our cable television segment during the three months ended September 30, 2014, compared to approximately $37.8 million for the same period in 2013, the increase of approximately $1.7 million due primarily from an increase in both affiliate and advertising sales. Finally, net revenues for our internet business decreased 4.9% for the three months ended September 30, 2014, compared to the same period in 2013 due to a decrease in direct revenues.
Operating expenses, excluding depreciation and amortization, stock-based compensation and impairment of long-lived assets, increased to approximately $83.4 million for the quarter ended September 30, 2014, up 0.1% from the approximately $83.3 million incurred for the comparable quarter in 2013.
Depreciation and amortization expense decreased 4.1% to approximately $9.2 million compared to approximately $9.6 million for the quarters ended September 30, 2014 and 2013, respectively. The decrease was due to the completion of amortization for certain intangible assets and the completion of useful lives for certain assets.
There was no impairment of long-lived assets for the three months ended September 30, 2014. Impairment of long-lived assets for the three months ended September 30, 2013, was approximately $3.7 million and related to a non-cash impairment charge recorded to reduce the carrying value of our Cleveland and Boston radio broadcasting licenses.
Interest expense decreased to approximately $19.4 million for the quarter ended September 30, 2014, compared to approximately $22.3 million for the same period in 2013. The primary driver of the decrease in interest expense is the lower interest rate associated with the 2020 Notes, compared to the 2016 Notes which were settled during the first quarter of 2014. The Company made cash interest payments of approximately $26.3 million on all outstanding instruments for the quarter ended September 30, 2014, compared to cash interest payments of approximately $20.9 million for the quarter ended September 30, 2013. Cash interest payments associated with the 2020 Notes began August 15, 2014.
The provision for income taxes for the quarter ended September 30, 2014, was approximately $9.0 million compared to approximately $8.4 million for the comparable period in 2013, primarily attributable to the deferred tax liability (“DTL”) for indefinite-lived intangible assets. The increase in tax provision is primarily due to provision to return adjustments. The Company paid $117,000 and $221,000 for income taxes for the quarters ended September 30, 2014 and 2013, respectively.
The increase in noncontrolling interests in income of subsidiaries is due primarily to greater net income generated by TV One during the three months ended September 30, 2014, compared to the 2013 period. Reach Media generated lower net income during the three months ended September 30, 2014, compared to the 2013 period, which partially offset the income generated by TV One.
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PAGE 6 -- RADIO ONE, INC. REPORTS THIRD QUARTER RESULTS
Other pertinent financial information includes capital expenditures of approximately $1.3 million for each of the quarters ended September 30, 2014 and 2013, respectively. The Company received dividends from TV One in the amount of approximately $8.9 million and $6.2 million for the quarters ended September 30, 2014 and 2013, respectively. As of September 30, 2014, the Company had total debt (net of cash balances) of approximately $765.8 million. The Company’s cash and cash equivalents by segment are as follows: Radio and Internet, approximately $32.7 million; Reach Media, approximately $3.4 million; and Cable Television, approximately $19.0 million. In addition to cash and cash equivalents, the cable television segment also has short-term investments of approximately $2.1 million and long-term investments of $803,000. During the three months ended September 30, 2013, the Company repurchased 512,300 shares of Class D common stock in the amount of approximately $1.2 million and 1,100 shares of Class A common stock in the amount of $3,000. During the nine months ended September 30, 2013, the Company repurchased 2,630,574 shares of Class D common stock in the amount of approximately $5.4 million and 32,669 shares of Class A common stock in the amount of $71,000. There were no stock repurchases made during the three or nine month periods ended September 30, 2014.
Supplemental Financial Information:
For comparative purposes, the following more detailed, unaudited statements of operations for the three and nine months ended September 30, 2014 and 2013 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.
