SAN
ANTONIO, Feb. 26, 2024 /PRNewswire/ -- Clear
Channel Outdoor Holdings, Inc. (NYSE: CCO) (the "Company")
today reported financial results for the quarter and year
ended December 31, 2023.
"Our fourth quarter consolidated revenue of $632.1 million increased 12.4%, or 10.8%
excluding movements in foreign exchange rates, reflecting improving
business trends and solid execution from our operating team. The
Airports and Europe-North segments both performed very strongly,
while the America segment returned to growth in the quarter. We see
those trends continuing with the America segment, in particular,
accelerating into the new year," said Scott
Wells, Chief Executive Officer of Clear Channel Outdoor
Holdings, Inc. "We are delivering on our strategic roadmap to
transform into a technology-fueled, visual media powerhouse
reaching a growing audience.
"In the year ahead, we remain focused on driving our key
initiatives to focus our organization on our higher-margin U.S.
markets. The sale process of our Europe-North segment is ongoing,
and we have initiated a sale process for our Latin American
businesses. We are also evaluating paths to optimize our cost
structure, while strategically investing in our technology and
digital infrastructure. We believe these efforts will increase
operating leverage in our business and enhance our ability to
organically grow Adjusted EBITDA and free cash flow. These efforts
all reflect our priority to reduce leverage over the next few
years.
"The out-of-home industry is forecasted to deliver healthy
growth in 2024, and we are optimistic about our outlook given the
improving climate in our largest markets and the strength of our
Airports segment, coupled with the investments we have made to
expand the range of advertisers we serve. We remain committed to
maintaining ample liquidity on our balance sheet and operating in a
disciplined manner."
Financial Highlights:
Financial highlights for the fourth quarter of 2023 as compared
to the same period of 2022, including financial highlights
excluding movements in foreign exchange rates
("FX")1:
(In
millions)
|
Three Months Ended
December 31, 2023
|
|
% Change
|
Revenue:
|
|
|
|
Consolidated
Revenue2
|
$
632.1
|
|
12.4 %
|
Excluding
movements in FX1,2
|
623.1
|
|
10.8 %
|
America
Revenue
|
298.5
|
|
0.5 %
|
Airports
Revenue
|
111.2
|
|
44.3 %
|
Europe-North
Revenue
|
191.8
|
|
17.8 %
|
Excluding
movements in FX1
|
184.6
|
|
13.4 %
|
|
|
|
|
Net
Income:
|
|
|
|
Income from Continuing
Operations
|
25.4
|
|
(76.2) %
|
|
|
|
|
Adjusted
EBITDA1:
|
|
|
|
Adjusted
EBITDA1,2
|
190.0
|
|
9.2 %
|
Excluding
movements in FX1,2
|
188.0
|
|
8.1 %
|
America
Segment Adjusted
EBITDA3
|
136.2
|
|
0.6 %
|
Airports
Segment Adjusted
EBITDA3
|
30.1
|
|
42.7 %
|
Europe-North
Segment Adjusted
EBITDA3
|
52.5
|
|
17.5 %
|
Excluding
movements in FX1
|
50.5
|
|
13.1 %
|
|
|
1
|
This is a non-GAAP
financial measure. See "Supplemental Disclosures" section herein
for more information.
|
2
|
Financial highlights
exclude results of discontinued operations. See "Dispositions and
Discontinued Operations" section herein for more
information.
|
3
|
Segment Adjusted EBITDA
is a GAAP financial measure. See "Supplemental Disclosures" section
herein for more information.
|
Dispositions and Discontinued
Operations:
During the first three quarters of 2023, we sold our businesses
in Switzerland and Italy (on March
31 and May 31, respectively)
for aggregate cash proceeds, net of direct costs to transact the
sales and cash sold, of $89.2 million. In May
2023, we also entered into an agreement to sell our business
in Spain for cash consideration of
approximately $64.3 million.
This transaction is expected to close in 2024, upon satisfaction of
regulatory approval and other customary closing conditions. We are
using the net proceeds from these sales, after payment of
transaction-related fees and expenses, to improve liquidity and
increase financial flexibility of the business as permitted under
our debt agreements.
On October 31, 2023, we sold our
business in France to Equinox
Industries ("Equinox"). We delivered our business in France to Equinox with $44.5 million of cash, subject to adjustment
for related customary items, tax and other costs, to support
ongoing operations of the business, and Equinox assumed the
$29.7 million state-guaranteed
loan held by Clear Channel France. In December 2023, Equinox repaid us $4.9 million to satisfy certain post-closing
obligations. Additionally, we incurred certain direct costs to
transact the sale. In total, cash delivered to the buyer (net of
the repayment) and payment of these additional direct costs was
$43.0 million, with an
additional $0.8 million of
accrued direct costs to be paid in 2024.
During 2023, our plan to sell these businesses (collectively
comprising our entire Europe-South segment) met the criteria to be
reported as discontinued operations. As a result, each of the
Europe-South segment businesses has been reclassified to
discontinued operations in our financial statements for all periods
presented, resulting in changes to the presentation of certain
amounts for prior periods. The discussion in this earnings release
presents the results of continuing operations and excludes amounts
related to discontinued operations for all periods presented,
unless otherwise noted.
International Sales Processes:
We have initiated processes to sell the businesses in our
Europe-North segment and in Latin
America. There can be no assurance that these processes will
result in any additional transactions or particular outcomes. We
have not set a timetable for completion of these processes, may
suspend the processes at any time and do not intend to make further
announcements regarding the processes unless and until our Board
approves a course of action for which further disclosure is
appropriate.
Guidance:
Our expectations for the first quarter and full year of 2024 are
as follows:
|
First Quarter of 2024
|
|
% change from prior
year
|
(in
millions)
|
Low
|
|
High
|
|
Low
|
|
High
|
Consolidated
Revenue1,2
|
$
465
|
|
$
490
|
|
6 %
|
|
12 %
|
America
|
245
|
|
255
|
|
4 %
|
|
8 %
|
Airports
|
74
|
|
79
|
|
38 %
|
|
47 %
|
Europe-North1
|
130
|
|
140
|
|
1 %
|
|
9 %
|
|
|
1
|
Excludes movements in
FX
|
2
|
Excludes results of
discontinued operations
|
|
Full Year of
2024
|
|
% change from prior
year
|
(in
millions)
|
Low
|
|
High
|
|
Low
|
|
High
|
Consolidated
Revenue1,2
|
$
2,200
|
|
$
2,260
|
|
3 %
|
|
6 %
|
America
|
1,135
|
|
1,165
|
|
3 %
|
|
6 %
|
Airports
|
345
|
|
360
|
|
11 %
|
|
16 %
|
Europe-North1
|
635
|
|
655
|
|
2 %
|
|
6 %
|
Loss from Continuing
Operations1
|
(131)
|
|
(101)
|
|
(17) %
|
|
(36) %
|
Adjusted
EBITDA1,2,3
|
550
|
|
585
|
|
3 %
|
|
9 %
|
Adjusted Funds from
Operations ("AFFO")1,2,3
|
75
|
|
100
|
|
(10) %
|
|
20 %
|
Capital
Expenditures2
|
130
|
|
150
|
|
(10) %
|
|
4 %
|
|
|
1
|
Excludes movements in
FX
|
2
|
Excludes results of
discontinued operations
|
3
|
This is a non-GAAP
financial measure. See "Supplemental Disclosures" section
herein for more information.
|
Expected results and estimates may be impacted by factors
outside of the Company's control, and actual results may be
materially different from this guidance. See "Cautionary Statement
Concerning Forward-Looking Statements" herein.
