CUMULUS NEWS RELEASE

ATLANTA, GA November 14, 2000 -- Cumulus Media Inc. (NASDAQ: CMLS) today reported results for the three and nine month periods ending September 30, 2000.  In a continuation of trends reported in previous periods, the quarter ending September 30, 2000 was affected by below-market revenues in our radio operations associated with long-term contracts entered into in 1999. The quarter was also marked by the progress made in consolidating the operations, corporate functions and management personnel of the business in the new headquarters in Atlanta.  Finally, the quarter was marked by a number of non-recurring events that affected our financial performance for the third quarter of 2000 and which are discussed in detail below.

 For the three months ended September 30, 2000, net revenues increased 22.9% to $58.1 million compared to $47.3 million for the same period in 1999.  Before non-recurring charges, Broadcast Cash Flow was $15.7 million and EBITDA was $12.0 million.  After a non-recurring charge to bad debt expense (discussed below), Broadcast Cash Flow decreased to ($4.5) million and EBITDA decreased to ($ 8.3) million.

Third Quarter, 2000 Operating Performance

The actual, same station and pro forma results below are presented before the impact of the non-recurring charge discussed below.

For the three months ended September 30, 2000 net revenues increased $10.8 million, or 22.9%, to $58.1 million, from $47.3 million for the same period in 1999.  Broadcast Cash Flow (defined as station operating income (loss) before depreciation, amortization, LMA fees, non-cash stock compensation expense and other non-recurring charges) decreased $0.9 million, or 4.7%, to $15.7 million for the three months ending September 30, 2000, compared to $16.4 million for the three months ended September 30, 1999. EBITDA decreased $2.8 million, or 19.0%, to $12.0 million for the three months ending September 30, 2000, compared to $14.7 million for the three months ended September 30, 1999.

Basic and diluted income per share was $0.58 for the three months ending September 30, 2000, primarily as a result of the non-recurring gain discussed below.  This compares to a basic and diluted loss per share of ($0.17) for the three months ended September 30, 1999.

On a same station basis, net revenues for the 150 stations in 29 markets operated for at least a full year decreased $1.4 million, or 4.7%, to $28.8 million for the three months ending September 30, 2000, compared to net revenues of $30.2 million for the three month period ending September 30, 1999.  Same station Broadcast Cash Flow decreased $4.5 million, or 38.5%, to $7.1 million for the three months ending September 30, 2000, compared to $11.6 million for the three months ended September 30, 1999.

On a pro forma basis, after all announced acquisitions and divestitures, net revenues for the 227 stations in 46 markets decreased $1.5 million, or 2.7%, to $55.0 million for the three months ending September 30, 2000, compared to net revenues of $56.5 million for the three-month period ending September 30, 1999.  Pro forma Broadcast Cash Flow decreased $4.5 million, or 22.8%, to $15.1 million for the three months ending September 30, 2000, compared to $19.6 million for the three months ended September 30, 1999.

For the nine months ended September 30, 2000, net revenues increased $44.1 million, or 35.5%, to $168.5 million, from $124.4 million for the nine months ended September 30, 1999. Broadcast Cash Flow increased $3.1 million, or 8.9%, to $37.5 million for the nine months ending September 30, 2000, compared to $34.4 million for the nine months ended September 30, 1999. EBITDA decreased $4.2 million, or 14.5%, to $25.0 million for the nine months ending September 30, 2000, compared to $29.3 million for the three months ended September 30, 1999.

Basic and diluted loss per share was ($0.17) for the nine months ending September 30, 2000, compared to ($1.05) for the nine months ended September 30, 1999.

On a same station basis, net revenue for the 150 stations in 29 markets operated for at least a full year increased $1.2 million, or 1.5%, to $83.6 million for the nine months ending September 30, 2000, when compared to net revenues of $82.4 million for the nine month period ending September 30, 1999. Same station Broadcast Cash Flow decreased $7.9 million, or 33.2%, to $15.9 million for the nine months ending September 30, 2000, compared to $23.8 million for the nine months ended September 30, 1999.

On a pro forma basis, after all announced acquisitions and divestitures, net revenue for the 227 stations in 46 markets increased $1.5 million, or 1.0%, to $158.0 million for the nine months ending September 30, 2000, compared to net revenues of $156.5 million for the nine-month period ending September 30, 1999.  Pro forma Broadcast Cash Flow decreased $7.4 million, or 16.7%, to $37.0 million for the nine months ending September 30, 2000, compared to $44.4 million for the nine months ended September 30, 1999.

Cumulus CEO Lew Dickey, noted, "During the third quarter, we made measurable progress in the implementation of our turnaround plans.  Our significant expense reduction plan has been successfully implemented, and we expect to see improvement in Q4, particularly in the area of cost reduction on the station side. In addition, we relocated our corporate headquarters to Atlanta, consolidating our Chicago and Milwaukee offices.  We don't expect to see measurable growth in revenue until Q1 2001 due to the large number of annual contracts for this calendar year that were previously sold at below-market rates.  Below-market rates, especially given our ratings success, are enjoyed by many of our primary clients, but all annual deals will expire by the end of this year and we expect to return to market level pricing in the first quarter of next year."

