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: May 11, 2009 (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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5900
Princess Garden Parkway,
7th
Floor
Lanham,
Maryland 20706
(Address
of principal executive offices)
(301) 306-1111
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
On May 11, 2009, Radio One, Inc. issued a press release setting forth the
results for its first quarter ended March 31, 2009. A copy of the
press release is attached as Exhibit 99.1.
ITEM
9.01. Financial Statements and
Exhibits
(d) 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 May 11, 2009: Radio One, Inc. Reports First 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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||||||||||
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/s/
Peter D. Thompson
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||||||||||
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May
14, 2009
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Peter
D. Thompson
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|||||||||
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Chief Financial Officer and Principal Accounting Officer
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||||||||||
NEWS
RELEASE
May 11,
2009 Contact:
Peter D. Thompson, EVP and CFO
FOR IMMEDIATE
RELEASE (301)
429-4638
Washington,
DC
RADIO
ONE, INC. REPORTS
FIRST
QUARTER RESULTS
Washington, DC: - Radio One, Inc. (NASDAQ: ROIAK and ROIA) today reported its results for the quarter ended March 31, 2009. Net revenue was approximately $60.7 million, a decrease of 16% from the same period in 2008. Station operating income1 was approximately $16.5 million, a decrease of 43% from the same period in 2008. The Company recorded a non-cash impairment charge against its FCC licenses of approximately $49.0 million, which lead to a net operating loss of approximately $43.3 million. Net loss was approximately $59.4 million or a loss of $0.84 per basic share, an increase in the amount of the reported net loss of approximately $18.9 million or $0.19 per basic share for the same period in 2008.
Alfred C.
Liggins, III, Radio One’s CEO and President stated, “On top of Q1 seasonally
being the smallest of the year, the continuing poor economic climate continued
to weaken the demand for advertising in general. Our radio revenue performance
mirrored that of the markets we operate in, down 24%. Our radio automobile
business dropped by 57% compared to last year, and, we experienced declines in
both inventory pricing and sellout rates. We continued with our cost cutting
initiatives, and leveraged new and alternative revenue sources fueled by the
radio industry’s growth in digital and online dollars. Though business continues
to book extremely late, pacings indicate Q2 revenues will experience declines
similar to those in Q1. We will proactively continue to focus on radio
share growth, internet sales, further cost cuts and our balance
sheet.”
-MORE-
PAGE 2
- - RADIO ONE, INC. REPORTS FIRST QUARTER RESULTS
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RESULTS OF OPERATIONS
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|
||||||||
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Three
Months Ended March 31,
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||||||||||
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2009
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2008
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|||||||||
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(as adjusted)2
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||||||||||
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STATEMENT
OF OPERATIONS
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(unaudited)
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|||||||||
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(in thousands, except share
data)
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||||||||||
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NET
REVENUE
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$ | 60,671 | $ | 72,498 | ||||||
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OPERATING
EXPENSES
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||||||||||
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Programming and technical
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20,586 | 19,032 | ||||||||
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Selling, general and administrative
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23,574 | 24,477 | ||||||||
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Corporate selling, general and administrative
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5,133 | 6,407 | ||||||||
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Stock-based compensation
|
483 | 328 | ||||||||
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Depreciation and amortization
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5,255 | 3,664 | ||||||||
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Impairment of long-lived assets
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48,953 | - | ||||||||
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Total operating expenses
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103,984 | 53,908 | ||||||||
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Operating (loss) income
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(43,313 | ) | 18,590 | |||||||
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INTEREST
INCOME
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(18 | ) | (201 | ) | ||||||
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INTEREST
EXPENSE
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10,779 | 17,259 | ||||||||
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GAIN
ON RETIREMENT OF DEBT
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(1,221 | ) | - | |||||||
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EQUITY
IN (INCOME) LOSS OF AFFILIATED COMPANY2
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(1,150 | ) | 2,829 | |||||||
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OTHER
(INCOME) EXPENSE, net
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(50 | ) | 11 | |||||||
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Loss before provision for income taxes, noncontrolling interest in income
of subsidiaries and discontinued operations
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(51,653 | ) | (1,308 | ) | ||||||
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PROVISION
FOR INCOME TAXES
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7,071 | 8,898 | ||||||||
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Net loss from continuing operations
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(58,724 | ) | (10,206 | ) | ||||||