Results:
Results provided herein exclude amounts related to discontinued
operations for all periods presented.
Revenue:
(In
thousands)
|
Three Months
Ended
December 31,
|
|
%
Change
|
|
Year Ended
December 31,
|
|
%
Change
|
|
2023
|
|
2022
|
|
|
2023
|
|
2022
|
|
Revenue:
|
|
|
|
|
|
|
|
|
|
|
|
America
|
$ 298,520
|
|
$ 297,069
|
|
0.5 %
|
|
$
1,100,846
|
|
$
1,105,552
|
|
(0.4) %
|
Airports
|
111,213
|
|
77,095
|
|
44.3 %
|
|
311,605
|
|
256,402
|
|
21.5 %
|
Europe-North
|
191,779
|
|
162,781
|
|
17.8 %
|
|
619,557
|
|
566,119
|
|
9.4 %
|
Other
|
30,602
|
|
25,302
|
|
20.9 %
|
|
95,132
|
|
85,955
|
|
10.7 %
|
Consolidated
Revenue
|
$
632,114
|
|
$
562,247
|
|
12.4 %
|
|
$
2,127,140
|
|
$
2,014,028
|
|
5.6 %
|
|
|
|
|
|
|
|
|
|
|
|
|
Revenue excluding
movements in FX1:
|
|
|
|
|
|
|
|
|
|
|
|
America
|
$ 298,520
|
|
$ 297,069
|
|
0.5 %
|
|
$
1,100,846
|
|
$
1,105,552
|
|
(0.4) %
|
Airports
|
111,213
|
|
77,095
|
|
44.3 %
|
|
311,605
|
|
256,402
|
|
21.5 %
|
Europe-North
|
184,559
|
|
162,781
|
|
13.4 %
|
|
618,716
|
|
566,119
|
|
9.3 %
|
Other
|
28,791
|
|
25,302
|
|
13.8 %
|
|
89,674
|
|
85,955
|
|
4.3 %
|
Consolidated Revenue
excluding
movements in FX
|
$
623,083
|
|
$
562,247
|
|
10.8 %
|
|
$
2,120,841
|
|
$
2,014,028
|
|
5.3 %
|
|
1
This is a non-GAAP financial measure. See "Supplemental
Disclosures" section herein for more information.
|
Revenue for the fourth quarter of 2023, as compared to the same
period of 2022:
America: Revenue up 0.5%:
- Billboards revenue up driven by digital deployments and
programmatic growth
- Digital revenue up 2.4% to $114.0
million from $111.3
million
- National sales comprised 37.1% of America revenue, compared to
36.7% in the prior year
Airports: Revenue up 44.3%:
- Revenue up across most airports and verticals; increased demand
and continued investment in digital infrastructure
- Digital revenue up 57.9% to $73.1
million from $46.3
million
- National sales comprised 58.9% of Airports revenue, compared to
56.0% in the prior year
Europe-North: Revenue up 17.8%;
excluding movements in FX, up 13.4%:
- Revenue up across all products and countries, most notably the
U.K. and Belgium, driven by
increased demand, deployment of additional digital displays and new
contracts
- Digital revenue up 22.9% to $109.7
million from $89.2 million;
digital revenue, excluding movements in FX, up 17.9% to
$105.2 million
Other: Revenue up 20.9%; excluding movements
in FX, up 13.8%:
- Higher revenue in Brazil and
Mexico
Direct Operating and SG&A Expenses1:
(In
thousands)
|
Three Months
Ended
December
31,
|
|
%
Change
|
|
Year Ended
December 31,
|
|
%
Change
|
|
2023
|
|
2022
|
|
|
2023
|
|
2022
|
|
Direct operating and
SG&A expenses:
|
America
|
$ 162,863
|
|
$ 162,218
|
|
0.4 %
|
|
$ 633,021
|
|
$ 607,618
|
|
4.2 %
|
Airports
|
81,109
|
|
55,998
|
|
44.8 %
|
|
243,383
|
|
195,538
|
|
24.5 %
|
Europe-North
|
140,479
|
|
118,067
|
|
19.0 %
|
|
507,185
|
|
462,787
|
|
9.6 %
|
Other
|
23,380
|
|
18,254
|
|
28.1 %
|
|
80,740
|
|
73,625
|
|
9.7 %
|
Consolidated Direct
operating and
SG&A expenses2
|
$
407,831
|
|
$
354,537
|
|
15.0 %
|
|
$
1,464,329
|
|
$
1,339,568
|
|
9.3 %
|
|
|
|
|
|
|
|
|
|
|
|
|
Direct operating and
SG&A expenses excluding movements in FX3:
|
America
|
$ 162,863
|
|
$ 162,218
|
|
0.4 %
|
|
$ 633,021
|
|
$ 607,618
|
|
4.2 %
|
Airports
|
81,109
|
|
55,998
|
|
44.8 %
|
|
243,383
|
|
195,538
|
|
24.5 %
|
Europe-North
|
135,224
|
|
118,067
|
|
14.5 %
|
|
509,520
|
|
462,787
|
|
10.1 %
|
Other
|
22,130
|
|
18,254
|
|
21.2 %
|
|
76,632
|
|
73,625
|
|
4.1 %
|
Consolidated Direct
operating and
SG&A expenses excluding
movements in FX
|
$
401,326
|
|
$
354,537
|
|
13.2 %
|
|
$
1,462,556
|
|
$
1,339,568
|
|
9.2 %
|
|
|
1
|
"Direct operating and
SG&A expenses" as presented throughout this earnings release
refers to the sum of direct operating expenses (excluding
depreciation and amortization) and selling, general and
administrative expenses (excluding depreciation and
amortization).
|
2
|
Includes restructuring
and other costs of $2.2 million and $0.4 million during
the three months ended December 31, 2023 and 2022,
respectively, and $3.1 million and $1.8 million during
the years ended December 31, 2023 and 2022,
respectively.
|
3
|
This is a non-GAAP
financial measure. See "Supplemental Disclosures" section herein
for more information.