New Chief Operating Officer Announced

The Company is very pleased to announce the addition of Jonathon Pinch as Executive Vice-President and Chief Operating Officer.  Mr. Pinch joins Cumulus’ management team after a highly successful tenure as the President of Clear Channel International Radio (“CCU International”) (NYSE:CCU).  At rapidly growing CCU International, Mr. Pinch was responsible for the management of all CCU radio operations outside of the United States, which included over 300 properties in 9 countries.

 Upon his appointment as Cumulus’ Chief Operation Officer Mr. Pinch commented, “ the decision to leave Clear Channel was a difficult one and I have great respect for the Mays’ operation.  However, after carefully researching this opportunity, Cumulus is a company with tremendous assets and talented people. I believe my skills as an operator will help Cumulus to realize the cash flow potential of its significant radio platform, and I’m excited to be a part of the Cumulus team.” 

 Lew Dickey added, “We are very pleased to have Jon on our team.  He is an excellent operator and a consummate broadcast professional.  As President of CCU International Radio, Jon built an impressive track record running over 300 stations, which would be the second largest group in the U.S. in number of stations owned and top ten in terms of revenue and cash flow.   This experience, and Jon's highly successful track record with a radio group similar to Cumulus in both size and scope, makes Jon ideally suited for the role of Chief Operating Officer of Cumulus Media Inc” 

Non-Recurring Items

The Company completed the first phase of the asset exchange and sale with Clear Channel Communications (NYSE: CCU) on August 25, 2000.  In connection with the completion of this transaction, the Company recorded a non-recurring gain on the sale of assets in the amount of $ 68.1 million in the quarter on a gross basis, and $40.9 million net of tax.

Executive Vice-President and Chief Financial Officer Martin R. Gausvik noted, “ The third quarter was an important transitional period from a financial performance and capital-raising perspective.  We spent a significant part of the quarter addressing the Company’s capital needs, which culminated on October 2nd with the successful completion of the Connoisseur Communications acquisition.  While it was necessary that the Company sell certain non-core assets to complete this important acquisition, we are excited about the composition of our portfolio of assets going forward.” 

Mr. Gausvik also noted,  “During the quarter, the new operating management team implemented a new credit and collections policy across all markets designed to ensure uniform and adequate procedures for the extension of credit and collection of receivables”.  In connection with our implementation of this new policy, a comprehensive review of the Company’s accounts receivable aged trial balance was completed.  As a result, the Company has recorded non-recurring bad debt expense in the third quarter of $20.2 million that includes (i) specific write-offs of $4.6 million in markets being divested; (ii) $8.3 million of specific write-offs in markets being retained; and (iii) the creation of a $7.3 million of allowance for doubtful accounts as of September 30, 2000. 

The management team has also created incentives for the sales organizations in each of our markets to collect delinquent accounts receivable prior to December 31, 2000. 

Accounting for Income Taxes

In March of this year, in conjunction with our former independent public accountants, Cumulus restated its 1998 financial statements for the reversal of deferred tax valuation allowances.   During the third quarter, the Company, after consultation with its current independent public accountants, modified its accounting for income taxes to ensure compliance with Statement of Financial Accounting Standard No. 109 (SFAS #109), Accounting for Income Taxes.  This modification, discussed below, and has no impact on cash or on previously reported operating performance.

The restatement in March, 2000 involved the reversal of deferred tax valuation allowances, which in turn resulted in the recognition of income tax benefits in our 1998 operating statement. These deferred tax valuation allowance reversals, which were non-cash in nature, were incorrectly recorded for cases where Cumulus acquired radio properties through stock purchases. For these acquisitions, the valuation allowances should have been reversed to goodwill, rather than recorded as an income tax benefit in the Company’s operating statement.

As a result of this change in accounting for income taxes, the Company will restate its Quarterly Report on Form 10-Q for the three and nine month periods ending September 30, 1998 and will also restate its Annual Report on Form 10-K for the twelve month period ending December 31, 1998.  The combined effect of the change in accounting for income taxes on the 1998 financial statements is an increase in our net loss attributable to common shareholders of $3.4 million.  This restatement takes our net loss attributable to common shareholders from $8.0 million to $11.4 million.  The corresponding increase in the basic and diluted loss per share is $0.20, restating the loss per share from $1.35 to $1.55. 