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INCOME
(LOSS) FROM DISCONTINUED OPERATIONS, net of tax
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158 | (7,821 | ) | |||||||
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CONSOLIDATED
NET LOSS
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(58,566 | ) | (18,027 | ) | ||||||
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NONCONTROLLING
INTEREST IN INCOME OF SUBSIDIARIES
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871 | 823 | ||||||||
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NET
LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS
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$ | (59,437 | ) | $ | (18,850 | ) | ||||
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AMOUNTS
ATTRIBUTABLE TO COMMON STOCKHOLDERS:
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||||||||||
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NET
LOSS FROM CONTINUING OPERATIONS
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$ | (59,595 | ) | $ | (11,029 | ) | ||||
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INCOME
(LOSS) FROM DISCONTINUED OPERATIONS, net of tax
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158 | (7,821 | ) | |||||||
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NET
LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS
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$ | (59,437 | ) | $ | (18,850 | ) | ||||
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Weighted
average shares outstanding - basic3
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70,719,332 | 98,728,411 | ||||||||
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Weighted
average shares outstanding - diluted3
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70,719,332 | 98,728,411 | ||||||||
-MORE-
PAGE 3
- - RADIO ONE, INC. REPORTS FIRST QUARTER RESULTS
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Three
Months Ended March 31,
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||||||||
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2009
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2008
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|||||||
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(as adjusted)2
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||||||||
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(unaudited)
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||||||||
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(in thousands, except per share
data)
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||||||||
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PER
SHARE DATA - basic and diluted:
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||||||||
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Loss from continuing operations (basic)
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$ | (0.84 | ) | $ | (0.11 | ) | ||
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Loss from discontinued operations (basic)
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$ | 0.00 | $ | (0.08 | ) | |||
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Net loss attributable to common stockholders (basic)
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$ | (0.84 | ) | $ | (0.19 | ) | ||
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Loss from continuing operations (diluted)
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$ | (0.84 | ) | $ | (0.11 | ) | ||
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Loss from discontinued operations (diluted)
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$ | 0.00 | $ | (0.08 | ) | |||
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Net loss attributable to common stockholders (diluted)
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$ | (0.84 | ) | $ | (0.19 | ) | ||
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SELECTED
OTHER DATA
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||||||||
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Station operating income 1
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$ | 16,511 | $ | 28,989 | ||||
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Station operating income margin (% of net revenue)
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27.2 | % | 40.0 | % | ||||
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Station
operating income reconciliation:
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||||||||
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Net loss attributable to common stockholders
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$ | (59,437 | ) | $ | (18,850 | ) | ||
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Plus: Depreciation and amortization
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5,255 | 3,664 | ||||||
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Plus: Corporate selling, general and administrative
expenses
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5,133 | 6,407 | ||||||
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Plus: Stock-based compensation
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483 | 328 | ||||||
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Plus: Equity in (income) loss of affiliated company2
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(1,150 | ) | 2,829 | |||||
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Plus: Provision for income taxes
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7,071 | 8,898 | ||||||
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Plus: Noncontrolling interest in income of subsidiaries
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871 | 823 | ||||||
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Plus: Interest expense
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10,779 | 17,259 | ||||||
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Plus: Impairment of long-lived assets
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48,953 | - | ||||||
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Plus: Other (income) expense
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(50 | ) | 11 | |||||
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Less: Gain on retirement of debt
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(1,221 | ) | - | |||||
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Less: (Income) loss from discontinued operations, net of
tax
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(158 | ) | 7,821 | |||||
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Less: Interest income
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(18 | ) | (201 | ) | ||||
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Station operating income
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$ | 16,511 | $ | 28,989 | ||||
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Adjusted EBITDA4