|
Direct operating and SG&A expenses for the fourth quarter of
2023, as compared to the same period of 2022:
America: Direct operating and
SG&A expenses up 0.4%:
- Site lease expense up 2.1% to $89.5
million from $87.7 million
driven by lower rent abatements
- Offset by lower property taxes related to a legal settlement,
maintenance costs and credit loss expense
Airports: Direct operating and
SG&A expenses up 44.8%:
- Site lease expense up 46.4% to $64.9
million from $44.3 million
driven by higher revenue
- Higher variable incentive compensation costs
Europe-North: Direct operating
and SG&A expenses up 19.0%; excluding movements in FX, up
14.5%:
- Site lease expense up 15.7% to $63.5
million from $54.9 million;
site lease expense, excluding movements in FX, up 12.0% to
$61.5 million driven by higher
revenue
- Higher property taxes and compensation costs
Other: Direct operating and SG&A
expenses up 28.1%; excluding movements in FX, up 21.2%:
- Higher site lease expense driven by lower rent abatements and
higher revenue
- Restructuring costs to reduce scale of Singapore business following loss of
contract
Corporate Expenses1:
(In
thousands)
|
Three Months
Ended
December 31,
|
|
%
Change
|
|
Year Ended
December 31,
|
|
%
Change
|
|
2023
|
|
2022
|
|
|
2023
|
|
2022
|
|
Corporate
expenses2
|
$
42,897
|
|
$
38,529
|
|
11.3 %
|
|
$ 172,324
|
|
$ 161,852
|
|
6.5 %
|
Corporate expenses
excluding
movements in FX3
|
42,282
|
|
38,529
|
|
9.7 %
|
|
172,123
|
|
161,852
|
|
6.3 %
|
|
|
1
|
Certain costs that were
historically allocated to the Company's Europe-South segment and
reported within SG&A expenses, totaling $0.9 million and
$4.7 million during the three and twelve months ended
December 31, 2022, respectively, have been deemed to be costs
of continuing operations and are now reported within corporate
expenses for all periods presented.
|
2
|
Includes restructuring
and other costs of $1.2 million and $0.3 million during the three
months ended December 31, 2023 and 2022, respectively, and
$21.3 million and $10.0 million during the years ended
December 31, 2023 and 2022, respectively. Restructuring and
other costs during the years ended December 31, 2023 and 2022
include expenses of $19.0 million and $7.1 million,
respectively, recorded for the resolution of the investigation of
the Company's former indirect, non-wholly-owned subsidiary, Clear
Media Limited.
|
3
|
This is a non-GAAP
financial measure. See "Supplemental Disclosures" section herein
for more information.
|
Corporate expenses for the fourth quarter of 2023, as compared
to the same period of 2022, up 11.3%; excluding movements in FX, up
9.7%, driven by higher employee compensation costs.
Income (Loss) from Continuing Operations:
(In
thousands)
|
Three Months
Ended
December 31,
|
|
%
Change
|
|
Year Ended
December 31,
|
|
%
Change
|
|
2023
|
|
2022
|
|
|
2023
|
|
2022
|
|
Income (loss) from
continuing
operations1
|
$
25,386
|
|
$ 106,496
|
|
(76.2) %
|
|
$
(157,107)
|
|
$ (47,303)
|
|
NM
|
|
|
1
|
Percentage changes that
are so large as to not be meaningful have been designated as
"NM."
|
Adjusted EBITDA1:
(In
thousands)
|
Three Months
Ended
December 31,
|
|
%
Change
|
|
Year Ended
December 31,
|
|
%
Change
|
|
2023
|
|
2022
|
|
|
2023
|
|
2022
|
|
Segment Adjusted
EBITDA2:
|
America
|
$ 136,157
|
|
$ 135,328
|
|
0.6 %
|
|
$ 468,370
|
|
$ 499,390
|
|
(6.2) %
|
Airports
|
30,106
|
|
21,097
|
|
42.7 %
|
|
68,226
|
|
60,864
|
|
12.1 %
|
Europe-North
|
52,453
|
|
44,623
|
|
17.5 %
|
|
114,303
|
|
103,654
|
|
10.3 %
|
Other
|
7,804
|
|
7,048
|
|
10.7 %
|
|
14,974
|
|
12,330
|
|
21.4 %
|
Total Segment Adjusted
EBITDA
|
226,520
|
|
208,096
|
|
8.9 %
|
|
665,873
|
|
676,238
|
|
(1.5) %
|
Adjusted Corporate
expenses1,3
|
(36,533)
|
|
(34,150)
|
|
7.0 %
|
|
(130,657)
|
|
(131,377)
|
|
(0.5) %
|
Adjusted
EBITDA1
|
$
189,987
|
|
$
173,946
|
|
9.2 %
|
|
$
535,216
|
|
$
544,861
|
|
(1.8) %
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment Adjusted EBITDA
excluding movements in FX1:
|
America
|
$ 136,157
|
|
$ 135,328
|
|
0.6 %
|
|
$ 468,370
|
|
$ 499,390
|
|
(6.2) %
|
Airports
|
30,106
|
|
21,097
|
|
42.7 %
|
|
68,226
|
|
60,864
|
|
12.1 %
|
Europe-North
|
50,465
|
|
44,623
|
|
13.1 %
|
|
111,105
|
|
103,654
|
|
7.2 %
|
Other
|
7,234
|
|
7,048
|
|
2.6 %
|
|
13,615
|
|
12,330
|
|
10.4 %
|
Total Segment Adjusted
EBITDA
|
223,962
|
|
208,096
|
|
7.6 %
|
|
661,316
|
|
676,238
|
|
(2.2) %
|
Adjusted Corporate
expenses excluding
movements in FX1,3
|
(35,973)
|
|
(34,150)
|
|
5.3 %
|
|
(130,527)
|
|
(131,377)
|
|
(0.6) %
|
Adjusted EBITDA
excluding
movements in FX1
|
$
187,989
|
|
$
173,946
|
|
8.1 %
|
|
$
530,789
|
|
$
544,861
|
|
(2.6) %
|
|
|
1
|
This is a non-GAAP
financial measure. See "Supplemental Disclosures" section herein
for more information.
|
2
|
Segment Adjusted EBITDA
is a GAAP financial measure. See "Supplemental Disclosures" section
herein for more information.
|
3
|
Certain costs that were
historically included in Segment Adjusted EBITDA for the
Europe-South segment have been deemed to be costs of continuing
operations
and have been reclassified to Adjusted Corporate expenses for all
periods presented.
|
AFFO1:
(In
thousands)
|
Three Months
Ended
December 31,
|
|
%
Change
|
|
Year Ended
December 31,
|
|
%
Change
|
|
2023
|
|
2022
|
|
|
2023
|
|
2022
|
|
AFFO1
|
$
73,207
|
|
$
56,226
|
|
30.2 %
|
|
$
83,014
|
|
$ 163,987
|
|
(49.4) %
|
AFFO excluding
movements in FX1
|
71,598
|
|
56,226
|
|
27.3 %
|
|
78,561
|
|
163,987
|
|
(52.1) %
|
|
|
1
|
This is a non-GAAP
financial measure. See "Supplemental Disclosures" section herein
for more information.