-MORE-
PAGE 7 -- RADIO ONE, INC. REPORTS THIRD QUARTER RESULTS
|
Three Months Ended September 30, 2014
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(in thousands, unaudited)
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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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|||||||||||||||||||
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STATEMENT OF OPERATIONS:
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||||||||||||||||||||||||
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NET REVENUE
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$ | 112,171 | $ | 54,498 | $ | 13,618 | $ | 5,822 | $ | 39,488 | $ | (1,255 | ) | |||||||||||
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OPERATING EXPENSES:
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||||||||||||||||||||||||
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Programming and technical
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36,520 | 11,185 | 8,018 | 2,239 | 16,565 | (1,487 | ) | |||||||||||||||||
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Selling, general and administrative
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37,006 | 21,288 | 4,088 | 3,133 | 8,947 | (450 | ) | |||||||||||||||||
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Corporate selling, general and administrative
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9,845 | - | 1,200 | - | 1,583 | 7,062 | ||||||||||||||||||
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Stock-based compensation
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61 | 5 | - | - | - | 56 | ||||||||||||||||||
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Depreciation and amortization
|
9,179 | 1,241 | 285 | 598 | 6,523 | 532 | ||||||||||||||||||
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Total operating expenses
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92,611 | 33,719 | 13,591 | 5,970 | 33,618 | 5,713 | ||||||||||||||||||
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Operating income (loss)
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19,560 | 20,779 | 27 | (148 | ) | 5,870 | (6,968 | ) | ||||||||||||||||
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INTEREST INCOME
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40 | - | - | - | 13 | 27 | ||||||||||||||||||
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INTEREST EXPENSE
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19,350 | 255 | - | - | 3,039 | 16,056 | ||||||||||||||||||
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OTHER INCOME, net
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(29 | ) | - | - | - | - | (29 | ) | ||||||||||||||||
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Income (loss) before provision for income taxes, noncontrolling interest in income of subsidiaries and income from discontinued operations
|
279 | 20,524 | 27 | (148 | ) | 2,844 | (22,968 | ) | ||||||||||||||||
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PROVISION FOR INCOME TAXES
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9,037 | 9,014 | 23 | - | - | - | ||||||||||||||||||
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Net (loss) income from continuing operations
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(8,758 | ) | 11,510 | 4 | (148 | ) | 2,844 | (22,968 | ) | |||||||||||||||
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INCOME FROM DISCONTINUED OPERATIONS, net of tax
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- | - | - | - | - | - | ||||||||||||||||||
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CONSOLIDATED NET (LOSS) INCOME
|
(8,758 | ) | 11,510 | 4 | (148 | ) | 2,844 | (22,968 | ) | |||||||||||||||