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$ | 11,378 | $ | 22,582 | ||||
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Adjusted
EBITDA reconciliation:
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||||||||
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Net loss attributable to common stockholders
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$ | (59,437 | ) | $ | (18,850 | ) | ||
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Plus: Depreciation and amortization
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5,255 | 3,664 | ||||||
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Plus: Provision for income taxes
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7,071 | 8,898 | ||||||
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Plus: Interest expense
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10,779 | 17,259 | ||||||
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Less: Interest income
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(18 | ) | (201 | ) | ||||
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EBITDA
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$ | (36,350 | ) | $ | 10,770 | |||
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Plus: Equity in (income) loss of affiliated company2
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(1,150 | ) | 2,829 | |||||
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Plus: Noncontrolling interest in income of subsidiaries
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871 | 823 | ||||||
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Plus: Impairment of long-lived assets
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48,953 | - | ||||||
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Plus: Stock-based compensation
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483 | 328 | ||||||
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Plus: Other (income) expense
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(50 | ) | 11 | |||||
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Less: Gain on retirement of debt
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(1,221 | ) | - | |||||
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Less: (Income) loss from discontinued operations, net of
tax
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(158 | ) | 7,821 | |||||
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Adjusted
EBITDA
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$ | 11,378 | $ | 22,582 | ||||
-MORE-
PAGE
4- RADIO ONE, INC. REPORTS FIRST QUARTER RESULTS
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March
31, 2009
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December
31, 2008
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|||||||
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(unaudited)
|
||||||||
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(in thousands)
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||||||||
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SELECTED
BALANCE SHEET DATA:
|
|
|||||||
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Cash
and cash equivalents
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$ | 20,302 | $ | 22,289 | ||||
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Intangible
assets, net
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$ | 893,326 | $ | 944,969 | ||||
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Total
assets
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$ | 1,059,563 | $ | 1,125,477 | ||||
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Total
debt (including current portion)
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$ | 677,198 | $ | 675,362 | ||||
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Total
liabilities
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$ | 808,960 | $ | 810,002 | ||||
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Total
stockholders' equity
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$ | 247,752 | $ | 313,494 | ||||
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Noncontrolling
interest in subsidiaries
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$ | 2,851 | $ | 1,981 | ||||
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Current
Amount Outstanding
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Applicable
Interest Rate (a)
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|||||||
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(in thousands)
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||||||||
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SELECTED
LEVERAGE AND SWAP DATA:
|
||||||||
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Senior
bank term debt (swap matures 6/16/2010) (a)
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$ | 25,000 | 5.77 | % | ||||
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Senior
bank term debt (swap matures 6/16/2012) (a)
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$ | 25,000 | 5.97 | % | ||||
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Senior
bank term debt (at variable rates) (b)
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$ | 39,131 | 2.88 | % | ||||
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Senior
bank revolving debt (at variable rates) (b)
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$ | 286,500 | 2.06 | % | ||||
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87/8%
senior subordinated notes (fixed rate)
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$ | 101,510 | 8.88 | % | ||||
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63/8%
senior subordinated notes (fixed rate)
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$ | 200,000 | 6.38 | % | ||||
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Capital
lease obligation
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$ | 57 | 6.24 | % | ||||
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(a)
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A
total of $50.0 million is subject to fixed rate swap agreements that
became effective in June 2005. Under our fixed rate swap agreements, we
pay a fixed rate plus a spread based on our leverage ratio, as defined in
our Credit Agreement. That spread is currently set at 1.50% and is
incorporated into the applicable interest rates set forth
above.
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(b)
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Subject
to rolling three month and six month LIBOR plus a spread currently at
1.50% and incorporated into the applicable interest rate set forth
above. This tranche is not covered by swap agreements described
in footnote (a).
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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 Form 10-K/A and other
filings with the Securities and Exchange Commission. Radio One does
not undertake any duty to update any forward-looking statements.
