 |
CUMULUS NEWS RELEASE
MARCH 16, 2000
CUMULUS MEDIA INC.
Fourth Quarter and Full Year
1999 Results
1999 Same-Station Revenues up
16.2%; Broadcast Cash Flow up 22.3%
Dickey Named President of Cumulus
Broadcasting
MILWAUKEE, WI March 16, 2000 -- Cumulus Media Inc. (NASDAQ:
CMLS), currently the nation’s third largest owner-and-operator of radio
stations (based upon the number of stations owned or to be acquired pursuant
to pending acquisition agreements), today reported fourth quarter and 1999
results. The quarterly period was marked by solid growth in total
and same-store revenues, new market entries, station acquisitions and the
completion of major infrastructure and sales force expansion to drive and
support growth in 2000 and beyond. The Company also announced
that Executive Vice Chairman Lew Dickey was named President of Cumulus
Broadcasting, the company’s operating subsidiary, and takes over the reins
of the rapidly growing 321 stations in 64 market group effective immediately.
During the quarter, the Company entered 16 new markets and assumed operation
of 60 new stations. The Company also hired 275 new sales personnel,
thereby increasing the professional selling team by 44% to 900 by year
end. A new customer account management system was introduced in all
the same-store markets to ensure that a Cumulus professional seller is
supporting each major advertiser in the communities the Company serves.
Each radio station brand now has a local sales manager. The Company
also added over 250 programming personnel to enhance the product quality
of each station.
“We had a very productive quarter with strong revenue performance and
the completion of major initiatives to drive and support future revenue
growth,” said Richard Weening, Executive Chairman. “Our investment in the
future, however, reduced broadcast cash flow in the quarter by over $5.0
million. This investment is already beginning to pay off in Q1 of
2000.”
Three months ended December 31, 1999
Consolidated net revenue on a historical basis was $55.7 million, up
56.1% from $35.7 million for the fourth quarter in 1998. Broadcast
cash flow was $12.3 million, up 14.3% from $10.7 million for the fourth
quarter of 1998.
During the quarter, the Company incurred $8.4 million of expense
associated with assuming operating control across sixteen markets and sixty
radio stations. In addition, the Company invested a one-time $1.2
million to fund the costs associated with a 275-person expansion of its
field sales organization over the second half of 1999, and another
one-time $1.3 million to fund a similar expansion in programming and promotion
personnel and resources during the same period. Despite these increased
expenses due to investments in additional sales and programming staff and
for other necessary reasons, Broadcast cash flow increased to $12.3
million for the quarter ended December 31, 1999, up from $10.7 million
in the fourth quarter of 1998.
Due to (1) non-cash depreciation and amortization expenses, (2) interest
expense related to the acquisition of 215 stations from the Company’s inception
on May 22, 1997 through December 31, 1999, and (3) accrued dividends on
the Company’s Series A Preferred Stock, the Company reported a net loss,
attributable to common stock, of $10.4 million during the fourth quarter
of 1999, or $(.32) per share versus $(.37) per share in the equivalent
quarter in 1998.
On a same-station basis, net revenue for the 195 stations in 36 markets
operated for at least a full year was $41.3 million, up 11.1% from the
previous year’s net revenue of $37.2 million. After a combined $2.5
million of expenses for sales force expansion, programming personnel and
management systems in Cumulus’ markets, broadcast cash flow was $ 9.1 million,
which was down from the prior year by $1.8 million, or 16.6%.
“Same-station revenue growth was good by industry standards but frankly
we expected more,” Weening said. “The expansion of the sales
force and the implementation of a comprehensive account management system
positioned us for solid growth in 2000, but we paid a price in Q4 as newly
hired salespeople took the quarter to ramp up to speed.”
