NEW YORK, March 30 /PRNewswire-FirstCall/ -- Westwood One,
Inc. (Nasdaq: WWON), a leading independent provider of network
radio content and traffic information to the radio, television and
on-line sectors, today reported operating results for the full year
and fourth quarter ended December 31,
2009.
"Westwood One achieved significant milestones in its turnaround
at the end of 2009 and is well positioned to participate in the
economic recovery that has begun in the radio industry," said
Rod Sherwood, President. "In the
fourth quarter of 2009, our revenue performance improved, and our
earnings (on an Adjusted EBITDA basis) were up compared to the
fourth quarter of 2008, reflecting both improvements in advertising
spending, and the results of our cost reduction program."
"Our focus was to realign our capital structure, reduce our
operating costs by approximately $60
million on an annualized basis over the course of the
turnaround, and invest in areas with the most potential to grow
revenue in 2010 and beyond. To that end, we invested in new
programming, added to our sales force in both Network Radio and
Metro Traffic, upgraded our systems infrastructure, and developed
new revenue initiatives. We ended the year with positive momentum
that has continued in the first quarter of 2010."
In addition to the above, on March 30,
2010, we were able to reach an agreement with our lenders to
modify our debt covenants for 2010 and 2011, beginning with the
quarter ending March 31, 2010.
These new covenant levels will provide us with a significant
increase in our operational and financial flexibility and reduce
financial risk. These amendments will allow us to continue to
focus on our revenue initiatives and enacting our plans to continue
investing in our infrastructure and the key drivers of our business
on a broader basis.
The linchpin of the Company's strategy was to continue investing
in our product to offer the best radio programming to our
affiliates and advertisers. The Company's sports,
entertainment and news programs continue to attract enthusiastic
audiences to radio stations across the country.
Sports programming was especially strong in the fourth quarter.
As the exclusive network radio partner of the NFL Prime-Time
package, Westwood One broadcast the most pro-football games and the
best match-ups throughout the entire NFL regular and
post-season.
In entertainment programming, The Billy Bush Show
expanded to CHR audiences nationwide. Hosted by Access
Hollywood's Billy Bush, the evening talk and music show
focuses on the top entertainment stories and personalities with
celebrity guests, listener calls and web presence tailored for CHR
stations and listeners.
In news, Westwood One and CNNRadio announced a multi-year
renewal agreement to continue syndication of the CNNRadio Network,
which is the most widely distributed news radio network in
North America. CNNRadio is heard
in all 50 of the top 50 U.S. markets.
In November, Westwood One added Peter Greenberg WorldWide
to its top radio programming. Peter
Greenberg, the travel editor for CBS news, is a widely
published travel author and is recognized as the foremost
front-line travel news journalist in the business. His
program originates from a different location around the globe each
weekend.
Our investment in new programming is continuing. Recently,
Westwood One announced dynamic new programming in conjunction with
our partners at Harpo Radio. Westwood One will soon feature The
Gayle King Show, a two-hour, daily radio talk program hosted by
acclaimed newscaster and television personality Gayle King, and Night and Gayle, a new,
five-hour daily weeknight entertainment program featuring music,
guests and topical conversation. Westwood One will also present a
daily feature from Dr. Mehmet Oz,
host of daytime television's newest hit, The Dr. Oz Show.
Westwood One continues to look for strategic alliances and
partnerships to complement the business. In December 2009, Westwood One acquired Jaytu (d/b/a
Sigalert) to enhance the traffic business across radio, television
and digital by providing the best-in-class traffic product in the
country. Metro Television will deliver to its affiliates a
three-screen solution for delivering the same high-quality traffic
information on a seamless basis to audiences on television, the
internet, and mobile devices. Westwood One plans to deploy a
SigAlert traffic product in major metropolitan areas throughout the
U.S. in 2010.