-MORE-
PAGE 5
- - RADIO ONE, INC. REPORTS FIRST QUARTER RESULTS
Net
revenue decreased to approximately $60.7 million for the quarter ended March 31,
2009, from approximately $72.5 million for the same period in 2008, a decrease
of 16.3%. Excluding net revenues of approximately $3.3 million for Community
Connect Inc. (“CCI”), the social online networking company we acquired in April
2008, net revenue declined 20.8%. The prolonged economic downturn continued to
weaken the demand for advertising in general, and was the primary driver for the
radio markets in which we operate declining 24.2% for the quarter. We
experienced net revenue declines in all but two of our markets, with
considerable declines in our larger markets, including Atlanta, Baltimore,
Houston and Washington, DC. While Reach Media’s net revenue performance was flat
for the quarter, we continued to experience growth in net revenues associated
with our syndicated programs and internet advertising separate from that
generated by CCI. Net revenue is reported net of agency and outside sales
representative commissions of approximately $5.5 million and $7.9 million for
the quarters ended March 31, 2009 and 2008, respectively.
Operating
expenses, excluding depreciation and amortization, stock-based compensation and
impairment of long-lived assets decreased to approximately $49.3 million from
approximately $49.9 million for the quarters ended March 31, 2009 and 2008,
respectively, a decrease of 1.2%. Approximately $4.0 million of operating
expenses resulted from consolidating the operating results of CCI, which was
acquired in April 2008. More than offsetting the additional operating expenses
from CCI was savings from our various cost cutting initiatives, primarily
reductions in salaries and bonuses, contractor and consultant spending,
marketing and promotions, events spending, legal and professional and travel and
entertainment. In addition, declines in net revenues drove decreased spending in
commissions and national representative fees. Reductions in printing and
publication costs for Giant Magazine helped offset increased spending in our
radio division for syndicated shows on-air talent expenses and music royalties.
Excluding CCI’s spending of approximately $4.0 million, operating expenses
declined 9.2% for the three months ended March 31, 2009, compared to the same
period in 2008.
Stock-based
compensation increased to $483,000 from $328,000 for the quarters ended March
31, 2009 and 2008, respectively, an increase of 47.3%. Stock-based compensation
consists of expenses associated with our January 1, 2006 adoption of Statement
of Financial Accounting Standards (“SFAS”) No. 123(R), “Share-Based Payment,” and
expenses associated with restricted stock grants. The increase in stock-based
compensation was primarily due to additional stock options and restricted stock
awards associated with the March and April 2008 employment agreements for the
Chief Executive Officer, the Founder and Chairperson and the Chief Financial
Officer. The additional expense was offset in part due to the decline in the
fair value of options and grants, given the decline in the Company’s
stock price, cancellations, forfeitures and the completion of the vesting period
for certain stock option grants.
Depreciation
and amortization expense increased to approximately $5.3 million compared to
approximately $3.7 million for the quarters ended March 31, 2009 and 2008,
respectively, an increase of 43.4%. The consolidation of CCI’s operating results
accounted for approximately $1.0 million of the increase, and is attributable to
amortization expense associated with certain assets acquired as part of that
acquisition, mainly brand names, non-compete agreements, advertising agreements
and a favorable office lease. An additional $610,000 of the increase is due to
the depreciation of technical assets for our other internet businesses apart
from CCI.
Impairment
of long-lived assets was approximately $49.0 million for the quarter ended March
31, 2009. There was no impairment charge for the quarter ended March 31, 2008.
The impairment reflects a non-cash charge recorded for the impairment of radio
broadcasting licenses in 11 of our 16 markets, namely, Charlotte,
Cincinnati, Cleveland, Columbus, Dallas, Houston, Indianapolis, Philadelphia,
Raleigh-Durham, Richmond and St. Louis. The impairment charges are driven by the
prolonged economic downturn and further deterioration in the 2009 radio industry
outlook, which adversely impacted revenue, profitability and terminal values. As
a result, we lowered our financial projections since our 2008 annual and
year end fair value assessments, thus causing this quarter’s
impairment.