On a pro-forma basis (assuming all 305 stations owned or operated
under an LMA agreement at any time during the applicable period were owned
or operated under an LMA agreement for the full period), consolidated net
revenues increased $4.4 million or 6.9%, to $67.9 million versus $63.5
million in the comparable period a year ago; and broadcast cash flow decreased
$2.3 million or 13.1% to $15.3 million, compared to the quarter ended December
31, 1998 (when revenues and cash flow were $--63.5 million and $17.7 million
respectively). As a result of the significant investment in sales force
expansion, programming and infrastructure, broadcast cash flow margins
decreased to 22.6% in the fourth quarter of 1999 compared to 27.8% in the
fourth quarter of 1998.
Twelve months ended December 31, 1999
For the twelve months ended December 31, 1999, Cumulus reported consolidated
net revenue on a historical basis of $180.0 million, up 82.2% from
$98.8 million for the twelve months ended December 31, 1998. Broadcast
cash flow for the twelve months was $46.7 million up $20.1 million, or
75.3% over $ 26.6 million for the twelve months ended December 31, 1998.
Due to non-cash depreciation and amortization expense, interest expense
related to the station acquisitions and non-cash dividends on preferred
stock, the Company reported a net loss attributable to the common stock
of $38.6 million, or $(1.55) per share for the twelve months ended December
31, 1999 versus a net loss of $ 27.3 million, or $ (1.70) per share
for the twelve months ended December 31,1998.
On a same station basis, net revenue for the 195 stations in 36 markets
operated for at least a full year was $152.3 million, up $21.2 million
or 16.2% from the previous year’s net revenues of $131.1 million for the
same period. Broadcast cash flow was $39.8 million, up $7.3 million
or 22.3% from $32.5 million for the twelve-month period ending December
31, 1998. Broadcast cash flow margins increased to 26.1% in 1999
compared to 24.8% for the twelve-month period ended December 31, 1998.
On a pro-forma basis (assuming all 305 stations owned or operated
under an LMA agreement at any time during the applicable period were owned
or operated under an LMA agreement for the full period), consolidated net
revenues increased $23.1 million, or 10.0% to $253.2 million (versus $230.2
million in the twelve months ended December 31, 1998). Broadcast
cash flow increased $8.1 million, or 13.7%, to $67.0 million, compared
to the twelve months ended December 31, 1998, and broadcast cash flow margins
increased to 26.5% in 1999 compared to 25.6% in 1998.
“Overall and on a same-station basis our full-year performance was very
solid,” Weening said. “In the fourth quarter we laid the foundation
with people and systems to enable the Company to continue its growth in
2000 and beyond.”
Restatement of Previously Issued 1999 Quarterly Results
In the course of reviewing its year-end results in conjunction with
its annual audit, the company concluded that certain revenues and expenses
for the first, second, and third quarters of the year were misallocated.
The misallocation relates principally to revenue associated with contract
sales spanning more than one accounting period. The restatements
that result from these misallocations have, in most instances, resulted
in revenue previously recorded in one quarter shifting into the immediate
subsequent quarter. As a result, the Company today announced restated
results for the first three quarters of 1999 as follows:
|
(amounts in millions)
|
Revenue
|
BCF
|
|
Quarter Ended
|
From
|
To
|
From
|
To
|
|
March 31
|
$31.9
|
$31.2
|
$5.0
|
$4.4
|
|
June 30
|
$45.8
|
$45.8
|
$13.5
|
$13.6
|
|
September 30
|
$48.0
|
$47.3
|
$17.1
|
$16.4
|
| |
|
|
|
|
Upon recently learning of the quarterly revenue timing issues, senior
management of the Company conducted a detailed, comprehensive review of
contracts recorded in 1999 to ensure that proper adjustments were being
made.
The Company, in conjunction with its Audit Committee, is undertaking
structural, process, and personnel changes to strengthen its system of
internal control over financial reporting in order to ensure that quarterly
revenue in subsequent years is accurately recorded. Said Executive
Chairman Richard Weening, "Quarterly adjustments like these, no matter
how small, are plainly unacceptable and contrary not only to Company policy
but to our culture. Under the supervision of our Audit Committee,
we are working hard to put in place improved systems, and I am taking personal
responsibility for making sure that this does not happen again."