Westwood One also formed a multi-year partnership with Litton
News Source, an independent producer and syndicator of local and
national television news content and other programming. Our
affiliate sales partnership with Litton supports our strategy to
increase the number of TV affiliates for Metro Television. In
addition, Metro Television Traffic Reports will become a part of
Litton's nationally distributed content, which includes top names
such as Consumer Reports and Good Housekeeping.
Three Months Ended December 31,
2009
Revenue for the three months ended December 31, 2009 decreased $8.8 million, or 8.7%, to $92.3 million from $101.1
million in the same period of 2008. This decrease was
lower than revenue decreases in the first three quarters of 2009,
and reflects a cautious return to advertiser spending in the face
of continued uncertainty in the fourth quarter marketplace. Network
Radio revenue decreased to $52.1
million, compared to $55
million for 2008, a 5.3% decline. This decline is consistent
with reported network radio industry trends for the fourth quarter.
Metro Traffic revenue decreased to $40.3
million, a decline of 12.6%, from $46.1 million in 2008. The 2009 decrease reflects
continued weakness in the local advertising marketplace.
The operating loss in the fourth quarter of 2009, was
$9.6 million compared with an
operating loss of $7.8 million in
2008 (absent goodwill impairment charges of approximately
$224.1 million in 2008), or an
increase in operating loss of $1.8
million. The increase in operating loss reflects higher
depreciation and amortization expenses, partially offset by lower
restructuring and special charges, all of which did not impact
Adjusted EBITDA.
Adjusted EBITDA(1) for the fourth quarter of 2009 was
$6.1 million compared with
$5.8 million in the fourth quarter of
2008. The increase was due to the results of the cost reduction
programs, partially offset by lower revenue.
Interest expense in the fourth quarter of 2009 increased
$2.1 million, or 67.7%, to
$5.2 million from $3.1 million in the fourth quarter of 2008. This
reflects the higher average interest rates on our outstanding debt,
which resulted from our refinancing that closed on April 23, 2009.
The Company's tax benefit decreased $1.9
million to $10.8 million in the fourth quarter of 2009
compared to $12.7 million in 2008 due
to a lower pre-tax loss in the fourth quarter of 2009 as compared
to the fourth quarter of 2008.
For the fourth quarter of 2009, net loss was $3.9 million, or $0.19 per diluted share, compared with a net loss
in the fourth quarter of 2008 of $222.5
million, which included an impairment charge of $224.1 million, or $3.16 per diluted share. Per share amounts
reflect the effect of the 200:1 reverse stock split of our common
stock completed on August 3,
2009.
Free cash flow(2) in the fourth quarter of 2009 decreased
approximately $5.8 million to $8.9
million, or $0.44 per diluted
share, from $14.7 million, or
$30.12 per diluted share, in 2008.
This was primarily due to the increase in interest expense,
capital expenditures and lower income tax benefits. All per
share amounts reflect the effect of the 200:1 reverse stock split
of our common stock completed on August 3,
2009.
Full Year Ended December 31,
2009
As a result of the refinancing, we followed the acquisition
method of accounting, as described by Accounting Standards
Codification 805, and applied the SEC rules and guidance regarding
"push down" accounting treatment. Accordingly, our consolidated
financial statements and transactional records prior to the closing
of the refinancing reflect the historical accounting basis in our
assets and liabilities and are labeled predecessor company, while
such records subsequent to the refinancing are labeled successor
company and reflect the push down basis of accounting for the new
fair values in our financial statements. This is presented in our
consolidated financial statements by a vertical black line division
which appears between the columns entitled predecessor company and
successor company on the statements and relevant notes. The black
line signifies that the amounts shown for the periods prior to and
subsequent to the refinancing are not comparable. For
management purposes, we continue to measure our performance against
comparable prior periods.