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NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
4,462 | - | - | - | - | 4,462 | ||||||||||||||||||
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NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS
|
$ | (13,220 | ) | $ | 11,510 | $ | 4 | $ | (148 | ) | $ | 2,844 | $ | (27,430 | ) | |||||||||
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Adjusted EBITDA2
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$ | 28,800 | $ | 22,025 | $ | 312 | $ | 450 | $ | 12,393 | $ | (6,380 | ) | |||||||||||
-MORE-
PAGE 8 -- RADIO ONE, INC. REPORTS THIRD QUARTER RESULTS
|
Three Months Ended September 30, 2013
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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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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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|||||||||||||||||||
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STATEMENT OF OPERATIONS:
|
||||||||||||||||||||||||
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NET REVENUE
|
$ | 118,391 | $ | 59,281 | $ | 16,872 | $ | 6,125 | $ | 37,786 | $ | (1,673 | ) | |||||||||||
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OPERATING EXPENSES:
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||||||||||||||||||||||||
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Programming and technical
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37,176 | 10,946 | 8,088 | 2,160 | 17,541 | (1,559 | ) | |||||||||||||||||
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Selling, general and administrative
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36,400 | 21,074 | 4,445 | 3,948 | 7,260 | (327 | ) | |||||||||||||||||
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Corporate selling, general and administrative
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9,684 | - | 1,168 | - | 1,669 | 6,847 | ||||||||||||||||||
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Stock-based compensation
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55 | 14 | - | - | - | 41 | ||||||||||||||||||
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Depreciation and amortization
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9,571 | 1,645 | 310 | 588 | 6,555 | 473 | ||||||||||||||||||
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Impairment of long-lived assets
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3,710 | 3,710 | - | - | - | - | ||||||||||||||||||
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Total operating expenses
|
96,596 | 37,389 | 14,011 | 6,696 | 33,025 | 5,475 | ||||||||||||||||||
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Operating income (loss)
|
21,795 | 21,892 | 2,861 | (571 | ) | 4,761 | (7,148 | ) | ||||||||||||||||
|
INTEREST INCOME
|
23 | - | - | - | 17 | 6 | ||||||||||||||||||
|
INTEREST EXPENSE
|
22,336 | 303 | - | - | 3,039 | 18,994 | ||||||||||||||||||
|
OTHER INCOME, net
|
(29 | ) | - | - | - | - | (29 | ) | ||||||||||||||||
|
(Loss) income before provision for income taxes, noncontrolling interest in income of subsidiaries and income from discontinued operations
|
(489 | ) | 21,589 | 2,861 | (571 | ) | 1,739 | (26,107 | ) | |||||||||||||||
|
PROVISION FOR INCOME TAXES
|
8,415 | 7,387 | 1,028 | - | - | - | ||||||||||||||||||
|
Net (loss) income from continuing operations
|
(8,904 | ) | 14,202 | 1,833 | (571 | ) | 1,739 | (26,107 | ) | |||||||||||||||
|
INCOME FROM DISCONTINUED OPERATIONS, net of tax
|
- | - | - | - | - | - | ||||||||||||||||||
|
CONSOLIDATED NET (LOSS) INCOME
|
(8,904 | ) | 14,202 | 1,833 | (571 | ) | 1,739 | (26,107 | ) | |||||||||||||||
|
NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
4,317 | - | - | - | - | 4,317 | ||||||||||||||||||
|
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS
|
$ | (13,221 | ) | $ | 14,202 | $ | 1,833 | $ | (571 | ) | $ | 1,739 | $ | (30,424 | ) | |||||||||
|
Adjusted EBITDA2
|
$ | 35,131 | $ | 27,261 | $ | 3,171 | $ | 17 | $ | 11,316 | $ | (6,634 | ) | |||||||||||
-MORE-
PAGE 9 -- RADIO ONE, INC. REPORTS THIRD QUARTER RESULTS
|
Nine Months Ended September 30, 2014
|
||||||||||||||||||||||||
|
(in thousands, unaudited)
|
||||||||||||||||||||||||
|
Corporate/
|
||||||||||||||||||||||||
|
Radio
|
Reach
|
Cable
|
Eliminations/
|
|||||||||||||||||||||
|
Consolidated
|
Broadcasting
|
Media
|
Internet
|
Television
|
Other
|
|||||||||||||||||||
|
STATEMENT OF OPERATIONS:
|
||||||||||||||||||||||||
|
NET REVENUE
|
$ | 331,657 | $ | 159,906 | $ | 40,433 | $ | 18,175 | $ | 117,166 | $ | (4,023 | ) | |||||||||||
|
OPERATING EXPENSES:
|
||||||||||||||||||||||||
|
Programming and technical
|
105,712 | 32,758 | 23,899 | 6,949 | 46,312 | (4,206 | ) | |||||||||||||||||
|
Selling, general and administrative
|
111,064 | 64,421 | 12,762 | 10,468 | 25,051 | (1,638 | ) | |||||||||||||||||
|
Corporate selling, general and administrative
|
29,284 | - | 3,566 | - | 5,532 | 20,186 | ||||||||||||||||||
|
Stock-based compensation
|
171 | 15 | - | - | - | 156 | ||||||||||||||||||
|
Depreciation and amortization
|
27,685 | 3,832 | 862 | 1,830 | 19,597 | 1,564 | ||||||||||||||||||
|
Total operating expenses
|
273,916 | 101,026 | 41,089 | 19,247 | 96,492 | 16,062 | ||||||||||||||||||
|
Operating income (loss)
|
57,741 | 58,880 | (656 | ) | (1,072 | ) | 20,674 | (20,085 | ) | |||||||||||||||
|
INTEREST INCOME
|
174 | - | - | - | 40 | 134 | ||||||||||||||||||
|
INTEREST EXPENSE
|
60,468 | 860 | - | - | 9,117 | 50,491 | ||||||||||||||||||
|
LOSS ON RETIREMENT OF DEBT
|
5,679 | - | - | - | - | 5,679 | ||||||||||||||||||
|
OTHER EXPENSE (INCOME), net
|
16 | (1 | ) | - | - | 96 | (79 | ) | ||||||||||||||||
|
(Loss) income before provision for income taxes, noncontrolling interest in income of subsidiaries and income from discontinued operations
|
(8,248 | ) | 58,021 | (656 | ) | (1,072 | ) | 11,501 | (76,042 | ) | ||||||||||||||
|
PROVISION FOR INCOME TAXES
|
26,220 | 26,174 | 46 | - | - | - | ||||||||||||||||||
|
Net (loss) income from continuing operations
|
(34,468 | ) | 31,847 | (702 | ) | (1,072 | ) | 11,501 | (76,042 | ) | ||||||||||||||
|
INCOME FROM DISCONTINUED OPERATIONS, net of tax
|
- | - | - | - | - | - | ||||||||||||||||||
|
CONSOLIDATED NET (LOSS) INCOME
|
(34,468 | ) | 31,847 | (702 | ) | (1,072 | ) | 11,501 | (76,042 | ) | ||||||||||||||
|
NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
14,751 | - | - | - | - | 14,751 | ||||||||||||||||||
|
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS
|
$ | (49,219 | ) | $ | 31,847 | $ | (702 | ) | $ | (1,072 | ) | $ | 11,501 | $ | (90,793 | ) | ||||||||
|
Adjusted EBITDA2
|
$ | 85,597 | $ | 62,727 | $ | 206 | $ | 758 | $ | 40,271 | $ | (18,365 | ) | |||||||||||
-MORE-
PAGE 10 -- RADIO ONE, INC. REPORTS THIRD QUARTER RESULTS
|
Nine Months Ended September 30, 2013
|
||||||||||||||||||||||||
|
(in thousands, unaudited)
|
||||||||||||||||||||||||
|
Corporate/
|
||||||||||||||||||||||||
|
Radio
|
Reach
|
Cable
|
Eliminations/
|
|||||||||||||||||||||
|
Consolidated
|
Broadcasting
|
Media
|
Internet
|
Television
|
Other
|
|||||||||||||||||||
|
STATEMENT OF OPERATIONS:
|
||||||||||||||||||||||||
|
NET REVENUE
|
$ | 337,105 | $ | 167,898 | $ | 44,428 | $ | 17,612 | $ | 111,506 | $ | (4,339 | ) | |||||||||||
|
OPERATING EXPENSES:
|
||||||||||||||||||||||||
|
Programming and technical
|
100,649 | 32,690 | 23,003 | 6,142 | 42,873 | (4,059 | ) | |||||||||||||||||
|
Selling, general and administrative
|
110,143 | 63,938 | 13,762 | 11,445 | 21,927 | (929 | ) | |||||||||||||||||
|
Corporate selling, general and administrative
|
27,107 | - | 3,382 | - | 5,899 | 17,826 | ||||||||||||||||||
|