Dickey Named President of Cumulus Broadcasting.
Lew Dickey, Executive Vice Chairman of Cumulus Media Inc., today was
named President of Cumulus Broadcasting, Inc, the Company’s broadcast operating
subsidiary. Dickey, a co-founder of Cumulus with Executive Chairman
Richard Weening, is a nationally-regarded broadcast operator and marketing
strategist. “In the business of modern clustered radio, Lew Dickey
is a superstar. He’s as good as it gets,” said Weening. “We
have become one of the largest radio groups in the country in less than
3 years, Weening continued. “ We are very fortunate indeed that someone
with Lew’s track record is willing to commit his considerable energy to
take us ahead.”
Mr. Dickey received his undergraduate degree from Stanford University
and an MBA from Harvard Business School, and comes from a family of radio
operators with existing properties in Atlanta and Nashville and previously
Toledo. He has been involved for more than 20 years in all levels
of the radio business – from ownership and management to selling ads on
the street.
“I have spent the last two years helping to build the platform of 321
stations through 110 separate acquisitions ,” Mr. Dickey said.
“We have assembled a wonderful group of assets that can’t be replicated,
and I will now also be able to focus on maximizing the potential of each
of our stations. Given our size this is a natural shift.”
Dickey was the founder of Stratford Research Company Inc., a strategy
consulting firm specializing in the radio and TV broadcasting industry.
For two years prior to March 1998, he served as President and CEO of Midwestern
Broadcasting, Inc. He is also the author of The Franchise – Building
Radio Brands, published by the National Association of Broadcasters in
1998. Dickey will also continue in his role as Executive Vice Chairman
of Cumulus Media Inc.
William Bungeroth, formerly President of Cumulus Broadcasting, has left
the Company to pursue other interests.
About Cumulus Media Inc.
Cumulus Media Inc. is the parent company of Cumulus Broadcasting Inc.,
which, along with its other subsidiaries, owns and operates station clusters
in mid-size markets. The Company commenced operations May 22, 1997.
Cumulus is the third largest U.S. radio operating company in terms of stations
owned.
Pro forma the completion of all pending acquisitions, Cumulus Media
will own and operate 321 radio stations in 64 mid-size and smaller U.S.
media markets. After giving pro forma effect for the pending acquisitions,
the Company will own, on average, over 5 radio stations per market.
In addition, the Company owns and operates a multi-market radio network
in the English-speaking Caribbean.
This news announcement contains certain forward-looking statements that
are based upon current expectations and involve certain risks and uncertainties
within the meaning of the U.S. Private Securities Litigation Reform Act
of 1995. Key risks are described in the Company’s reports filed with
the U.S. Securities and Exchange Commission. Readers should note
that these statements may be impacted by several factors including changes
in the economic climate and the business of radio broadcasting. Accordingly,
the Company’s actual performance may vary from those stated or implied
herein.
Fourth Quarter Results
|
CUMULUS MEDIA INC.