|
Capital Expenditures:
(In
thousands)
|
Three Months
Ended
December 31,
|
|
%
Change
|
|
Year Ended
December 31,
|
|
%
Change
|
|
2023
|
|
2022
|
|
|
2023
|
|
2022
|
|
America
|
$
23,587
|
|
$
27,278
|
|
(13.5) %
|
|
$
75,431
|
|
$
79,529
|
|
(5.2) %
|
Airports
|
9,668
|
|
7,929
|
|
21.9 %
|
|
20,050
|
|
25,298
|
|
(20.7) %
|
Europe-North
|
10,286
|
|
11,580
|
|
(11.2) %
|
|
29,284
|
|
34,025
|
|
(13.9) %
|
Other
|
1,887
|
|
2,044
|
|
(7.7) %
|
|
6,421
|
|
4,571
|
|
40.5 %
|
Corporate
|
2,922
|
|
3,249
|
|
(10.1) %
|
|
13,600
|
|
12,245
|
|
11.1 %
|
Consolidated
capital expenditures
|
$
48,350
|
|
$
52,080
|
|
(7.2) %
|
|
$
144,786
|
|
$
155,668
|
|
(7.0) %
|
Markets and Displays:
As of December 31, 2023, we operated more than 325,000
print and digital out-of-home advertising displays in 19 countries
as part of our continuing operations, with the majority of our
revenue generated by operations in the U.S. and Europe. As of December 31, 2023, we had
presence in 84 Designated Market Areas ("DMAs") in the U.S.,
including 43 of the top 50 U.S. markets, and in 12 countries
throughout Europe, excluding
markets that are considered discontinued operations.
|
Number of digital
displays added, net,
in fourth quarter
|
|
Total number of
displays as of December 31, 2023
|
|
|
Digital
|
|
Printed
|
|
Total
|
America1:
|
|
|
|
|
|
|
|
Billboards2
|
30
|
|
1,831
|
|
33,831
|
|
35,662
|
Other
displays3
|
(6)
|
|
606
|
|
13,306
|
|
13,912
|
Airports4
|
(70)
|
|
2,453
|
|
10,426
|
|
12,879
|
Europe-North
|
98
|
|
15,256
|
|
241,590
|
|
256,846
|
Other
|
3
|
|
1,223
|
|
5,402
|
|
6,625
|
Total
displays
|
55
|
|
21,369
|
|
304,555
|
|
325,924
|
|
|
1
|
As of December 31,
2023, our America segment had presence in 28 U.S.
DMAs.
|
2
|
Billboards includes
bulletins, posters, spectaculars and wallscapes.
|
3
|
Other displays includes
street furniture and transit displays.
|
4
|
As of December 31,
2023, our Airports segment had displays across nearly 200
commercial and private airports in the U.S. and the
Caribbean.
|
Clear Channel International
B.V.
Clear Channel International B.V. ("CCIBV"), an indirect
wholly-owned subsidiary of the Company and the issuer of our 6.625%
Senior Secured Notes due 2025 (the "CCIBV Senior Secured Notes"),
includes the operations of our Europe-North and Europe-South
segments, as well as Singapore,
which is included in "Other." The financial results of Singapore are immaterial to the results of
CCIBV. Revenue and the scale of the Company's business in
Singapore will be reduced in 2024
due to the loss of a contract, which terminated on December 31, 2023.
As the businesses in the Europe-South segment are considered
discontinued operations, results of these businesses are now
reported as a separate component of Consolidated net income (loss)
in the CCIBV Consolidated Statements of Income (Loss) for all
periods presented and are excluded from the discussion below.
CCIBV results from continuing operations for the fourth quarter
of 2023 as compared to the same period of 2022 are as follows:
- CCIBV revenue increased 17.0% to $198.1 million from
$169.3 million. Excluding the
$7.4 million impact of movements in
FX, CCIBV revenue increased 12.6% driven by higher revenue in our
Europe-North segment, as described in the above "Results" section
of this earnings release. Singapore represented approximately 3% of
CCIBV revenue from continuing operations for the three months ended
December 31, 2023.
- CCIBV operating income was $31.2
million compared to $22.1
million in the same period of 2022.
Liquidity and Financial
Position:
Cash and Cash Equivalents:
As of December 31, 2023, we had $251.7 million of cash on our balance sheet,
including $84.3 million of cash held
outside the U.S. (excludes cash held by our business in
Spain, which is discontinued
operations).
The following table summarizes our cash flows for the year ended
December 31, 2023 on a consolidated basis, including both
continuing and discontinued operations:
(In
thousands)
|
Year Ended
December 31,
2023
|
Net cash provided by
operating activities
|
$
31,254
|
Net cash used for
investing activities1
|
(119,573)
|
Net cash provided by
financing activities
|
45,638
|
Effect of exchange rate
changes on cash, cash equivalents and restricted cash
|
4,540
|
Net decrease in cash,
cash equivalents and restricted cash
|
$
(38,141)
|
|
|
Cash paid for
interest
|
$
404,398
|
Cash paid for income
taxes, net of refunds
|
$
10,346
|
|
|
1
|
Includes proceeds from
the disposition of businesses, net of costs to sell and cash sold,
of $46.1 million and capital expenditures for discontinued
operations of $21.8 million.
|
Debt:
We anticipate having cash interest payment obligations of
approximately $448 million in 2024 and $408 million in
2025, assuming that we do not refinance or incur additional debt.
The expected increase in cash interest payments in 2024 is largely
due to differences in the timing of interest payments between the
newly-issued CCOH 9.000% Senior Notes and the refinanced portion of
the Term Loan.
Our next debt maturity is in August
2025 when the CCIBV Senior Secured Notes become due. Please
refer to Table 3 in this earnings release for additional detail
regarding our outstanding debt balance.