For purposes of presenting a comparison of our 2009 results to
prior periods, we have presented our 2009 results as the
mathematical addition of the predecessor company and successor
company periods in a Combined Statement of Operations(3). We
believe that this presentation provides the most meaningful
information about our results of operations. This approach is not
consistent with GAAP, may yield results that are not comparable on
a period-to-period basis, and may not reflect the actual results we
would have achieved.
For the year ended December 31,
2009, total revenue decreased $64.1
million, or 15.8%, from $404.4
million in 2008 to $340.3
million in 2009. This decrease reflects the negative impact
of the economic downturn on advertising spending in both the
network and local marketplaces during 2009. The Radio Advertising
Bureau reported that overall industry revenue for 2009 declined
18%. Network Radio revenue was $183.8
million in 2009 compared to $209.5
million in 2008, a decrease of $25.7
million, or 12.3%. This decrease reflects the general
decline in advertising spending during 2009. Metro Traffic
revenue was $156.5 million compared
to $194.9 million, a decrease of
$38.4 million or 19.7%. This decrease
was primarily attributable to Metro Traffic's radio revenue, which
reflects weakness in the local radio advertising marketplace, and
was partially offset by an increase in Metro Television revenue.
The decline in local radio advertising reported by the Radio
Advertising Bureau and other industry sources (Kantar Media) for
2009 was 20%.
Operating costs decreased $35.4
million, or 9.8%, to $325.1
million in 2009 from $360.5
million in 2008. The decrease reflects the savings
from the 2009 Metro Traffic re-engineering program and other cost
savings initiatives, which began in the last half of 2008 and
continued through 2009, and which were partially offset by
increases in program and operating costs, primarily due to TV
inventory purchases, and other investments in the business.
Payroll and payroll related costs declined $18.5 million, or 18.3%, as a result of the
personnel and salary reductions and furlough program. Programming
and production costs decreased by $20.2
million from $98.6 million to $78.4
million due to lower talent fees as well as reduced revenue
sharing expense as a result of our lower revenue. Program and
operating costs increased to $25.1
million from $15.8 million,
reflecting increased purchases of television and other inventory,
and expenses related to our License Agreement with TrafficLand.
Station compensation expense decreased by $4.7 million, primarily due to the renegotiation
and cancellation of certain affiliate arrangements. Other operating
expenses declined from $65.6 million to
$64.2 million, reflecting the benefit of the Metro Traffic
re-engineering program, primarily related to facilities, aviation,
communication and other costs, partially offset by a $1.7 million asset write-off.
The operating loss in 2009 was $97.6
million, compared with an operating loss of $438.0 million in 2008. The decreased
operating loss is primarily due to the lower non-cash goodwill
impairment charges in 2009 of $50.5
million compared to $430.1
million in 2008.
Adjusted EBITDA(1) for 2009 is $10.4
million compared with $39.2
million for the full year 2008, a decrease of $28.8 million or 73.5%. This decrease is mainly
attributable to the decline in revenue, partially offset by the
expense reductions from the Metro Traffic re-engineering program
and other cost savings initiatives. Adjusted EBITDA for the
last three quarters of 2009 was $17.3
million.
Interest expense increased $1.3
million, or 7.8%, to $18.0
million for the twelve months ended December 31, 2009 from $16.7 million in the comparable period of 2008.
This reflects the higher average interest rates on our outstanding
debt, which resulted from our refinancing that closed on
April 23, 2009. As a result of
such refinancing, our then outstanding debt levels declined from
approximately $246.0 million to $137.5
million; however, the interest rate on our Senior Notes
increased to 15%. The increase was partially offset by a one-time
reversal of interest expense of $0.8
million.
Income tax benefit in 2009 increased $17.9 million, or 121%, to $32.7 million from $14.8
million in 2008, primarily due to the operating loss and
from higher deductible expenses in 2009.
Net loss for 2009, including an impairment charge of
$50.5 million, was $82.6 million, or $9.45 per diluted share, compared with a net loss
in 2008 of $427.6 million which
included an impairment charge of $430.1
million, or $878.73 per
diluted share. Per share amounts reflect the effect of the
200:1 reverse stock split of our common stock completed on
August 3, 2009.
