CUMULUS MEDIA Reports Operating Results for Third Quarter 2018

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ATLANTA, Nov. 13, 2018 (GLOBE NEWSWIRE) -- Cumulus Media Inc. CMLS (the "Company," "we," "us," or "our") today announced operating results for the three and nine months ended September 30, 2018. As described in more detail below, results for the 2018 periods reflect the combined results of the Successor and Predecessor Companies in connection with the Company's emergence from Chapter 11. For the three months ended September 30, 2018, the Company reported net revenue of $282.3 million, down 1.7% from the three months ended September 30, 2017, net income of $12.7 million and Adjusted EBITDA of $62.1 million, which was up 0.5% from the three months ended September 30, 2017. For the nine months ended September 30, 2018, the Company reported net revenue of $831.2 million, down 1.3% from the nine months ended September 30, 2017, net income of $713.8 million and Adjusted EBITDA of $168.7 million, which was up 0.5% from the nine months ended September 30, 2017. Net income for the nine months ended September 30, 2018 included an after-tax gain associated with the Company's emergence from Chapter 11 of $641.0 million.

As previously disclosed, on November 29, 2017, the Company and certain of its subsidiaries filed voluntary petitions for relief under Chapter 11 of Title 11 of the United States Code ("Chapter 11") in the United States Bankruptcy Court for the Southern District of New York (the "Court"). On May 10, 2018, the Court entered an order confirming the Company's Plan of Reorganization (the "Plan"). On June 4, 2018, the Plan became effective in accordance with its terms and the Company emerged from Chapter 11.

The Company's operating results and key operating performance measures on a consolidated basis, as well as within the Cumulus Radio Station Group and Westwood One, were not materially impacted by the reorganization. For the purposes of the analysis of the results presented herein, the Company is presenting the combined results of operations for the period June 4, 2018 to September 30, 2018 of the Successor Company with the period January 1, 2018 to June 3, 2018 of the Predecessor Company. Although this presentation is not in accordance with accounting principles generally accepted in the United States, the Company believes presenting and analyzing the combined results allows for a more meaningful comparison of results for the nine month period ended September 30, 2018 to the nine months ended September 30, 2017. For more information regarding the Predecessor and Successor Company results, please see the Company's Form 10-Q for the quarter ended September 30, 2018 to be filed with the Securities and Exchange Commission (the "SEC").

Mary Berner, President and Chief Executive Officer of Cumulus Media commented, "In our first full quarter of operations since emerging from Chapter 11, our positive momentum continued and we remain focused on the path ahead. We delivered another quarter of Adjusted EBITDA growth - approximately 50 basis points on a reported basis and 3.9% when adjusting for the impact of USTN and our exit from WLUP-FM in Chicago. Additionally, in early October, we completed a $50 million prepayment of our term loan using cash generated from operations, demonstrating both our ability to produce significant free cash flow and our commitment to pay down debt with that cash. We continue to believe that our key growth initiatives, including our digital businesses at the Cumulus Radio Station Group, our rapidly expanding podcast business and pricing and inventory management improvements across the Company, as well as our substantial free cash flow generation, position the Company well to create value for all our stakeholders."

Operating Summary (in thousands, except percentages and per share data):

 Successor
Company
  Predecessor
Company
 
 Three
Months
Ended
September
30, 2018
  Three
Months
Ended
September
30, 2017
% Change
Net revenue$282,254   $287,240 (1.7)%
Net income$12,713   $1,274 **
Adjusted EBITDA (1)$62,104   $61,765 0.5%
Basic income per share$0.64   $0.04 **
Diluted income per share$0.63   $0.04 **


 Successor
Company
  Predecessor
Company
Combined
Predecessor
and
Successor
Predecessor
Company
 
 Period from
June 4, 2018
through
September
30, 2018
  Period from
January 1,
2018
through
June 3, 2018
Nine Months
Ended
September
30, 2018
Nine Months
Ended
September
30, 2017
% Change
Net revenue$377,258   $453,924 $831,182 $841,801 (1.3)%
Net income (loss)$17,693   $696,156 $713,849 $(449)**
Adjusted EBITDA (1)$88,219   $80,512 $168,731 $167,899 0.5%
Basic income (loss) per share$0.88   $23.73 **$(0.02)**
Diluted income (loss) per share$0.88   $23.73 **$(0.02)**

(1) Adjusted EBITDA is not a financial measure calculated or presented in accordance with accounting principles generally accepted in the United States of America ("GAAP"). For additional information, see "Non-GAAP Financial Measure".