TABLE 1 -
Financial Highlights of Clear Channel Outdoor Holdings, Inc. and
its Subsidiaries:
|
|
(In
thousands)
|
Three Months
Ended
December 31,
|
|
Year Ended
December 31,
|
|
2023
|
|
2022
|
|
2023
|
|
2022
|
Revenue
|
$
632,114
|
|
$
562,247
|
|
$
2,127,140
|
|
$
2,014,028
|
Operating
expenses:
|
|
|
|
|
|
|
|
Direct operating
expenses1
|
302,480
|
|
260,637
|
|
1,092,686
|
|
981,979
|
Selling, general and
administrative expenses1
|
105,351
|
|
93,900
|
|
371,643
|
|
357,589
|
Corporate
expenses1
|
42,897
|
|
38,529
|
|
172,324
|
|
161,852
|
Depreciation and
amortization
|
55,419
|
|
65,483
|
|
241,828
|
|
217,835
|
Impairment
charges
|
—
|
|
—
|
|
—
|
|
22,676
|
Other operating
expense, net
|
1,647
|
|
1,457
|
|
11,769
|
|
2,133
|
Operating
income
|
124,320
|
|
102,241
|
|
236,890
|
|
269,964
|
Interest expense,
net
|
(106,810)
|
|
(98,895)
|
|
(421,434)
|
|
(360,599)
|
Gain on extinguishment
of debt
|
—
|
|
—
|
|
3,817
|
|
—
|
Other income (expense),
net
|
2,681
|
|
23,203
|
|
6,403
|
|
(37,060)
|
Income (loss) from
continuing operations before income taxes
|
20,191
|
|
26,549
|
|
(174,324)
|
|
(127,695)
|
Income tax benefit
attributable to continuing operations
|
5,195
|
|
79,947
|
|
17,217
|
|
80,392
|
Income (loss) from
continuing operations
|
25,386
|
|
106,496
|
|
(157,107)
|
|
(47,303)
|
Income (loss) from
discontinued operations2
|
617
|
|
(7,058)
|
|
(151,709)
|
|
(47,085)
|
Consolidated net income
(loss)
|
26,003
|
|
99,438
|
|
(308,816)
|
|
(94,388)
|
Less: Net income
attributable to noncontrolling interests
|
1,226
|
|
753
|
|
2,106
|
|
2,216
|
Net income (loss)
attributable to the Company
|
$
24,777
|
|
$
98,685
|
|
$
(310,922)
|
|
$
(96,604)
|
|
|
1
|
Excludes depreciation
and amortization.
|
2
|
Loss from discontinued
operations for the year ended December 31, 2023 includes a
loss of $212.0 million on the sale of our former business in
France, partially offset by gains of $96.4 million and
$11.2 million from the sales of our former businesses in
Switzerland and Italy, respectively. Income (loss) from
discontinued operations also reflects the net income (loss)
collectively generated by operations of our Europe-South segment
during the respective period and income tax expense driven by the
sale of these businesses.
|
Weighted Average
Shares Outstanding
|
|
(In
thousands)
|
Three Months
Ended
December 31,
|
|
Year Ended
December 31,
|
|
2023
|
|
2022
|
|
2023
|
|
2022
|
Weighted average common
shares outstanding – Basic
|
483,027
|
|
476,069
|
|
481,727
|
|
474,362
|
Weighted average common
shares outstanding – Diluted
|
489,132
|
|
481,664
|
|
481,727
|
|
474,362
|
TABLE 2 -
Selected Balance Sheet Information:
|
|
(In
thousands)
|
December 31,
2023
|
|
December 31,
2022
|
Cash and cash
equivalents
|
$
251,652
|
|
$
282,232
|
Total current
assets1
|
957,401
|
|
1,120,916
|
Net property, plant and
equipment
|
666,344
|
|
672,113
|
Total
assets2
|
4,722,475
|
|
5,086,011
|
Current liabilities
(excluding current portion of long-term
debt)3
|
883,116
|
|
1,100,337
|
Long-term debt
(including current portion of long-term debt)
|
5,631,903
|
|
5,561,901
|
Stockholders'
deficit
|
(3,450,743)
|
|
(3,262,806)
|
|
|
1
|
Total current assets
includes assets of discontinued operations of $131.3 million
and $322.5 million at December 31, 2023 and
December 31, 2022, respectively.
|
2
|
Total assets includes
assets of discontinued operations of $131.3 million and
$538.1 million at December 31, 2023 and December 31,
2022, respectively.
|
3
|
Current liabilities
includes liabilities of discontinued operations of
$68.8 million and $356.1 million at December 31,
2023 and December 31, 2022, respectively.
|
TABLE 3 - Total
Debt:
|
|
(In
thousands)
|
December 31,
2023
|
|
December 31,
2022
|
Debt:
|
|
|
|
Term Loan Facility Due
20261,2
|
$
1,260,000
|
|
$
1,935,000
|
Revolving Credit
Facility Due 20263
|
—
|
|
—
|
Receivables-Based
Credit Facility Due 20264
|
—
|
|
—
|
Clear Channel Outdoor
Holdings 5.125% Senior Secured Notes Due 2027
|
1,250,000
|
|
1,250,000
|
Clear Channel Outdoor
Holdings 9.000% Senior Secured Notes Due
20282
|
750,000
|
|
—
|
Clear Channel Outdoor
Holdings 7.750% Senior Notes Due 20285
|
995,000
|
|
1,000,000
|
Clear Channel Outdoor
Holdings 7.500% Senior Notes Due 20295
|
1,040,000
|
|
1,050,000
|
Clear Channel
International B.V. 6.625% Senior Secured Notes Due 2025
|
375,000
|
|
375,000
|
Finance
leases
|
4,202
|
|
4,682
|
Original issue
discount
|
(2,690)
|
|
(5,596)
|
Long-term debt
fees
|
(39,609)
|
|
(47,185)
|
Total debt
|
5,631,903
|
|
5,561,901
|
Less: Cash and
cash equivalents
|
(251,652)
|
|
(282,232)
|
Net debt
|
$
5,380,251
|
|
$
5,279,669
|
|
|
1
|
The term loans under
the Term Loan Facility amortize in equal quarterly installments in
an aggregate annual amount equal to 1.00% of the original principal
amount of such term loans, with the balance being payable on August
23, 2026. In accordance with these terms, we paid
$10.0 million of the outstanding principal on the Term Loan
Facility during the six months ended June 30, 2023. In August 2023,
we made a prepayment, described in note (2) to this table, that
satisfied the remaining quarterly payment obligations.
|
2
|
On August 22, 2023, we
issued $750.0 million aggregate principal amount of 9.000%
Senior Secured Notes due 2028. On the same date, we used a portion
of the net proceeds from this issuance to prepay
$665.0 million of outstanding principal on the Term Loan
Facility.
|
3
|
In June 2023, the
Senior Secured Credit Agreement was amended, extending the maturity
date of the Revolving Credit Facility to August 2026 and reducing
the aggregate revolving credit commitments of the Revolving Credit
Facility to $150.0 million. The full $150.0 million will
be available through August 23, 2024, and $115.8 million will
be available through August 23, 2026. As of December 31, 2023,
we had $43.2 million of letters of credit outstanding and
$106.8 million of excess availability under the Revolving Credit
Facility.
|
4
|
In June 2023, the
Receivables-Based Credit Agreement was amended, extending its
maturity to August 2026 and increasing its aggregate revolving
credit commitments to $175.0 million. (The borrowing limit of
the Receivables-Based Credit Facility is equal to the lesser of
$175.0 million and the borrowing base, which is calculated based on
our accounts receivable balance each period in accordance with our
Receivables-Based Credit Agreement.) As of December 31, 2023,
we had $47.6 million of letters of credit outstanding and
$127.4 million of excess availability under the
Receivables-Based Credit Facility.