(unaudited)
(in thousands) |
|
|
|
|
|
|
Three Months Ended |
Twelve Months Ended |
|
December 31 |
December 31 |
|
1999 |
1998 |
1999 |
1998 |
|
Historical: |
|
|
|
|
|
Net Revenues |
$55,669 |
$35,662 |
$180,019 |
$98,787 |
|
Broadcast Cash Flow |
$12,279 |
$10,744 |
$46,691 |
$26,633 |
|
BCF Margins |
22.1% |
30.1% |
25.9% |
27.0% |
|
|
|
|
|
|
Markets Operated One Year (36 Markets; 195 Stations): |
|
|
|
|
|
Net Revenues |
$41,302 |
$37,175 |
$152,285 |
$131,101 |
|
Broadcast Cash Flow |
$9,091 |
$10,900 |
$39,805 |
$32,544 |
|
BCF Margins |
22.0% |
29.3% |
26.1% |
24.8% |
|
|
|
|
|
|
|
|
|
|
|
Pro Forma (305 Stations Operated or Managed): |
|
|
|
|
|
Net Revenues |
$67,858 |
$63,470 |
$253,234 |
$230,184 |
|
Broadcast Cash Flow |
$15,344 |
$17,662 |
$67,026 |
$58,964 |
|
BCF Margins |
22.6% |
27.8% |
26.5% |
25.6% |
|
|
|
|
|
CAPITALIZATION
| |
|
|
| |
December 31, 1999 |
December 31, 1998 |
|
Cash and cash equivalents |
$219,581 |
$24,885 |
|
Long-term debt, including current maturities: |
|
|
|
Term loan facility |
125,000 |
62,500 |
|
Senior Subordinated Notes |
160,000 |
160,000 |
|
Other |
227 |
267 |
|
Total long-term debt |
285,227 |
$222,767 |
| |
|
|
|
Series A Preferred Stock |
102,732 |
133,741 |
| |
|
|
|
Total Stockholders’ equity |
478,850 |
125,135 |
|
Total capitalization |
$866,309 |
$481,643 |
CUMULUS MEDIA INC.
Fourth Quarter Results
CUMULUS MEDIA INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(Unaudited)
|
|
Three Months Ended
December 31, 1999 |
Three Months Ended
December 31, 1998 |
Twelve Months Ended
December 31, 1999 |
Twelve Months Ended
December 31, 1998 |
| |
|
|
|
|
|
Gross broadcast revenues |
$60,128 |
$38,740 |
$194,940 |
$108,172 |
|
Less: Agency commissions |
(4,459) |
(3,078) |
(14,921) |
(9,385) |
|
Net broadcast revenues |
55,669 |
35,662 |
$180,019 |
$98,787 |
|
Station operating expenses |
43,390 |
24,918 |
133,328 |
72,154 |
|
Corporate G.& A. expense |
3,054 |
1,712 |
8,204 |
5,607 |
|
Depreciation and amortization |
10,245 |
6,608 |
36,729 |
19,584 |
|
Operating income (loss) |
($1,020) |
$2,424 |
$1,758 |
$1,442 |
|
Other (income) expenses:
Interest expense
Interest income
Other income (expense), net |
7,679
(2,110)
(132) |
5,802
(584)
- |
27,041
(4,164)
627 |
15,551
(2,373)
(2) |
|
Income(loss) before income taxes |
($6,721) |
($2,794) |
($20,492) |
($11,738) |
|
Income tax expense |
(143) |
(104) |
(303) |
(126) |
|
Income(loss) before extraordinary item |
($6,864) |
($2,898) |
($20,795) |
($11,864) |
|
Extraordinary loss on early extinguishment of debt |
- |
- |
- |
($1,837) |
|
Net income(loss) |
($6,864) |
($2,898) |
($20,795) |
(13,701) |
|
Preferred stock dividends and accretion of discount |
3,531 |
4,445 |
17,776 |
13,591 |
|
Net loss attributable to common stock |
($10,395) |
($7,343) |
($38,571) |
($27,292) |
|
Basic and diluted loss per common share: |
|
|
|
|
|
Before extraordinary loss |
($.21) |
$(0.15) |
$(.83) |
$(0.74) |
|
Extraordinary loss |
- |
- |
- |
($0.11) |
|
Net loss attributable to common stock |
($.32) |
$(0.37) |
$(1.55) |
($1.70) |
| |
|
|
|
|
|
Weighted Average Shares Common Shares |
32,582 |
19,737 |
24,938 |
16,085 |
| |
|
|
|
|
|
Pro Forma Basic and diluted loss per common share: |
|
|
|
|
|
Before extraordinary loss |
($.20) |
$(0.15) |
($.60) |
$(0.60) |
|
Extraordinary loss |
- |
- |
- |
$(0.09) |
|
Net loss attributable to common stock |
$(0.30) |
$(0.37) |
($1.11) |
($1.38) |
|
Pro Forma common shares outstanding (1) |
34,814 |
19,737 |
34,814 |
19,737 |
| |
|
|
|
|
- Pro forma for the shares issued in connection with the Company’s Follow-On Public Stock Offering, which was completed on November 18, 1999, and including the exercise of the underwriter’s over allotment of 204,000 shares (102,000 primary) on November 24, 1999
CUMULUS MEDIA INC.