  Successor Predecessor  
  September 30, 2018 December 31, 2017 % Change
Cash and cash equivalents $53,978  $102,891  (47.5)%
       
Term loan $1,296,750  $  **
Predecessor term loan $  $1,722,209  **
7.75% senior notes $  610,000  **
Total debt $1,296,750  $2,332,209  (44.4)%

** Calculation not meaningful

 Successor
Company
Predecessor
Company
  
 Three Months
Ended
September 30,
2018
Three Months
Ended
September 30,
2017
 % Change
Capital expenditures$5,897 $7,442  (20.8)%


 Successor
Company
  Predecessor
Company
Combined
Predecessor
and Successor
Predecessor
Company
  
 Period from
June 4, 2018
through
September 30,
2018
  Period from
January 1, 2018
through June 3,
2018
Nine months
ended
September 30,
2018
Nine months
ended
September 30,
2017
 % Change
Capital expenditures$7,866   $14,019 $21,885 $20,645  6.0%

Three Months Ended September 30, 2018

Net Revenue

The Company operates in two reportable segments, the Cumulus Radio Station Group and Westwood One. Cumulus Radio Station Group revenue is derived primarily from the sale of broadcasting time to local, regional and national advertisers. Westwood One revenue is generated primarily through network advertising.

Corporate and Other includes overall executive, administrative and support functions for both of the Company's reportable segments, including accounting, finance, legal, human resources, information technology functions and programming.

The following tables present our net revenue by segment (dollars in thousands).

  Three Months Ended September 30, 2018
(Successor Company)
  Cumulus
Radio Station
Group
 Westwood
One
 Corporate
and Other
 Consolidated
Net revenue $196,357  $85,227  $670  $282,254 
% of total revenue 69.6% 30.2% 0.2% 100.0%
$ change from three months ended September 30, 2017 $(6,495) $1,449  $60  $(4,986)
% change from three months ended September 30, 2017 (3.2)% 1.7% 9.8% (1.7)%


  Three Months Ended September 30, 2017
(Predecessor Company)
  Cumulus
Radio Station
Group
 Westwood
One
 Corporate
and Other
 Consolidated
Net revenue $202,852  $83,778  $610  $287,240 
% of total revenue 70.6% 29.2% 0.2% 100.0%

Net Income (Loss)

The following tables present our net income (loss) by segment (dollars in thousands).

  Three Months Ended September 30, 2018
(Successor Company)
  Cumulus
Radio Station
Group
 Westwood
One
 Corporate
and Other
 Consolidated
Net income (loss) $42,395  $13,100  $(42,782) $12,713 
$ change from three months ended September 30, 2017 $1,583  $1,088  $8,768  $11,439 
% change from three months ended September 30, 2017 3.7% 9.1
% 17.0%  ** 

** Calculation not meaningful

  Three Months Ended September 30, 2017
(Predecessor Company)
  Cumulus
Radio Station
Group
 Westwood
One
 Corporate
and Other
 Consolidated
Net income (loss) $40,812  $12,012  $(51,550) $1,274 

Adjusted EBITDA

The following tables present our Adjusted EBITDA by segment (dollars in thousands).

  Three Months Ended September 30, 2018
(Successor Company)
  Cumulus
Radio Station
Group
 Westwood
One
 Corporate
and Other
 Consolidated
Adjusted EBITDA $50,399  $19,157  $(7,452) $62,104 
$ change from three months ended September 30, 2017 $(2,371) $1,170  $1,540
  $339 
% change from three months ended September 30, 2017 (4.5)% 6.5
% 17.1
% 0.5%


  Three Months Ended September 30, 2017
(Predecessor Company)
  Cumulus
Radio Station
Group
 Westwood
One
 Corporate
and Other
 Consolidated
Adjusted EBITDA $52,770  $17,987  $(8,992) $61,765 

Nine Months Ended September 30, 2018

Net Revenue

The following tables present our net revenue by segment (dollars in thousands).