|
5
|
In September 2023, we
repurchased in the open market $5.0 million of the CCOH 7.750%
Senior Notes and $10.0 million of the CCOH 7.500% Senior
Notes. The repurchased notes are held by a subsidiary of the
Company and have not been cancelled.
|
Supplemental
Disclosures:
Reportable Segments and Segment Adjusted EBITDA
The Company has four reportable segments, which it believes best
reflect how the Company is currently managed: America, which
consists of the Company's U.S. operations excluding airports;
Airports, which includes revenue from U.S. and Caribbean airports; Europe-North, which
consists of operations in the U.K., the Nordics and several other
countries throughout northern and central Europe; and Europe-South, which consists of
operations in Spain, and prior to
their sales on March 31, 2023,
May 31, 2023 and October 31, 2023, respectively, Switzerland, Italy and France. The Company's remaining operations in
Latin America and Singapore are disclosed as "Other." As
described in the "Dispositions and Discontinued Operations" section
of this earnings release, the Company's Europe-South segment met
the criteria to be reported as discontinued operations during 2023.
As such, results of this segment are excluded from this earnings
release, which only reflects continuing operations, for all periods
presented.
Segment Adjusted EBITDA is the profitability metric reported to
the Company's chief operating decision maker for purposes of making
decisions about allocation of resources to, and assessing
performance of, each reportable segment. Segment Adjusted EBITDA is
a GAAP financial measure that is calculated as Revenue less Direct
operating expenses and SG&A expenses, excluding restructuring
and other costs. Restructuring and other costs include costs
associated with cost savings initiatives such as severance,
consulting and termination costs and other special costs.
Non-GAAP Financial Information
This earnings release includes information that does not conform
to U.S. generally accepted accounting principles ("GAAP"),
including Adjusted EBITDA, Adjusted Corporate expenses, Funds From
Operations ("FFO") and Adjusted Funds From Operations ("AFFO"). The
Company presents this information because the Company believes
these non-GAAP measures help investors better understand the
Company's operating performance as compared to other out-of-home
advertisers, and these metrics are widely used by such companies in
practice. Please refer to the reconciliation of non-GAAP financial
measures to their most directly comparable GAAP financial measures
below.
The Company defines, and uses, these non-GAAP financial measures
as follows:
- Adjusted EBITDA is defined as income (loss) from continuing
operations, plus: income tax expense (benefit) attributable to
continuing operations; all non-operating expenses (income),
including other expense (income), gain on extinguishment of debt
and interest expense, net; other operating expense (income), net;
depreciation, amortization and impairment charges; share-based
compensation expense included within corporate expenses; and
restructuring and other costs included within operating expenses.
Restructuring and other costs include costs associated with cost
savings initiatives such as severance, consulting and termination
costs and other special costs.
The Company uses Adjusted EBITDA as one of the primary measures for
the planning and forecasting of future periods, as well as for
measuring performance for compensation of Company executives and
other members of Company management. The Company believes Adjusted
EBITDA is useful for investors because it allows investors to view
performance in a manner similar to the method used by Company
management and helps improve investors' ability to understand the
Company's operating performance, making it easier to compare the
Company's results with other companies that have different capital
structures or tax rates. In addition, the Company believes Adjusted
EBITDA is among the primary measures used externally by the
Company's investors, analysts and peers in its industry for
purposes of valuation and comparing the operating performance of
the Company to other companies in its industry.
- As part of the calculation of Adjusted EBITDA, the Company also
presents the non-GAAP financial measure of "Adjusted Corporate
expenses," which the Company defines as corporate expenses
excluding share-based compensation expense and restructuring and
other costs.
- The Company uses the National Association of Real Estate
Investment Trusts ("Nareit") definition of FFO, which is
consolidated net income (loss) before: depreciation, amortization
and impairment of real estate; gains or losses from the disposition
of real estate; and adjustments to eliminate unconsolidated
affiliates and noncontrolling interests. The Company defines AFFO
as FFO excluding discontinued operations and before the following
adjustments for continuing operations: maintenance capital
expenditures; straight-line rent effects; depreciation,
amortization and impairment of non-real estate; amortization of
deferred financing costs and discounts; share-based compensation
expense; deferred taxes; restructuring and other costs; transaction
costs; foreign exchange transaction gain or loss; non-service
related pension costs or benefits; and other items, including
adjustment for unconsolidated affiliates and noncontrolling
interest and nonrecurring infrequent or unusual gains or
losses.
The Company is not a Real Estate Investment Trust ("REIT").
However, the Company competes directly with REITs that
present the non-GAAP measures of FFO and AFFO
and, accordingly, believes that presenting such measures will
be helpful to investors in evaluating the Company's operations with
the same terms used by the Company's direct competitors. The
Company calculates FFO in accordance with the
definition adopted by Nareit. Nareit does
not restrict presentation of non-GAAP measures traditionally
presented by REITs by entities that are not
REITs. In addition, the Company believes FFO
and AFFO are already among the primary measures
used externally by the Company's investors, analysts and
competitors in its industry for purposes of valuation and comparing
the operating performance of the Company to other companies in its
industry. The Company does not use, and you should not use,
FFO and AFFO as an indication of the Company's
ability to fund its cash needs or pay dividends or make other
distributions. Because the Company is not a REIT, the
Company does not have an obligation to pay dividends or make
distributions to stockholders and does not intend to pay dividends
for the foreseeable future. Moreover, the presentation of these
measures should not be construed as an indication that the Company
is currently in a position to convert into a
REIT.
A significant portion of the Company's advertising operations is
conducted in foreign markets, principally Europe, and Company management reviews the
results from its foreign operations on a constant dollar basis. The
Company presents the GAAP measures of revenue, direct operating and
SG&A expenses, corporate expenses and Segment Adjusted EBITDA,
as well as the non-GAAP financial measures of Adjusted EBITDA,
Adjusted Corporate expenses, FFO and AFFO, excluding movements in
foreign exchange rates because Company management believes that
viewing certain financial results without the impact of
fluctuations in foreign currency rates facilitates period-to-period
comparisons of business performance and provides useful information
to investors. These measures, which exclude the effects of foreign
exchange rates, are calculated by converting the current period's
amounts in local currency to U.S. dollars using average monthly
foreign exchange rates for the same period of the prior year.