Free cash flow(2) in 2009 decreased approximately $25.0 million to $19.1 million, or $2.20 per diluted share, compared with
$44.1 million, or $89.82 per diluted share in 2008. This was
primarily due to the increase in operating loss excluding non-cash
goodwill impairment charges, depreciation and amortization, special
charges and restructuring of $24.3
million.
Outlook for 2010
We are cautiously optimistic regarding trends in the advertising
marketplace during 2010. Industry analysts are forecasting that
radio advertising revenue may rise between 1.5% (BIA/Kelsey) and
2.2% (Barclays Capital). We are seeing a more significant
improvement in advertising spending reflected in our bookings to
date in the first quarter of 2010, and these increases are in a
range of advertising categories.
While revenue gains will likely improve our operating leverage
somewhat, we will continue to make targeted investments in the
business to enhance our competitive position in 2010 and beyond.
These investments could include developing new programming,
partnering with third-party content providers to represent their
business, further expanding the advertising and affiliate
salesforces in Network Radio and Metro Traffic, investing in our
digital business, expanding the SigAlert product nationally, making
continued investments in infrastructure improvements, and expanding
our content and distribution in the television business.
We continue to seek opportunities to complement our organic
growth strategy with strategic partnerships such as TrafficLand and
Litton News Source and select business development activity, as we
did with SigAlert.
About Westwood One
Westwood One, Inc. (Nasdaq: WWON) is one of the nation's largest
providers of network radio programming and one of the largest
domestic outsourced providers of traffic information in the U.S.
Westwood One serves approximately 5,000 radio and 170
television stations in the U.S. Westwood One provides over
150 news, sports, music, talk and entertainment programs, features
and live events to numerous media partners. Through its Metro
Traffic business, Westwood One provides traffic reporting and local
news, sports and weather to approximately 2,200 radio and 170
television stations. Westwood One also provides digital and other
cross-platform delivery of its Network and Metro Traffic content to
over 700 radio, television and newspaper affiliates.
Footnotes to Press Release
(1) Adjusted EBITDA is a non-GAAP financial measure that is
reconciled to net cash provided by (used in) operating activities,
its most directly comparable GAAP measure, in the accompanying
financial tables. Adjusted EBITDA is defined as net cash
provided by (used in) operating activities adjusted to exclude the
following interest expense, income tax expense (benefit),
restructuring and special charges, other non-operating income,
amortization of deferred financing costs and changes in assets and
liabilities including deferred tax assets and liabilities.
Adjusted EBITDA is used by the Company to calculate its
compliance with its debt covenants under the terms of its senior
notes and senior credit facility. The Company believes this measure
is relevant and useful for investors because it allows investors to
view performance in the same manner as the Company's lenders (who
also own approximately 23.0% of the Company's equity as a result of
the refinancing, excluding Gores).
Since Adjusted EBITDA is not a measure of performance calculated
in accordance with GAAP, it should not be considered in isolation
of, or as a substitute for, consolidated statements of operations
and cash flow data prepared in accordance with GAAP. Adjusted
EBITDA as the Company calculates it, may not be comparable to
similarly titled measures employed by other companies. In
addition, this measure does not necessarily represent funds
available for discretionary use, and is not necessarily a measure
of the Company's ability to fund its cash needs. The Company
uses Adjusted EBITDA as a liquidity measure, which is different
from operating cash flow, the most directly comparable GAAP
financial measure calculated and prepared in accordance with GAAP.
Users of this financial information should consider the types
of events and transactions which are excluded.