  Period from June 4, 2018 through September 30, 2018
(Successor Company)
  Cumulus
Radio Station
Group
 Westwood
One
 Corporate
and Other
 Consolidated
Net revenue $264,714  $111,583  $961  $377,258 


  Period from January 1, 2018 through June 3, 2018
(Predecessor Company)
  Cumulus
Radio Station
Group
 Westwood
One
 Corporate
and Other
 Consolidated
Net revenue $303,317  $149,715  $892  $453,924 


  Nine Months Ended September 30, 2018
(Combined Predecessor and Successor)
  Cumulus
Radio Station
Group
 Westwood
One
 Corporate
and Other
 Consolidated
Net revenue $568,031  $261,298  $1,853  $831,182 
% of total revenue 68.4% 31.4% 0.2% 100.0%
$ change from nine months ended September 30, 2017 $(17,019) $6,431  $(31) $(10,619)
% change from nine months ended September 30, 2017 (2.9)% 2.5% (1.7)% (1.3)%


  Nine Months Ended September 30, 2017
(Predecessor Company)
  Cumulus
Radio Station
Group
 Westwood
One
 Corporate
and Other
 Consolidated
Net revenue $585,050  $254,867  $1,884  $841,801 
% of total revenue 69.5% 30.3% 0.2% 100.0%

Net Income (Loss)
The following tables present our net income (loss) by segment (dollars in thousands).

  Period from June 4, 2018 through September 30, 2018
(Successor Company)
  Cumulus
Radio Station
Group
 Westwood
One
 Corporate
and Other
 Consolidated
Net income (loss) $60,722  $18,896  $(61,925) $17,693 


  Period from January 1, 2018 through June 3, 2018
(Predecessor Company)
  Cumulus
Radio Station
Group
 Westwood
One
 Corporate
and Other
 Consolidated
Net (loss) income $(477,966) $259,441  $914,681  $696,156 


  Nine Months Ended September 30, 2018
(Combined Predecessor and Successor)
  Cumulus
Radio Station
Group
 Westwood
One
 Corporate
and Other
 Consolidated
Net (loss) income $(417,244) $278,337  $852,756  $713,849 
$ change from nine months ended September 30, 2017 $(530,510) $251,838  $992,970  $714,298 
% change from nine months ended September 30, 2017 ** ** ** **

** Calculation not meaningful

  Nine Months Ended September 30, 2017
(Predecessor Company)
  Cumulus
Radio Station
Group
 Westwood
One
 Corporate
and Other
 Consolidated
Net income (loss) $113,266  $26,499  $(140,214) $(449)

Adjusted EBITDA

The following tables present our Adjusted EBITDA by segment (dollars in thousands).

  Period from June 4, 2018 through September 30, 2018
(Successor Company)
  Cumulus
Radio Station
Group
 Westwood
One
 Corporate
and Other
 Consolidated
Adjusted EBITDA $71,259  $26,847  $(9,887) $88,219 


  Period from January 1, 2018 through June 3, 2018
(Predecessor Company)
  Cumulus
Radio Station
Group
 Westwood
One
 Corporate
and Other
 Consolidated
Adjusted EBITDA $76,009  $19,210  $(14,707) $80,512 


  Nine Months Ended September 30, 2018
(Combined Predecessor and Successor)
  Cumulus
Radio Station
Group
 Westwood
One
 Corporate
and Other
 Consolidated
Adjusted EBITDA $147,268  $46,057  $(24,594) $168,731 
$ change from nine months September 30, 2017 $(1,526) $913
  $1,445
  $832 
% change from nine months ended September 30, 2017 (1.0)% 2.0
% 5.5
% 0.5%


  Nine Months Ended September 30, 2017
(Predecessor Company)
  Cumulus
Radio Station
Group
 Westwood
One
 Corporate
and Other
 Consolidated
Adjusted EBITDA $148,794  $45,144  $(26,039) $167,899 

Earnings Call Information
The Company will host a conference call today at 4:30 PM EDT to discuss its third quarter 2018 operating results.