Since these non-GAAP financial measures are not calculated in
accordance with GAAP, they should not be considered in isolation
of, or as a substitute for, the most directly comparable GAAP
financial measures as an indicator of operating performance or, in
the case of Adjusted EBITDA, FFO and AFFO, the Company's ability to
fund its cash needs. In addition, these measures may not be
comparable to similar measures provided by other companies. See
reconciliations of loss from continuing operations to Adjusted
EBITDA, corporate expenses to Adjusted Corporate expenses, and
consolidated net loss to FFO and AFFO in the tables set forth
below. This data should be read in conjunction with the Company's
most recent Annual Report on Form 10-K, Form 10-Qs and Form 8-Ks,
which are available on the Investor Relations page of the Company's
website at investor.clearchannel.com.
Reconciliation of
Income (Loss) from Continuing Operations to Adjusted
EBITDA
|
|
|
Three Months
Ended
December 31,
|
|
Year Ended
December 31,
|
(in
thousands)
|
2023
|
|
2022
|
|
2023
|
|
2022
|
Income (loss) from
continuing operations
|
$
25,386
|
|
$
106,496
|
|
$
(157,107)
|
|
$
(47,303)
|
Adjustments:
|
|
|
|
|
|
|
|
Income tax benefit
attributable to continuing operations
|
(5,195)
|
|
(79,947)
|
|
(17,217)
|
|
(80,392)
|
Other (income)
expense, net
|
(2,681)
|
|
(23,203)
|
|
(6,403)
|
|
37,060
|
Gain on extinguishment
of debt
|
—
|
|
—
|
|
(3,817)
|
|
—
|
Interest expense,
net
|
106,810
|
|
98,895
|
|
421,434
|
|
360,599
|
Other operating
expense, net
|
1,647
|
|
1,457
|
|
11,769
|
|
2,133
|
Impairment
charges
|
—
|
|
—
|
|
—
|
|
22,676
|
Depreciation and
amortization
|
55,419
|
|
65,483
|
|
241,828
|
|
217,835
|
Share-based
compensation
|
5,196
|
|
4,121
|
|
20,330
|
|
20,512
|
Restructuring and
other costs1
|
3,405
|
|
644
|
|
24,399
|
|
11,741
|
Adjusted
EBITDA
|
$
189,987
|
|
$
173,946
|
|
$
535,216
|
|
$
544,861
|
|
|
1
|
Restructuring and other
costs during the years ended December 31, 2023 and 2022
include expenses of $19.0 million and $7.1 million,
respectively, recorded for the resolution of the investigation of
the Company's former indirect, non-wholly-owned subsidiary, Clear
Media Limited.
|
Reconciliation of
Corporate Expenses to Adjusted Corporate
Expenses
|
|
|
Three Months
Ended
December 31,
|
|
Year Ended
December 31,
|
(in
thousands)
|
2023
|
|
2022
|
|
2023
|
|
2022
|
Corporate
expenses
|
$
(42,897)
|
|
$
(38,529)
|
|
$
(172,324)
|
|
$
(161,852)
|
Share-based
compensation
|
5,196
|
|
4,121
|
|
20,330
|
|
20,512
|
Restructuring and
other costs1
|
1,168
|
|
258
|
|
21,337
|
|
9,963
|
Adjusted Corporate
expenses
|
$
(36,533)
|
|
$
(34,150)
|
|
$
(130,657)
|
|
$
(131,377)
|
|
|
1
|
Restructuring and other
costs during the years ended December 31, 2023 and 2022
include expenses of $19.0 million and $7.1 million,
respectively, recorded for the resolution of the investigation of
the Company's former indirect, non-wholly-owned subsidiary, Clear
Media Limited.
|
Reconciliation of
Consolidated Net Income (Loss)
to FFO and AFFO
|
|
|
Three Months
Ended
December 31,
|
|
Year Ended
December 31,
|
(in
thousands)
|
2023
|
|
2022
|
|
2023
|
|
2022
|
Consolidated net
income (loss)
|
$
26,003
|
|
$
99,438
|
|
$
(308,816)
|
|
$
(94,388)
|
Depreciation and
amortization of real estate
|
48,738
|
|
66,271
|
|
226,724
|
|
217,856
|
Net loss on
disposition of real estate (excludes condemnation
proceeds)1
|
10,229
|
|
984
|
|
108,322
|
|
8,066
|
Impairment of real
estate
|
—
|
|
—
|
|
—
|
|
22,676
|
Adjustment for
unconsolidated affiliates and non-controlling interests
|
(1,858)
|
|
(1,055)
|
|
(3,849)
|
|
(4,219)
|
Funds From
Operations (FFO)
|
83,112
|
|
165,638
|
|
22,381
|
|
149,991
|
Less: FFO from
discontinued operations
|
12,913
|
|
1,043
|
|
(34,759)
|
|
(19,503)
|
FFO from continuing
operations
|
70,199
|
|
164,595
|
|
57,140
|
|
169,494
|
Capital
expenditures–maintenance
|
(12,110)
|
|
(17,526)
|
|
(44,977)
|
|
(44,983)
|
Straight-line rent
effect
|
617
|
|
814
|
|
4,730
|
|
1,877
|
Depreciation and
amortization of non-real estate
|
7,457
|
|
7,379
|
|
29,542
|
|
30,809
|
Gain on extinguishment
of debt
|
—
|
|
—
|
|
(3,817)
|
|
—
|
Amortization of
deferred financing costs and discounts
|
2,878
|
|
2,855
|
|
11,666
|
|
11,236
|
Share-based
compensation
|
5,196
|
|
4,121
|
|
20,330
|
|
20,512
|
Deferred
taxes
|
(10,580)
|
|
(85,037)
|
|
(29,044)
|
|
(88,975)
|
Restructuring and
other costs2
|
3,405
|
|
644
|
|
24,399
|
|
11,741
|
Transaction
costs
|
6,555
|
|
871
|
|
13,262
|
|
10,482
|
Foreign exchange
transaction (gain) loss
|
(4,450)
|
|
(23,301)
|
|
(11,895)
|
|
39,666
|
Other
items3
|
4,040
|
|
811
|
|
11,678
|
|
2,128
|
Adjusted Funds From
Operations (AFFO)
|
$
73,207
|
|
$
56,226
|
|
$
83,014
|
|
$
163,987
|
|
|
1
|
Net loss on disposition
of real estate for the three months ended December 31, 2023
includes a loss of $11.4 million on the sale of our former
business in France and, for the year ended December 31, 2023,
includes a loss of $212.0 million on the sale of our former
business in France, partially offset by gains of $96.4 million
and $11.2 million from the sales of our former businesses in
Switzerland and Italy, respectively.
|
2
|
Restructuring and other
costs during the years ended December 31, 2023 and 2022
include expenses of $19.0 million and $7.1 million,
respectively, recorded for the resolution of the investigation of
the Company's former indirect, non-wholly-owned subsidiary, Clear
Media Limited.
|
3
|
Other items for the
year ended December 31, 2023 include expenses related to the
CCOH 9.000% Senior Secured Notes issuance and Term Loan Facility
prepayment.