Interest
expense decreased to approximately $10.8 million for the quarter ended March 31,
2009, from approximately $17.3 million for the same period in 2008, a decline of
37.5%. The decrease in interest expense was due primarily to interest savings
from early redemptions of the Company’s 87/8 Senior
Subordinated Notes due July 2011, and to a lesser extent, pay downs of
outstanding debt on the Company’s credit facility. Interest savings were also
due to the absence of fees associated with the operation of WPRS-FM pursuant to
a local marketing agreement. We purchased WPRS-FM in June 2008 for approximately
$38.0 million in cash.
Gain on
retirement of debt was approximately $1.2 million for the quarter ended March
31, 2009, compared to no activity for the same period in 2008. The gain on
retirement of debt was due to the redemption of approximately $2.4 million of
the Company’s 87/8% Senior
Subordinated Notes during the quarter, at an average discount of 50.0%. An
amount of $101.5 million remained outstanding as of March 31, 2009.
-MORE-
PAGE 6-
RADIO ONE, INC. REPORTS FIRST QUARTER RESULTS
Equity in income of affiliated company was approximately $1.2 million for the quarter ended March 31, 2009, compared to equity in loss of affiliated company of approximately $2.8 million for the same period in 2008. The amounts are attributable to our share of income or losses generated by TV One, LLC (“TV One”) for the quarters ended March 31, 2009 and 2008, respectively. The Company’s share of TV One’s income or losses is driven by TV One’s current capital structure and the Company’s ownership levels in the equity securities of TV One that are currently absorbing its net income or losses. An adjustment was made to equity in loss of affiliated company for the quarter ended March 31, 2008 to correct for a change in TV One’s capital structure. Pursuant to Staff Accounting Bulletin (“SAB”) 99, “Materiality” and SAB 108, “Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements,” we increased the previously reported equity in loss of affiliated company for the quarter ended March 31, 2008 by $544,000.
For the
three months ended March 31, 2009, the provision for income taxes decreased to
approximately $7.1 million from approximately $8.9 million for the same period
in 2008. The tax expense for the quarter ended March 31, 2009 was less than the
same period in 2008 due to a reduction in the tax expense related to
indefinite-lived asset amortization and impairment charges for these
assets. The deferred tax assets (“DTAs”) and related valuation allowance
were impacted by additional indefinite-lived assets amortization and impairment
charges recorded in the quarter. Except for DTAs in our historically profitable
filing jurisdictions, a full valuation allowance was recorded in both of the
periods ended March 31, 2009 and 2008, as it was determined that more likely
than not, the DTAs would not be realized. As such, what would have otherwise
been a benefit for income taxes for the period ended March 31, 2009, was more
than offset by the valuation allowance recorded. The income tax provision
recorded, including the valuation allowance, resulted in a blended effective tax
rate of (13.7%) for the three months ended March 31, 2009. This rate results
from the combining of an effective quarterly tax rate for Radio One, Inc. of
(12.0%), which has a full valuation allowance for most of its DTAs, separate and
apart from an effective rate for Reach Media of 35.2%, which does not have a
valuation allowance.
Income
from discontinued operations, net of tax, was $158,000 for the quarter ended
March 31, 2009, compared to a loss, net of tax, of approximately $7.8 million
for the same period in 2008. The income from discontinued operations, net of
tax, for the three months ended March 31, 2009 resulted primarily from
activities for Los Angeles station KRBV-FM, which was sold in March 2008 for
approximately $137.5 million. The loss from discontinued operations, net of tax
for the three months ended March 31, 2008 was also attributable to the KRBV-FM
sale, and included an approximate $5.1 million impairment charge, and
approximately $1.8 million in other one-time sale related expenses. Discontinued
operations, net of tax, also includes a tax provision in the amount of $89,000
and $830,000 for the three months ended March 31, 2009 and 2008,
respectively.
Other
pertinent financial information includes capital expenditures of approximately
$1.1 million and $3.2 million for the quarters ended March 31, 2009 and 2008,
respectively. Radio One had total debt (net of cash balances) of
approximately $656.9 million and $653.1 million as of March 31, 2009 and
December 31,2008.