A link to the webcast of the conference call will be available on the investor section of the Company's website (www.cumulusmedia.com/investors/). The conference call dial-in number for domestic callers is 877-830-7699, and international callers should dial 248-847-2515 for call access. If prompted, the conference ID number is 9093578. Please call five to ten minutes in advance to ensure that you are connected prior to the call.

Following completion, a telephonic replay can be accessed until 11:59 PM EDT on December 13, 2018, by dialing 855-859-2056 or 404-537-3406 and using the replay code 9093578.

Forward-Looking Statements
Certain statements in this press release may constitute "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. Such statements are statements other than historical fact and relate to our intent, belief or current expectations, primarily with respect to our future operating, financial and strategic performance. Any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties. Actual results may differ from those contained in or implied by the forward-looking statements as a result of various factors including, but not limited to, risks and uncertainties related to our recently completed financial restructuring and other risk factors described from time to time in our filings with the Securities and Exchange Commission. Many of these risks and uncertainties are beyond our control, and the unexpected occurrence or failure to occur of any such events or matters could significantly alter the actual results of our operations or financial condition. CUMULUS MEDIA assumes no responsibility to update any forward-looking statement as a result of new information, future events or otherwise.

About CUMULUS MEDIA
A leader in the radio broadcasting industry, CUMULUS MEDIA CMLS combines high-quality local programming with iconic, nationally syndicated media, sports and entertainment brands to deliver premium content choices to the 245 million people reached each week through its 440 owned-and-operated stations broadcasting in 90 U.S. media markets (including eight of the top 10), approximately 8,000 broadcast radio stations affiliated with its Westwood One network and numerous digital channels. Together, the Cumulus Radio Station Group and Westwood One platforms make CUMULUS MEDIA one of the few media companies that can provide advertisers with national reach and local impact. The Cumulus Radio Station Group and Westwood One are the exclusive radio broadcast partners to some of the largest brands in sports, entertainment, news, and talk, including the NFL, the NCAA, the Masters, the Olympics, the GRAMMYs, the Academy of Country Music Awards, the American Music Awards, the Billboard Music Awards, and more. Additionally, the Company is the nation's leading provider of country music and lifestyle content through its NASH brand, which serves country fans nationwide through radio programming, exclusive digital content, and live events.  For more information, visit www.cumulusmedia.com.

For further information, please contact:
Cumulus Media Inc.
Collin Jones
Investor Relations
collin@cumulus.com
404-260-6600

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CUMULUS MEDIA INC.
Unaudited Condensed Consolidated Statements of Operations
(Dollars in thousands)

 Successor
Company
  Predecessor
Company
 Period from
June 4, 2018
through
September 30,
  Period from
January 1,
2018 through
June 3,
 2018  2018
Net revenue$377,258   $453,924 
Operating expenses:    
Content costs127,464   163,885 
Selling, general and administrative expenses151,779   195,278 
Depreciation and amortization18,521   22,046 
Local marketing agreement fees1,364   1,809 
Corporate expenses9,541   14,483 
Stock-based compensation expense1,783   231 
Acquisition-related restructuring costs9,679   2,455 
Loss on sale or disposal of assets or stations34   158 
Total operating expenses320,165   400,345 
Operating income57,093   53,579 
Non-operating (expense) income:    
Reorganization items, net   466,201 
Interest expense(28,579)  (260)
Interest income20   50 
Other expense, net(3,157)  (273)
Total non-operating (expense) income, net(31,716)  465,718 
Income before income tax (expense) benefit25,377   519,297 
Income tax (expense) benefit(7,684)  176,859 
Net income$17,693   $696,156 


CUMULUS MEDIA INC.
Unaudited Condensed Consolidated Statements of Operations
(Dollars in thousands)