(2) Free cash flow is a non-GAAP financial measure that is
reconciled to net income (loss), its most directly comparable GAAP
measure, in the accompanying financial tables. Free cash flow is
defined by the Company as net income (loss), plus non-cash items,
specifically depreciation and amortization, stock-based
compensation, goodwill impairment and amortization of deferred
financing costs, and cash items including restructuring and special
charges, less capital expenditures. The Company uses free cash
flow, among other measures, to evaluate its operating performance.
Management believes free cash flow provides investors with an
important perspective on the Company's cash available to service
debt and the Company's ability to make strategic acquisitions and
investments, maintain its capital assets, repurchase its common
stock and fund ongoing operations. As a result, free cash flow is a
significant measure of the Company's ability to generate long term
value. The Company believes the presentation of free cash
flow is relevant and useful for investors because it allows
investors to view performance in a manner similar to the method
used by management. In addition, free cash flow is also a
primary measure 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. Free cash flow per fully diluted
weighted average common shares outstanding is defined by the
Company as free cash flow divided by the fully diluted weighted
average common shares outstanding.
As free cash flow is not a measure of performance calculated in
accordance with GAAP, free cash flow should not be considered in
isolation of, or as a substitute for, net income as an indicator of
operating performance or net cash provided by operating activities
as a measure of liquidity. Free cash flow, as the Company
calculates it, may not be comparable to similarly titled measures
employed by other companies. In addition, free cash flow does
not necessarily represent funds available for discretionary use and
is not necessarily a measure of the Company's ability to fund its
cash needs. In arriving at free cash flow, the Company
adjusts net cash provided by operating activities to remove the
impact of cash flow timing differences to arrive at a measure which
the Company believes more accurately reflects funds available for
discretionary use. Specifically, the Company adjusts net cash
provided by operating activities (the most directly comparable GAAP
financial measure) for capital expenditures, special charges, and
deferred taxes, in addition to removing the impact of sources and
or uses of cash resulting from changes in operating assets and
liabilities. Accordingly, users of this financial information
should consider the types of events and transactions which are not
reflected.
(3) The Combined Statement of Operations is a non-GAAP financial
measure. For purposes of presenting a comparison of our 2009
results to prior periods, we have presented our 2009 results as the
mathematical addition of the predecessor company and successor
company periods, in the accompanying financial tables. We believe
that this presentation provides the most meaningful information
about our results of operations. This approach is not consistent
with GAAP, may yield results that are not strictly comparable on a
period-to-period basis, and may not reflect the actual results we
would have achieved.
Forward-Looking Statements
Certain statements in this 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 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. The words or phrases "guidance,"
"expect," "anticipate," "estimates" and "forecast" and similar
words or 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 are forward-looking statements. Various risks that
could cause future results to differ from those expressed by the
forward-looking statements included in this release include, but
are not limited to: changes in economic conditions in the
U.S. (which have constrained consumer spending and affected
advertising revenue and rates), and in other countries in which
Westwood One currently does business (both generally and relative
to the broadcasting industry); continued declines in our operating
income; our ability to achieve our financial forecast; the
availability of additional financing; changes to our CBS
arrangement; further impairment charges; Gores' influence over our
corporate actions; the increased proliferation of free traffic
content; our future cash flow from operations and access to
additional financing; advertiser spending patterns, including the
notion that orders are being placed in close proximity to air,
limiting visibility of demand; changes in the level of competition
for advertising dollars; technological changes and innovations;
fluctuations in programming costs; acceptance of our content;
shifts in population and other demographics; changes in labor
conditions; and changes in governmental regulations and policies
and actions of federal and state regulatory bodies. Other
key risks are described in the Company's reports filed with the
Securities and Exchange Commission ("SEC"), including the Company's
Annual Report on Form 10-K for the year ending December 31, 2009. Except as otherwise stated in
this news announcement, Westwood One, Inc. does not undertake any
obligation to publicly update or revise any forward-looking
statements because of new information, future events or
otherwise.