Throughout
the quarter ended March 31, 2009, the Company redeemed approximately $2.4
million of its outstanding 87/8% Senior
Subordinated Notes due July 2011 at an average discount of 50.0%. The
redemptions resulted in an approximately $1.2 million gain on the retirement of
debt, and an amount of $101.5 million remained outstanding as of March 31, 2009.
Under the terms of the Company’s Credit Agreement, the Company had approximately
$49.3 million in capacity available for repurchase of the 87/8% Senior
Subordinated Notes due July 2011 as of March 31, 2009.
In March
2008, the Company’s board of directors authorized a repurchase of shares of the
Company’s Class A and Class D common stock through December 31, 2009, in an
amount of up to $150.0 million, the maximum amount allowable under the Credit
Agreement. The amount and timing of such repurchases will be based on pricing,
general economic and market conditions, and the restrictions contained in the
agreements governing the Company’s credit facilities and subordinated debt and
certain other factors. While $150.0 million is the maximum amount allowable
under the Credit Agreement, in 2005, under a prior board authorization, the
Company utilized approximately $78.0 million to repurchase common stock leaving
capacity of $72.0 million under the Credit Agreement. During the period ended
March 31, 2009, the Company repurchased 22,515 shares of Class A common stock at
an average price of $0.57 and 14.4 million shares of Class D common stock at an
average price of $0.47. There were no shares repurchased during the period ended
March 31, 2008; however, for the year ended December 31, 2008, the Company
repurchased 421,661 shares of Class A common stock at an average price of $1.32
and 20.0 million shares of Class D common stock at an average price of $0.58. As
of March 31, 2009, the Company had approximately $53.1 million in capacity
available under the 2008 stock repurchase program.
Supplemental
Financial Information:
For
comparative purposes, the following more detailed, unaudited and adjusted
statements of operations for the three months ended March 31, 2009 and 2008 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. In addition, an adjustment was
made to equity in loss of affiliated company for the three months ended March
31, 2008 to correct for a change in TV One’s capital structure. Pursuant to SAB
99 and SAB 108, we increased the previously reported equity in loss of
affiliated company for the three month period ended March 31, 2008 by
$544,000.
-MORE-
PAGE 7-
RADIO ONE, INC. REPORTS FIRST QUARTER RESULTS
|
Three
Months Ended March 31, 2009
|
||||||||||||||||||||
|
(in thousands, unaudited)
|
||||||||||||||||||||
|
Consolidated
|
Radio One
|
Reach Media
|
Internet/ Publishing
|
Corporate/ Eliminations/
Other |
||||||||||||||||
|
STATEMENT
OF OPERATIONS:
|
||||||||||||||||||||
|
NET REVENUE
|
$ | 60,671 | $ | 47,341 | $ | 10,493 | $ | 3,824 | $ | (987 | ) | |||||||||
|
OPERATING EXPENSES:
|
||||||||||||||||||||
|
Programming and technical
|
20,586 | 13,511 | 4,862 | 3,178 | (965 | ) | ||||||||||||||
|
Selling, general and administrative
|
23,574 | 19,547 | 958 | 3,559 | (490 | ) | ||||||||||||||
|
Corporate selling, general and administrative
|
5,133 | - | 1,846 | - | 3,287 | |||||||||||||||
|
Stock-based compensation
|
483 | 126 | - | - | 357 | |||||||||||||||
|
Depreciation and amortization
|
5,255 | 2,389 | 981 | 1,593 | 292 | |||||||||||||||
|
Impairment of long-lived assets
|
48,953 | 48,953 | - | - | - | |||||||||||||||
|
Total operating expenses
|
103,984 | 84,526 | 8,647 | 8,330 | 2,481 | |||||||||||||||
|
Operating (loss) income
|