  Three Months Ended
September 30,
 Nine Months Ended
September 30,
  2018 2017 2018 2017
  Successor
Company
 Predecessor
Company
 Combined
Predecessor
and
Successor
 Predecessor
Company
Net revenue $282,254  $287,240  $831,182  $841,801 
Operating expenses:        
Content costs 98,494  97,924  291,349  295,103 
Selling, general and administrative expenses 114,345  117,690  347,057  350,476 
Depreciation and amortization 14,142  15,208  40,567  47,610 
Local marketing agreement fees 1,006  2,717  3,173  8,137 
Corporate expenses 7,009  10,000  24,024  28,743 
Stock-based compensation expense 1,131  354  2,014  1,422 
Acquisition-related and restructuring costs 2,738  499  12,134  2,116 
Loss (gain) on sale or disposal of assets or stations 34  (83) 192  (2,585)
Total operating expenses 238,899  244,309  720,510  731,022 
Operating income 43,355  42,931  110,672  110,779 
Non-operating (expense) income:        
Reorganization items, net     466,201   
Interest expense (22,403) (35,335) (28,839) (103,742)
Interest income 16  34  70  106 
Loss on early extinguishment of debt   (1,063)   (1,063)
Other expense, net (3,177) (36) (3,430) (64)
Total non-operating (expense) income, net (25,564) (36,400) 434,002  (104,763)
Income before income tax (expense) benefit 17,791  6,531  544,674  6,016 
Income tax (expense) benefit (5,078) (5,257) 169,175  (6,465)
Net income (loss) $12,713  $1,274  $713,849  $(449)

                       

Non-GAAP Financial Measure

From time to time we utilize certain financial measures that are not prepared or calculated in accordance with GAAP to assess our financial performance and profitability. Consolidated adjusted earnings before interest, taxes, depreciation, and amortization ("Adjusted EBITDA") and segment Adjusted EBITDA are the financial metrics by which management and the chief operating decision maker allocate resources of the Company and analyze the performance of the Company as a whole and each of our reportable segments, respectively. Management also uses this measure to determine the contribution of our core operations to the funding of our corporate resources utilized to manage our operations and our non-operating expenses including debt service and acquisitions. In addition, consolidated Adjusted EBITDA is a key metric for purposes of calculating and determining our compliance with certain covenants contained in our credit agreement.

In determining Adjusted EBITDA, the Company excludes from net income items not related to core operations and those that are non-cash including: interest, taxes, depreciation, amortization, stock-based compensation expense, gain or loss on the exchange, sale, or disposal of any assets or stations, early extinguishment of debt, local marketing agreement fees, expenses relating to acquisitions, restructuring costs, reorganization items and non-cash impairments of assets, if any.

Management believes that Adjusted EBITDA, although not a measure that is calculated in accordance with GAAP, is commonly employed by the investment community as a measure for determining the market value of a media company and comparing the operational and financial performance among media companies. Management has also observed that Adjusted EBITDA is routinely utilized to evaluate and negotiate the potential purchase price for media companies. Given the relevance to our overall value, management believes that investors consider the metric to be extremely useful.

Adjusted EBITDA should not be considered in isolation or as a substitute for net income (loss), operating income, cash flows from operating activities or any other measure for determining the Company's operating performance or liquidity that is calculated in accordance with GAAP. In addition, Adjusted EBITDA may be defined or calculated differently by other companies, and comparability may be limited.

The following tables reconcile net income (loss), the most directly comparable financial measure calculated and presented in accordance with GAAP, to segment and consolidated Adjusted EBITDA for the period from June 4, 2018 through September 30, 2018, the period from January 1, 2018 through June 3, 2018 and the three and nine months ended September 30, 2018 and 2017 (dollars in thousands):

  Three Months Ended September 30, 2018 (Successor Company)
  Cumulus
Radio Station
Group
 Westwood One Corporate
and Other
 Consolidated
GAAP net income (loss) $42,395  $13,100  $(42,782) $12,713 
Income tax expense     5,078  5,078 
Non-operating expense, including net interest expense   206  25,358  25,564 
Local marketing agreement fees 1,006      1,006 
Depreciation and amortization 6,964  5,845  1,333  14,142 
Stock-based compensation expense     1,131  1,131 
Loss on sale or disposal of assets or stations 34      34 
Acquisition-related and restructuring costs   6  2,732  2,738 
Franchise and state taxes     (302) (302)
Adjusted EBITDA $50,399  $19,157  $(7,452) $62,104 