WESTWOOD ONE, INC
CONSOLIDATED STATEMENT OF OPERATIONS
(In thousands, except share and per share amounts)
Successor Company Predecessor Company
Three For the Three For the Year Ended
Months Period Months Period December 31,
Ended April 24, Ended Jan. 1,
Dec. 31, 2009 to Dec. 31, 2009 to 2008 2007
2009 Dec. 31, 2008 April 23,
2009 2009
(Unaudited) (Unaudited)
Revenue $92,342 $228,860 $101,118 $111,474 $404,416 $451,384
Operating
costs 86,482 213,521 94,710 111,580 360,492 350,440
Depreciation
and
amortization 7,564 21,473 2,289 2,585 11,052 19,840
Corporate
general and
administrative
expenses 2,346 7,683 4,932 4,248 13,442 13,171
Goodwill and
intangible
impairment - 50,501 224,073 - 430,126 -
Restructuring
charges 1,150 3,976 3,502 3,976 14,100 -
Special
charges 4,366 5,554 3,489 12,819 13,245 4,626
101,908 302,708 332,995 135,208 842,457 388,077
Operating
(loss)
income (9,566) (73,848) (231,877) (23,734) (438,041) 63,307
Interest
expense 5,164 14,782 3,142 3,222 16,651 23,626
Other expense
(income) (71) (5) 169 (359) (12,369) (411)
(Loss) income
before income
tax (14,659) (88,625) (235,188) (26,597) (442,323) 40,092
Income tax
(benefit)
expense (10,794) (25,025) (12,716) (7,635) (14,760) 15,724
Net (loss)
income $(3,865) $(63,600) $(222,472) $(18,962) $(427,563) $24,368
Net (loss)
income
attributable
to common
shareholders
$(3,865) $(145,148) $(223,924) $(22,038) $(430,644) $24,363
(Loss)
earnings
per share
Common Stock
Basic $(0.19) $(11.75) $(440.54) $(43.64) $(878.73) $56.59
Diluted $(0.19) $(11.75) $(439.67) $(43.64) $(878.73) $56.38
Class B stock
Basic $- $- $- $- $- $3.20
Diluted $- $- $- $- $- $3.20
Weighted
average
shares
outstanding:
Common Stock
Basic 20,314 12,351 505 505 489 431
Diluted 20,314 12,351 506 506 490 432
Class B stock
Basic - - 1 1 1 1
Diluted - - 1 1 1 1
WESTWOOD ONE, INC
CONSOLIDATED BALANCE SHEETS
(In thousands, except per share amounts)
Successor Company Predecessor Company
December 31, December 31,
2009 2008
ASSETS
------
Current assets:
Cash and cash equivalents $4,824 $6,437
Accounts receivable, net of
allowance for doubtful accounts 87,568 94,273
Income tax receivable 12,355 -
Prepaid and other assets 19,124 18,758
Total current assets 123,871 119,468
Property and equipment, net 36,265 30,417
Intangible assets, net 103,400 2,660
Goodwill 38,917 33,988
Deferred tax asset - 14,220
Other assets 2,995 4,335
TOTAL ASSETS $305,448 $205,088
LIABILITIES, REDEEMABLE
PREFERRED STOCK AND
-----------------------
STOCKHOLDERS' EQUITY (DEFICIT)
------------------------------
Current liabilities:
Accounts payable $40,164 $27,807
Amounts payable to related
parties 129 22,680
Deferred revenue 3,682 2,397
Accrued expenses and other
liabilities 28,864 25,565
Current maturity of long-
term debt 13,500 249,053
Total current liabilities 86,339 327,502
Long-term debt 122,262 -
Deferred tax liability 49,062 -
Due to Gores 11,165 -
Other liabilities 18,636 6,993
TOTAL LIABILITIES 287,464 334,495
Commitments and Contingencies
Redeemable preferred stock: $.01
par value, authorized: 10,000 shares;
issued and outstanding: 75 shares
of Series A Convertible Preferred
Stock;
liquidation preference $1,000
per share, plus accumulated
dividends - 73,738
TOTAL PREFERRED STOCK