Stock-based compensation
|
145 | 38 | - | - | - | 107 | ||||||||||||||||||
|
Depreciation and amortization
|
28,600 | 4,720 | 950 | 1,902 | 19,773 | 1,255 | ||||||||||||||||||
|
Impairment of long-lived assets
|
14,880 | 14,880 | - | - | - | - | ||||||||||||||||||
|
Total operating expenses
|
281,524 | 116,266 | 41,097 | 19,489 | 90,472 | 14,200 | ||||||||||||||||||
|
Operating income (loss)
|
55,581 | 51,632 | 3,331 | (1,877 | ) | 21,034 | (18,539 | ) | ||||||||||||||||
|
INTEREST INCOME
|
165 | - | - | - | 44 | 121 | ||||||||||||||||||
|
INTEREST EXPENSE
|
66,811 | 888 | - | - | 9,117 | 56,806 | ||||||||||||||||||
|
OTHER INCOME, net
|
(99 | ) | (11 | ) | - | - | - | (88 | ) | |||||||||||||||
|
(Loss) income before provision for income taxes, noncontrolling interest in income of subsidiaries and income from discontinued operations
|
(10,966 | ) | 50,755 | 3,331 | (1,877 | ) | 11,961 | (75,136 | ) | |||||||||||||||
|
PROVISION FOR INCOME TAXES
|
19,798 | 18,298 | 1,500 | - | - | - | ||||||||||||||||||
|
Net (loss) income from continuing operations
|
(30,764 | ) | 32,457 | 1,831 | (1,877 | ) | 11,961 | (75,136 | ) | |||||||||||||||
|
INCOME FROM DISCONTINUED OPERATIONS, net of tax
|
893 | 893 | - | - | - | - | ||||||||||||||||||
|
CONSOLIDATED NET (LOSS) INCOME
|
(29,871 | ) | 33,350 | 1,831 | (1,877 | ) | 11,961 | (75,136 | ) | |||||||||||||||
|
NET INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
15,670 | - | - | - | - | 15,670 | ||||||||||||||||||
|
NET (LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS
|
$ | (45,541 | ) | $ | 33,350 | $ | 1,831 | $ | (1,877 | ) | $ | 11,961 | $ | (90,806 | ) | |||||||||
|
Adjusted EBITDA2
|
$ | 99,206 | $ | 71,270 | $ | 4,281 | $ | 25 | $ | 40,807 | $ | (17,177 | ) | |||||||||||
-MORE-
PAGE 11 -- RADIO ONE, INC. REPORTS THIRD QUARTER RESULTS
Radio One, Inc. will hold a conference call to discuss its results for third fiscal quarter of 2014. This conference call is scheduled for Wednesday, November 12, 2014 at 10:00 a.m. EST. To participate on this call, U.S. callers may dial toll-free 1-800-288-8967; international callers may dial direct (+1) 612-332-0345.
A replay of the conference call will be available from 12:00 p.m. EST November 12, 2014 until 11:59 p.m. EST November 14, 2014. 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 337345. Access to live audio and a replay of the conference call will also be available on Radio One's corporate website at 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 Rickey Smiley Morning Show, the Yolanda Adams Morning Show, the Russ Parr Morning Show, the DL Hughley Show, 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 and MiGente. 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 “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. However, 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 as our definition includes the results of all four segments (Radio Broadcasting, Reach Media, Internet and Cable Television). 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.
3 For the three months ended September 30, 2014 and 2013, Radio One had 47,601,371 and 47,443,031 shares of common stock outstanding on a weighted average basis (basic), respectively. For the nine months ended September 30, 2014 and 2013, Radio One had 47,502,733 and 48,680,979 shares of common stock outstanding on a weighted average basis (basic), respectively.
4 For the three months ended September 30, 2014 and 2013, Radio One had 47,601,371 and 47,443,031 shares of common stock outstanding on a weighted average basis (fully diluted), for outstanding stock options, respectively. For the nine months ended September 30, 2014 and 2013, Radio One had 47,502,733 and 48,680,979 shares of common stock outstanding on a weighted average basis (fully diluted), for outstanding stock options, respectively.