(43,313 | ) | (37,185 | ) | 1,846 | (4,506 | ) | (3,468 | ) | |||||||||||
|
INTEREST INCOME
|
(18 | ) | - | (11 | ) | - | (7 | ) | ||||||||||||
|
INTEREST EXPENSE
|
10,779 | - | - | 2 | 10,777 | |||||||||||||||
|
GAIN ON RETIREMENT OF DEBT
|
(1,221 | ) | - | - | - | (1,221 | ) | |||||||||||||
|
EQUITY IN INCOME OF AFFILIATED COMPANY
|
(1,150 | ) | - | - | - | (1,150 | ) | |||||||||||||
|
OTHER (INCOME) EXPENSE, net
|
(50 | ) | (1 | ) | - | (76 | ) | 27 | ||||||||||||
|
(Loss)
income before provision for income taxes, noncontrolling interest in
income of subsidiaries and discontinued operations
|
(51,653 | ) | (37,184 | ) | 1,857 | (4,432 | ) | (11,894 | ) | |||||||||||
|
PROVISION FOR INCOME TAXES
|
7,071 | 6,417 | 654 | - | - | |||||||||||||||
|
Net (loss) income from continuing operations
|
(58,724 | ) | (43,601 | ) | 1,203 | (4,432 | ) | (11,894 | ) | |||||||||||
|
INCOME FROM DISCONTINUED OPERATIONS, net of tax
|
158 | 158 | - | - | - | |||||||||||||||
|
CONSOLIDATED NET (LOSS) INCOME
|
(58,566 | ) | (43,443 | ) | 1,203 | (4,432 | ) | (11,894 | ) | |||||||||||
|
NONCONTROLLING INTEREST IN INCOME OF SUBSIDIARIES
|
871 | - | - | - | 871 | |||||||||||||||
|
NET
(LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS
|
$ | (59,437 | ) | $ | (43,443 | ) | $ | 1,203 | $ | (4,432 | ) | $ | (12,765 | ) | ||||||
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PAGE 8
- - RADIO ONE, INC. REPORTS FIRST QUARTER RESULTS
|
Three
Months Ended March 31, 2008
|
||||||||||||||||||||
|
(in thousands, unaudited, as adjusted2)
|
||||||||||||||||||||
|
Consolidated
|
Radio One
|
Reach Media
|
Internet/ Publishing
|
Corporate/ Eliminations/
Other |
||||||||||||||||
|
STATEMENT
OF OPERATIONS:
|
||||||||||||||||||||
|
NET REVENUE
|
$ | 72,498 | $ | 62,217 | $ | 10,466 | $ | 850 | $ | (1,035 | ) | |||||||||
|
OPERATING EXPENSES:
|
||||||||||||||||||||
|
Programming and technical
|
19,032 | 13,698 | 5,031 | 1,247 | (944 | ) | ||||||||||||||
|
Selling, general and administrative
|
24,477 | 22,377 | 854 | 1,994 | (748 | ) | ||||||||||||||
|
Corporate selling, general and administrative
|
6,407 | - | 1,932 | - | 4,475 | |||||||||||||||
|
Stock-based compensation
|
328 | 167 | - | 38 | 123 | |||||||||||||||
|
Depreciation and amortization
|
3,664 | 2,235 | 997 | 26 | 406 | |||||||||||||||
|
Total operating expenses
|
53,908 | 38,477 | 8,814 | 3,305 | 3,312 | |||||||||||||||
|
Operating income (loss)
|
18,590 | 23,740 | 1,652 | (2,455 | ) | (4,347 | ) | |||||||||||||
|
INTEREST INCOME
|
(201 | ) | - | (41 | ) | - | (160 | ) | ||||||||||||
|
INTEREST EXPENSE
|
17,259 | 660 | - | - | 16,599 | |||||||||||||||
|
EQUITY IN LOSS OF AFFILIATED COMPANY2
|
2,829 | - | - | - | 2,829 | |||||||||||||||
|
OTHER EXPENSE (INCOME), net
|
11 | - | - | 13 | (2 | ) | ||||||||||||||
|
(Loss)
income before provision for income taxes, noncontrolling interest in
income of subsidiaries and discontinued operations
|
(1,308 | ) | 23,080 | 1,693 | (2,468 | ) | (23,613 | ) | ||||||||||||
|
PROVISION FOR INCOME TAXES
|
8,898 | 8,292 | 606 | - | - | |||||||||||||||
|
Net (loss) income from continuing operations
|
(10,206 | ) | 14,788 | 1,087 | (2,468 | ) | (23,613 | ) | ||||||||||||
|
LOSS FROM DISCONTINUED OPERATIONS, net of tax
|
(7,821 | ) | (7,821 | ) | - | - | - | |||||||||||||
|
CONSOLIDATED NET (LOSS) INCOME
|
(18,027 | ) | 6,967 | 1,087 | (2,468 | ) | (23,613 | ) | ||||||||||||
|
NONCONTROLLING INTEREST IN INCOME OF SUBSIDIARIES
|
823 | - | - | - | 823 | |||||||||||||||
|
NET
(LOSS) INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS
|
$ | (18,850 | ) | $ | 6,967 | $ | 1,087 | $ | (2,468 | ) | $ | (24,436 | ) | |||||||
-MORE-
PAGE 9-
RADIO ONE, INC. REPORTS FIRST QUARTER RESULTS
The