STOCKHOLDERS' EQUITY (DEFICIT)
------------------------------
Common stock, $.01 par value:
authorized: 5,000,000 shares
(2009) and
300,000 (2008) issued and
outstanding: 20,544 (2009)
and 101,253 (2008) 205 1,013
Class B stock, $.01 par value:
authorized: 3,000 shares;
issued and outstanding:
0 (2009) and 292 (2008) - 3
Additional paid-in capital 81,268 293,120
Net unrealized gain 111 267
Accumulated deficit (63,600) (497,548)
TOTAL STOCKHOLDERS'
EQUITY (DEFICIT) 17,984 (203,145)
TOTAL LIABILITIES,
REDEEMABLE PREFERRED
STOCK AND STOCKHOLDERS'
EQUITY (DEFICIT) $305,448 $205,088
WESTWOOD ONE, INC
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands, except per share amounts)
Successor Predecessor
Company Company
For the For the
Period Period
April 24, January 1,
2009 2009
to to Year Ended
December 31, April 23, December 31,
2009 2009 2008 2007
CASH FLOWS FROM OPERATING
ACTIVITIES:
Net (loss) income $(63,600) $(18,962) $(427,563) $24,368
Adjustments to reconcile
net (loss) income to
net cash provided by
operating activities:
Depreciation and
amortization 21,473 2,585 11,052 19,840
Goodwill and intangible
impairment 50,501 - 430,126 -
Loss on disposal of
property and equipment - 188 1,257 -
Deferred taxes (26,908) (6,873) (13,907) (6,480)
Non-cash stock
compensation 3,310 2,110 5,443 9,606
Gain on sale of
marketable securities - - (12,420) -
Amortization of deferred
financing costs - 331 1,674 481
(15,224) (20,621) (4,338) 47,815
Changes in assets and
liabilities, net of effect
of business combination:
(Increase) decrease in
accounts receivable (3,608) 10,313 13,998 7,234
Decrease
(increase) in
prepaid and
other assets (672) 3,187 (2,515) (990)
Increase (decrease) in
deferred revenue 749 536 (3,418) (2,335)
Increase (decrease) in
income taxes payable 180 28 (7,246) 1,097
(Decrease) increase in
accounts payable,
accrued expenses
and other liabilities 285 2,861 13,736 (29,435)
(Decrease) increase
in amounts payable
to related parties (5,852) 2,919 (8,179) 4,515
------ ----- ------ -----
Net cash (used in )
provided by operating
activities (24,142) (777) 2,038 27,901
------- ---- ----- ------
CASH FLOWS FROM INVESTING
ACTIVITIES:
Capital expenditures (5,184) (1,384) (7,313) (5,849)
Acquisition of business (1,250) - - -
Proceeds from sale of
marketable securities - - 12,741 -
- - ------ -
Net cash (used in)
provided by
investing activities (6,434) (1,384) 5,428 (5,849)
------ ------ ----- ------
CASH FLOWS FROM FINANCING
ACTIVITIES:
Proceeds from term loan 20,000 - - -
Proceeds from Senior
Credit Facility 16,000 - - -
Repayment of Senior
Credit Facility (11,000) - - -
Issuance of Series A
Convertible Preferred
Stock and warrants 25,000 - - -
Debt repayments (25,000) - - -
Proceeds from building
financing 6,998 - - -
Payments of capital
lease obligations (603) (271) (104,737) (25,730)
Deferred financing costs - - (1,556) -
Issuance of Series A
Convertible Preferred
Stock and warrants - - 74,168 -
Issuance of common stock - - 22,760 -
Termination of interest
swap agreements - - 2,150 -
Dividend payments - - - (1,663)
- - - ------
Net cash provided by
(used in) financing
activities 31,395 (271) (7,216) (27,393)
Net increase
(decrease) in cash