|
Reconciliation of
Loss from Continuing Operations Guidance1 to
Adjusted EBITDA Guidance1
|
|
|
Full Year of
2024
|
(in
millions)
|
Low
|
|
High
|
Loss from continuing
operations
|
$
(131)
|
|
$
(101)
|
Adjustments:
|
|
|
|
Income tax expense
attributable to continuing operations
|
9
|
|
9
|
Other expense,
net
|
1
|
|
1
|
Interest expense,
net
|
422
|
|
427
|
Other operating
expense, net
|
13
|
|
13
|
Depreciation and
amortization
|
215
|
|
215
|
Share-based
compensation
|
16
|
|
16
|
Restructuring and
other costs
|
5
|
|
5
|
Adjusted
EBITDA
|
$
550
|
|
$
585
|
|
|
1
|
Guidance excludes
movements in FX
|
Reconciliation of
Loss from Continuing Operations
Guidance1 to AFFO Guidance1
|
|
|
Full Year of
2024
|
(in
millions)
|
Low
|
|
High
|
Loss from continuing
operations
|
$
(131)
|
|
$
(101)
|
Depreciation and
amortization of real estate
|
184
|
|
184
|
Net gain on
disposition of real estate (excludes condemnation
proceeds)
|
(1)
|
|
(1)
|
Adjustment for
unconsolidated affiliates and non-controlling interests
|
(6)
|
|
(6)
|
FFO from continuing
operations
|
46
|
|
76
|
Capital
expenditures–maintenance
|
(42)
|
|
(47)
|
Straight-line rent
effect
|
(8)
|
|
(8)
|
Depreciation and
amortization of non-real estate
|
31
|
|
31
|
Amortization of
deferred financing costs and discounts
|
11
|
|
11
|
Share-based
compensation
|
16
|
|
16
|
Deferred
taxes
|
(7)
|
|
(7)
|
Restructuring and
other costs
|
5
|
|
5
|
Other items
|
23
|
|
23
|
Adjusted Funds From
Operations (AFFO)
|
$
75
|
|
$
100
|
|
|
1
|
Guidance excludes
movements in FX.
|
Conference Call
The Company will host a conference call to discuss these results
on February 26, 2024 at 8:30 a.m.
Eastern Time. The conference call number is 866-424-2432
(U.S. callers) or +1 215-268-9862 (international callers). A live
audio webcast of the conference call will be available on the
"Events and Presentations" section of the Company's investor
website (investor.clearchannel.com). A replay of the webcast will
be available after the live conference call on the "Events and
Presentations" section of the Company's investor website.
About Clear Channel Outdoor Holdings, Inc.
Clear Channel Outdoor Holdings, Inc. (NYSE: CCO) is at the
forefront of driving innovation in the out-of-home advertising
industry. Our dynamic advertising platform is broadening the pool
of advertisers using our medium through the expansion of digital
billboards and displays and the integration of data analytics and
programmatic capabilities that deliver measurable campaigns that
are simpler to buy. By leveraging the scale, reach and flexibility
of our diverse portfolio of assets, we connect advertisers with
millions of consumers every month across more than 325,000 print
and digital displays in 19 countries, excluding businesses held for
sale.
For further information, please contact:
Investors:
Eileen McLaughlin
Vice President - Investor Relations
(646) 355-2399
InvestorRelations@clearchannel.com
Cautionary Statement Concerning Forward-Looking
Statements
Certain statements in this earnings release constitute
"forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. Such forward-looking
statements involve known and unknown risks, uncertainties and other
factors that may cause the actual results, performance or
achievements of Clear Channel Outdoor Holdings, Inc. and its
subsidiaries (the "Company") to be materially different from any
future results, performance, achievements, guidance, goals and/or
targets expressed or implied by such forward-looking statements.
The words "guidance," "believe," "expect," "anticipate,"
"estimate," "forecast," "goals," "targets" and similar words and
expressions are intended to identify such forward-looking
statements. In addition, any statements that refer to expectations
or other characterizations of future events or circumstances, such
as statements about our guidance, outlook, long-term forecast,
goals or targets; our business plans and strategies; our
expectations about the timing, closing, satisfaction of closing
conditions, use of proceeds and benefits of the sales of our
European businesses as well as expectations about certain markets
and strategic review processes; industry and market trends; and our
liquidity, are forward-looking statements. These statements
are not guarantees of future performance and are subject to certain
risks, uncertainties and other factors, some of which are beyond
our control and are difficult to predict.
Various risks that could cause future results to differ from
those expressed by the forward-looking statements included in this
earnings release include, but are not limited to: continued
economic uncertainty, an economic slowdown or a recession; our
ability to service our debt obligations and to fund our operations,
business strategy and capital expenditures; the impact of our
substantial indebtedness, including the effect of our leverage on
our financial position and earnings; the difficulty, cost and time
required to implement our strategy, including optimizing our
portfolio, and the fact that we may not realize the anticipated
benefits therefrom; our ability to obtain and renew key contracts
with municipalities, transit authorities and private landlords;
competition; regulations and consumer concerns regarding privacy,
digital services, data protection and the use of artificial
intelligence; a breach of our information security measures;
legislative or regulatory requirements; restrictions on out-of-home
advertising of certain products; environmental, health, safety and
land use laws and regulations, as well as various actual and
proposed environmental, social and governance policies, regulations
and disclosure standards; the impact of the processes to sell the
businesses in our Europe-North segment and in Latin America; the impact of the recent
dispositions or agreements to dispose of the businesses in our
Europe-South segment and the potential dispositions of our other
international businesses, as well as other strategic transactions
or acquisitions; third-party claims of intellectual property
infringement, misappropriation or other violation against us or our
suppliers; risks of doing business in foreign countries;
fluctuations in exchange rates and currency values; volatility of
our stock price; the impacts on our stock price as a result of
future sales of common stock, or the perception thereof, and
dilution resulting from additional capital raised through the sale
of common stock or other equity-linked instruments; our ability to
continue to comply with the applicable listing standards of the New
York Stock Exchange; the restrictions contained in the agreements
governing our indebtedness limiting our flexibility in operating
our business; the effect of analyst or credit ratings downgrades;
our dependence on our management team and other key individuals;
continued scrutiny and changing expectations from investors,
lenders, customers, government regulators, municipalities,
activists and other stakeholders; and certain other factors set
forth in our filings with the SEC. You are cautioned not to place
undue reliance on these forward-looking statements, which speak
only as of the date stated, or if no date is stated, as of the date
of this earnings release. Other key risks are described in the
section entitled "Item 1A. Risk Factors" of the Company's reports
filed with the SEC, including the Company's Annual Report on Form
10-K for the year ended December 31,
2023. The Company does not undertake any obligation to
publicly update or revise any forward-looking statements because of
new information, future events or otherwise.
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SOURCE Clear Channel Outdoor Holdings, Inc.