  Three Months Ended September 30, 2017 (Predecessor Company)
  Cumulus
Radio Station
Group
 Westwood One Corporate
and Other
 Consolidated
GAAP net income (loss) $40,812  $12,012  $(51,550) $1,274 
Income tax expense     5,257  5,257 
Non-operating (income) expense, including net interest expense (1) 132  35,204  35,335 
Local marketing agreement fees 2,717      2,717 
Depreciation and amortization 9,349  5,443  416  15,208 
Stock-based compensation expense     354  354 
(Gain) loss on sale or disposal of assets or stations (107)   24  (83)
Loss on early extinguishment of debt     1,063  1,063 
Acquisition-related and restructuring costs   400  99  499 
Franchise and state taxes     141  141 
Adjusted EBITDA $52,770  $17,987  $(8,992) $61,765 


  Period from June 4, 2018 through September 30, 2018 (Successor Company)
  Cumulus
Radio Station
Group
 Westwood One Corporate
and Other
 Consolidated
GAAP net income (loss) $60,722  $18,896  $(61,925) $17,693 
Income tax expense     7,684  7,684 
Non-operating (income) expense, including net interest expense (4) 253  31,467  31,716 
Local marketing agreement fees 1,364      1,364 
Depreciation and amortization 9,143  7,794  1,584  18,521 
Stock-based compensation expense     1,783  1,783 
Loss on sale or disposal of assets or stations 34      34 
Acquisition-related and restructuring costs   (96) 9,775  9,679 
Franchise and state taxes     (255) (255)
Adjusted EBITDA $71,259  $26,847  $(9,887) $88,219 


  Period from January 1, 2018 through June 3, 2018 (Predecessor Company)
  Cumulus
Radio Station
Group
 Westwood One Corporate
and Other
 Consolidated
GAAP net (loss) income $(477,966) $259,441  $914,681  $696,156 
Income tax benefit     (176,859) (176,859)
Non-operating (income) expense, including net interest expense (2) 204  281  483 
Local marketing agreement fees 1,809      1,809 
Depreciation and amortization 10,251  9,965  1,830  22,046 
Stock-based compensation expense     231  231 
Loss on sale or disposal of assets or stations 14    144  158 
Reorganization items, net 541,903  (251,487) (756,617) (466,201)
Acquisition-related and restructuring costs   1,087  1,368  2,455 
Franchise and state taxes     234  234 
Adjusted EBITDA $76,009  $19,210  $(14,707) $80,512 


  Nine Months Ended September 30, 2018 (Combined Predecessor and Successor)
  Cumulus
Radio Station
Group
 Westwood One Corporate
and Other
 Consolidated
GAAP net (loss) income $(417,244) $278,337  $852,756  $713,849 
Income tax benefit     (169,175) (169,175)
Non-operating (income) expense, including net interest expense (6) 457  31,748  32,199 
Local marketing agreement fees 3,173      3,173 
Depreciation and amortization 19,394  17,759  3,414  40,567 
Stock-based compensation expense     2,014  2,014 
Loss on sale or disposal of assets or stations 48    144  192 
Reorganization items, net 541,903  (251,487) (756,617) (466,201)
Acquisition-related and restructuring costs   991  11,143  12,134 
Franchise and state taxes     (21) (21)
Adjusted EBITDA $147,268  $46,057  $(24,594) $168,731 


  Nine Months Ended September 30, 2017 (Predecessor Company)
  Cumulus
Radio Station
Group
 Westwood One Corporate
and Other
 Consolidated
GAAP net income (loss) $113,266  $26,499  $(140,214) $(449)
Income tax expense     6,465  6,465 
Non-operating (income) expense, including net interest expense (4) 407  103,297  103,700 
Local marketing agreement fees 8,137      8,137 
Depreciation and amortization 30,004  16,346  1,260  47,610 
Stock-based compensation expense     1,422  1,422 
(Gain) loss on sale or disposal of assets or stations (2,609)   24  (2,585)
Loss on early extinguishment of debt     1,063  1,063 
Acquisition-related and restructuring costs   1,892  224  2,116 
Franchise and state taxes     420  420 
Adjusted EBITDA $148,794  $45,144  $(26,039) $167,899 

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