and cash equivalents 819 (2,432) 250 (5,341)
Cash and cash
equivalents at
beginning of period 4,005 6,437 6,187 11,528
Cash and cash
equivalents at
end of period $4,824 $4,005 $6,437 $6,187
====== ====== ====== ======
Adjusted EBITDA Calculation
(dollar and share amounts in millions)
Three Months Ended Year Ended
December 31, December 31,
2009 2008 2009 2008
Net cash (used) in
provided by operating
activities $(7.6) $(7.2) $(24.9) $2.0
Interest expense 5.2 3.2 18.0 16.7
Income tax (benefit)
Expense (10.9) (12.8) (32.7) (14.8)
Restructuring and
special charges (a) 7.2 10.2 28.0 30.6
Other non-operating
income 0.2 (1.1) (0.4) (1.1)
Deferred taxes 11.1 3.8 33.8 13.9
Amortization of
deferred financing
costs - (0.4) (0.3) (1.7)
Change in assets and
liabilities 0.9 10.1 (11.1) (6.4)
Adjusted EBITDA $6.1 $5.8 $10.4 $39.2
(a) Includes $1.7 million and $3.3 million of special charges classified
as operating costs in the Statement of Operations for the 2009 and 2008
periods, respectively
Free Cash Flow calculation
(dollar and share amounts in millions)
Three Months Ended Year Ended
December 31, December 31,
2009 2008 2009 2008
Net income (loss) $(3.9) $(222.5) $(82.6) $(427.6)
Plus (Minus):
Depreciation and amortization 7.6 2.3 24.1 11.1
Goodwill and intangible
impairment, restructuring
and special charges 7.2 (a) 234.4 (b) 78.5 (c) 460.8 (d)
Stock-based compensation 0.9 1.2 5.4 5.4
Amortization of deferred
financing cost - 0.4 0.3 1.7
(Less) Capital expenditures (2.9) (1.1) (6.6) (7.3)
Free Cash Flow $8.9 $14.7 $19.1 $44.1
Diluted weighted-average
shares outstanding (e) 20.3 0.5 8.7 0.5
Free Cash Flow per Share $0.44 $30.12 $2.20 $89.82
(a) Includes $1.7 million of special charges classified as operating
costs in the Statement of Operations
(b) Includes $224.1 million of goodwill impairment charges and $3.3
million of special charges classified as operating costs in the Statement
of Operations
(c) Includes $50.5 million of goodwill and intangible impairment charges
and $1.7 million of special charges classified as operating costs in the
Statement of Operations
(d) Includes $430.1 million of goodwill impairment charges and $3.3
million of special charges classified as operating costs in the Statement
of Operations
(e) Includes the effect of a 200:1 reverse stock split of our common
stock, completed on August 3, 2009.
WESTWOOD ONE, INC
COMBINED STATEMENT OF OPERATIONS
(In thousands)
Successor Predecessor Combined Total
Company Company
For the Period For the Period For the year
April 24, 2009 to January 1, 2009 to ended
December 31, 2009 April 23, 2009 December 31, 2009
Revenue $228,860 $111,474 $340,334
Operating costs 213,521 111,580 325,101
Depreciation and
amortization 21,473 2,585 24,058
Corporate general and
administrative
expenses 7,683 4,248 11,931
Goodwill and intangible
impairment 50,501 - 50,501
Restructuring charges 3,976 3,976 7,952
Special charges 5,554 12,819 18,373
Total operating costs 302,708 135,208 437,916
Operating loss (73,848) (23,734) (97,582)
Interest expense 14,782 3,222 18,004
Other income, net (5) (359) (364)
Loss before income tax (88,625) (26,597) (115,222)
Income tax benefit (25,025) (7,635) (32,660)
Net loss $(63,600) $(18,962) $(82,562)
SOURCE Westwood One, Inc.