Company announced during its 2008 fourth quarter conference call that it would
move to an annual conference call schedule as opposed to a quarterly conference
call schedule, effective for the fiscal year 2009.
Radio
One, Inc. (www.radio-one.com) is one of the nation's largest radio broadcasting
companies and the largest radio broadcasting company that primarily targets
African-American and urban listeners. Radio One currently owns 53 broadcast
stations located in 16 urban markets in the United States. Additionally, Radio
One owns Giant Magazine (www.giantmag.com), and Community Connect Inc.
(www.communityconnect.com), an online social networking company, which operates
a number of branded websites, including BlackPlanet, MiGente, and Asian Avenue.
The Company owns interests in TV One, LLC (www.tvoneonline.com), a
cable/satellite network programming primarily to African-Americans and Reach
Media, Inc. (www.blackamericaweb.com), owner of the Tom Joyner Morning Show and
other businesses associated with Tom Joyner.
Notes:
1 “Station operating income”
consists of net loss or income before depreciation and amortization, corporate
expenses, stock-based compensation, equity in income or loss of affiliated
company, provision for income taxes, noncontrolling interest in income of
subsidiaries, interest expense, impairment of long-lived assets, other income or
expense, gain on retirement of debt, and income or loss from discontinued
operations, net of tax. Station operating income is not a measure of financial
performance under generally accepted accounting principles. Nevertheless we
believe station operating income is often a useful measure of a broadcasting
company’s operating performance and 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 physical
plant, income taxes, investments, debt financings, gain on retirement of debt,
corporate overhead, stock-based compensation, impairment of long-lived assets
and income or losses from asset sales. Station operating income is frequently
used as one of the bases for comparing businesses in our industry, although our
measure of station operating income may not be comparable to similarly titled
measures of other companies. 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 operating income to station operating income
has been provided in this release.
2 An
adjustment was made to equity in loss of affiliated company for the three months
ended March 31, 2008 to correct for a change in TV One’s capital structure.
Pursuant to SAB 99 and SAB 108, we increased the previously reported equity
in loss of affiliated company for the three month period ended March 31, 2008 by
$544,000.
3 For the three months
ended March 31, 2009 and 2008, Radio One had 70,719,332 and 92,728,411 shares of
common stock outstanding on a weighted average basis, both basic and fully
diluted for outstanding stock options, respectively.
4 “Adjusted EBITDA”
consists of net loss or income plus (1) depreciation, amortization, provision
for income taxes, interest expense, equity in income or loss of affiliated
company, noncontrolling interest in income of subsidiaries, impairment of
long-lived assets, stock-based compensation, other income or expense and income
or loss from discontinued operations, net of tax, less (2) interest income and
gain on retirement of debt. Net income before interest income, interest expense,
provision for 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 loss of our affiliated company, gain on retirement 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 physical plant, 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 to EBITDA and Adjusted EBITDA has been provided in
this release.