First Quarter Resated Results
CUMULUS MEDIA INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(Unaudited)
|
|
Restated
Three Months Ended
March 31, 1999 |
Published
Three Months Ended
March 31, 1999 |
| |
|
|
|
Gross broadcast revenues |
$33,744 |
$ 34,495 |
|
Less: Agency commissions |
(2,533) |
(2,580) |
|
Net broadcast revenues |
31,211 |
31,915 |
|
Station operating expenses |
26,776 |
26,870 |
|
Corporate G.& A. expense |
1,674 |
1,674 |
|
Depreciation and amortization |
7,599 |
7,584 |
|
Operating income (loss) |
(4,838) |
(4,213) |
|
Other (income) expenses:
Interest expense
Interest income
Other income (expense), net |
6,020
(139)
- |
6,020
(139)
- |
|
Income(loss) before income taxes |
(10,719) |
(10,094) |
|
Income tax expense |
- |
- |
|
Income(loss) before extraordinary item |
(10,719) |
(10,094) |
|
Extraordinary loss on early extinguishment of debt |
- |
- |
|
Net income(loss) |
(10,719) |
(10,094) |
|
Preferred stock dividends and accretion of discount |
4,545 |
4,545 |
|
Net loss attributable to common stock |
$(15,264) |
$(14,639) |
| |
|
|
|
Basic and diluted loss per common share: |
|
|
|
Net loss attributable to common stock |
$(0.77) |
$(0.74) |
|
Average Shares Outstanding |
19,737 |
19,737 |
| |
|
|
|
Pro Forma Basic and diluted loss per common share: |
|
|
|
Net loss attributable to common stock |
$(0.77) |
$(0.74) |
|
Pro Forma common shares outstanding |
19,737 |
19,737 |
| |
|
|
CUMULUS MEDIA INC.
Second Quarter Restated Results
CUMULUS MEDIA INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(Unaudited)
|
|
Restated
Three Months Ended
June 30, 1999 |
Published
Three Months Ended
June 30, 1999 |
Restated
Six Months Ended
June 30, 1999 |
Published
Six Months Ended
June 30, 1999 |
| |
|
|
|
|
|
Gross broadcast revenues |
$49,775 |
$49,746 |
$83,519 |
$84,241 |
|
Less: Agency commissions |
(3,929) |
(3,946) |
(6,462) |
(6,526) |
|
Net broadcast revenues |
45,846 |
45,800 |
77,057 |
77,715 |
|
Station operating expenses |
32,262 |
32,256 |
59,038 |
59,126 |
|
Corporate G.& A. expense |
1,736 |
1,736 |
3,410 |
3,410 |
|
Depreciation and amortization |
8,785 |
8,758 |
16,384 |
16,341 |
|
Operating income (loss) |
3,063 |
3,050 |
(1,775) |
(1,162) |
|
Other (income) expenses:
Interest expense
Interest income
Other income (expense), net |
6,472
(82)
(2) |
6,472
(82)
(2) |
12,492
(221)
(2) |
12,492
(220)
(2) |
|
Income(loss) before income taxes |
(3,329) |
(3,342) |
(14,048) |
(13,436) |
|
Income tax expense |
- |
- |
- |
- |
|
Income(loss) before extraordinary item |
(3,329) |
(3,342) |
(14,048) |
(13,436) |
|
Extraordinary loss on early extinguishment of debt |
- |
- |
- |
- |
|
Net income(loss) |
(3,329) |
(3,442) |
(14,048) |
(13,436) |
|
Preferred stock dividends and accretion of discount |
4,752 |
4,752 |
9,297 |
9,297 |
|
Net loss attributable to common stock |
$(8,081) |
$(8,094) |
$(23,345) |
$(22,733) |
| |
|
|
|
|
|
Basic and diluted loss per common share: |
|
|
|
|
|
Net loss attributable to common stock |
$(0.41) |
$(.41) |
$(1.18) |
$(1.15) |
|
Weighted Average Shares Outstanding |
19,737 |
19,737 |
19,737 |
19,737 |
| |
|
|
|
|
|
Pro Forma Basic and diluted loss per common share: |
|
|
|
|
|
Net loss attributable to common stock |
$(0.41) |
$(0.41) |
$(1.18) |
$(1.18) |
|
Pro Forma common shares outstanding |
19,737 |
19,737 |
19,737 |
19,737 |
CUMULUS MEDIA INC.