The Company will also restate its Quarterly Reports on Form 10-Q for the three-month and six month periods ending March 31, 2000 and June 30, 2000, respectively, to record the effect of the previously unrecorded reversal of tax valuation allowances.   The effect of the change in accounting for income taxes is to record the previously unrecorded tax benefits of $5.8 million for the quarter ending March 31, 2000 and $5.1 million for the quarter ending June 30, 2000. These restatements decrease our net loss attributable to common shareholders, and our basic and diluted loss per share attributable to common shareholders, $5.8 million and $0.16, respectively, for the quarter ending March 31, 2000; and decrease our net loss attributable to common shareholders, and our basic and diluted loss per share attributable to common shareholders, $5.1 million and $0.15, respectively, for the quarter ending June 30, 2000.

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 second largest U.S. radio operating company based upon the number of stations owned or to be acquired pursuant to pending acquisition agreements. 

Giving effect to the completion of all pending acquisitions and divestitures, Cumulus Media will own and operate 227 radio stations in 46 mid-size and smaller U.S. media markets. In addition, the Company owns and operates a multi-market radio network in the English-speaking Caribbean.

Certain statements within this release constitute “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995.  Such forward looking statements are subject to numerous known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements in light of future decisions by the Company, and by market, economic, competitive, regulatory and technological developments beyond the Company’s control.  Investors should examine the filings that are made with the SEC by the Company from time to time, which more fully describe the risks and uncertainties associated with Cumulus Media Inc.’s business.

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CUMULUS MEDIA INC.
Third Quarter 2000 Results

 

 

 

 

 

 

 

Three Months Ended

September 30

Nine Months Ended

September 30

 

 

 

 

 

 

 

 

2000

1999

2000

1999

Historical:

 

 

 

 

Net Revenues

$58,127

$47,293

$168,470

$124,350

Broadcast Cash Flow

($4,522)

$16,393

$17,333

$34,412

BCF Margins

(7.8%)

34.7%

10.3%

27.7%

 

 

 

 

 

Markets Operated One Year (29 Markets; 150 Stations):

 

 

 

 

Net Revenues

$28,817

$30,224

$83,594

$82,365

Broadcast Cash Flow***

$7,121

$11,570

$15,913

$23,822

BCF Margins

24.7%

38.3%

19.0%

28.9%

 

 

 

 

 

 

 

 

 

 

Pro Forma  (46 Markets; 227 Stations):

 

 

 

 

Net Revenues

$55,002

$56,534

$158,023

$156,515

Broadcast Cash Flow***

$15,131

$19,600

$37,017

$44,413

BCF Margins

27.5%

34.7%

23.4%

28.4%

 

 

 

 

 

*** Excludes the impact of one-time and non-recurring charges 

CAPITALIZATION

 

 

September 30, 2000
October 2, 2000

 

Actual
Pro Forma

 

Cash and cash equivalents

 

$133,934

 

$7,500

Long-term debt, including current maturities:

 

 

   Term loan facility

125,000

125,000

   Senior Subordinated Notes

160,000

160,000

   Other

231

231

       Total long-term debt

285,231

285,231

 

 

 

Series A Preferred Stock

113,714

113,714

Series B Preferred Stock

--

2,500

 

 

 

Total Stockholders’ equity

484,640

484,640

       

       Total capitalization

 

$883,585

 

$886,085

 

 

 

  

CUMULUS MEDIA INC.
CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

(Unaudited)

 

 

Three Months Ended

September 30, 2000

 

Three Months Ended

September 30, 1999

 

Nine Months Ended

September 30, 2000

 

Nine Months Ended

September 30, 1999

 

 

 

 

 

Gross broadcast revenues

$63,307

$51,293

$183,257

$134,812

Less:  Agency commissions

 (5,180)

  (4,000)

(14,787)

  (10,462)

Net broadcast revenues

58,127

47,293

168,470

124,350

Station operating expenses

62,649

30,900

151,137

89,938

Corporate G.& A. expense

3,762

1,740

12,460

5,150

Depreciation and amortization

10,173

8,621

30,477

23,396

LMA fees

   897

1,479   

3,739

3,088  

Corporate Restructuring Charge

0

      0

9,296

       0

Operating income (loss)

($19,354)

4,553

($38,639)

2,778

Other (income) expenses:

Interest expense

Interest income

Other income (expense), net

 

8,656

(1,481)

68,085

 

6,870

(1,833)

761

 

24,071

(6,094)

68,073

 

19,362

(2,054)

759

Income(loss) before income taxes

41,556

277

11,457

(13,771)

Income tax expense (benefit)

17,258

93

6,361

(4,617)

Net income (loss)

24,298

184

5,096

(9,154)

Preferred stock dividends and accretion of discount

 

3,809

 

4,948

 

10,982

 

14,245

Net income (loss) attributable to common

$20,489

(4,764)

(5,886)

(23,399)

Basic and diluted loss per common share:

 

 

 

 

Net income (loss) attributable to common

0.58

(0.17)

(0.17)

(1.05)

 

 

 

 

 

Weighted Average Shares Common Shares

35,166

27,527