Third Quarter Restated Results
CUMULUS MEDIA INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(Unaudited)
|
|
Restated
Three Months Ended
September 30, 1999 |
Published
Three Months Ended
September 30, 1999 |
Restated
Nine Months Ended
September 30, 1999 |
Published
Nine Months Ended
September 30, 1999 |
| |
|
|
|
|
|
Gross broadcast revenues |
$51,293 |
$52,100 |
$134,812 |
$136,341 |
|
Less: Agency commissions |
(4,000) |
(4,083) |
(10,462) |
(10,609) |
|
Net broadcast revenues |
47,293 |
48,017 |
124,350 |
125,732 |
|
Station operating expenses |
30,900 |
30,923 |
89,938 |
90,049 |
|
Corporate G.& A. expense |
1,740 |
1,740 |
5,150 |
5,150 |
|
Depreciation and amortization |
10,100 |
9,928 |
26,484 |
26,270 |
|
Operating income (loss) |
4,553 |
5,426 |
2,778 |
4,263 |
|
Other (income) expenses:
Interest expense
Interest income
Other income (expense), net |
6,870
(1,833)
761 |
6,870
(1,833)
761 |
19,362
(2,054)
759 |
19,362
(2,054)
759 |
|
Income(loss) before income taxes |
277 |
1,150 |
(13,771) |
(12,286) |
|
Income tax expense |
(160) |
(160) |
(160) |
(160) |
|
Income(loss) before extraordinary item |
117 |
990 |
(13,931) |
(12,446) |
|
Extraordinary loss on early extinguishment of debt |
- |
- |
- |
- |
|
Net income(loss) |
117 |
990 |
(13,931) |
(12,446) |
|
Preferred stock dividends and accretion of discount |
4,948 |
4,948 |
14,245 |
14,245 |
|
Net loss attributable to common stock |
$(4,831) |
$(3,958) |
$(28,176) |
$(26,691) |
| |
|
|
|
|
|
Basic and diluted loss per common share: |
|
|
|
|
|
Net loss attributable to common stock |
$(0.18) |
$(.14) |
$(1.26) |
$(1.19) |
|
Weighted Average Shares Outstanding |
27,527 |
27,527 |
22,362 |
22,362 |
| |
|
|
|
|
|
Pro Forma Basic and diluted loss per common share: |
|
|
|
|
|
Net loss attributable to common stock |
$(0.16) |
$(0.13) |
$(.91) |
$(0.86) |
|
Pro Forma common shares outstanding(1) |
31,021 |
31,021 |
31,021 |
31,021 |
(1) Pro forma for the shares issued in connection with the Company’s Follow-On Public Stock Offering, which was completed on July 22, 1999, and including the exercise of the underwriter’s over allotment of 1,449,600 shares on August 10, 1999.
|