0001299933-12-000883.txt : 20120419 0001299933-12-000883.hdr.sgml : 20120419 20120419070204 ACCESSION NUMBER: 0001299933-12-000883 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120419 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20120419 DATE AS OF CHANGE: 20120419 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ARBITRON INC CENTRAL INDEX KEY: 0000109758 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ENGINEERING, ACCOUNTING, RESEARCH, MANAGEMENT [8700] IRS NUMBER: 520278528 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-01969 FILM NUMBER: 12767230 BUSINESS ADDRESS: STREET 1: 9705 PATUXENT WOODS DRIVE CITY: COLUMBIA STATE: MD ZIP: 21046 BUSINESS PHONE: 410-312-8000 MAIL ADDRESS: STREET 1: 9705 PATUXENT WOODS DRIVE CITY: COLUMBIA STATE: MD ZIP: 21046 FORMER COMPANY: FORMER CONFORMED NAME: CERIDIAN CORP DATE OF NAME CHANGE: 19920901 FORMER COMPANY: FORMER CONFORMED NAME: CONTROL DATA CORP /DE/ DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: COMMERCIAL CREDIT CO DATE OF NAME CHANGE: 19680910 8-K 1 htm_44759.htm LIVE FILING Arbitron Inc. (Form: 8-K)  

 


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

     
Date of Report (Date of Earliest Event Reported):   April 19, 2012

Arbitron Inc.
__________________________________________
(Exact name of registrant as specified in its charter)

     
Delaware 1-1969 52-0278528
_____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation) File Number) Identification No.)
      
9705 Patuxent Woods Drive, Columbia, Maryland   21046
_________________________________
(Address of principal executive offices)
  ___________
(Zip Code)
     
Registrant’s telephone number, including area code:   410-312-8000

Not Applicable
______________________________________________
Former name or former address, if changed since last report

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[  ]  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[  ]  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[  ]  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[  ]  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 2.02 Results of Operations and Financial Condition.

On April 19, 2012, Arbitron Inc. issued a press release reporting first quarter 2012 financial results. A copy of the press release is attached hereto as Exhibit 99.1.





Item 9.01 Financial Statements and Exhibits.

Exhibit 99.1 Press Release of Arbitron Inc. dated April 19, 2012





The information in this Form 8-K and attached Exhibit shall not be deemed "filed" for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

         
    Arbitron Inc.
          
April 19, 2012   By:   /s/ Timothy T. Smith
       
        Name: Timothy T. Smith
        Title: Executive Vice President, Business Development and Strategy, Chief Legal Officer, and Secretary


Exhibit Index


     
Exhibit No.   Description

 
99.1
  Arbitron Inc. Press Release dated April 19, 2012
EX-99.1 2 exhibit1.htm EX-99.1 EX-99.1

Press
Information

Investor Contact: Thom Mocarsky
Arbitron Inc.
410-312-8239
thom.mocarsky@arbitron.com

Press Contact: Kim Myers
Arbitron Inc.

410-312-8500
kim.myers@arbitron.com

FOR IMMEDIATE RELEASE

ARBITRON INC. REPORTS 2012 FIRST QUARTER
FINANCIAL RESULTS

Company reports earnings per share (diluted) of $0.64;
Net income increases 9.6 percent on revenue growth of 5.5 percent;
Reiterates 2012 full-year guidance for revenue and earnings per share.

Columbia MD, April 19, 2012 – Arbitron Inc. (NYSE: ARB) today announced financial results for the first quarter ended March 31, 2012.

Net income for the quarter increased 9.6 percent to $17.8 million, or $0.64 per share (diluted), compared with $16.2 million, or $0.59 per share (diluted), for the first quarter of 2011.

For the first quarter of 2012, the Company reported revenue of $106.4 million, an increase of 5.5 percent compared to revenue of $100.9 million during the first quarter of 2011. Revenue for the quarter benefited primarily from annual rate increases, including the continued phase-in of contracted price increases for the Company’s Portable People MeterTM (PPMTM) service.

Costs and expenses for the first quarter 2012 increased by 4.7 percent to $75.2 million from $71.8 million in the first quarter 2011. Approximately $2.8 million of the increase was due to costs associated with Arbitron Mobile, which was acquired in July 2011, and to planned incremental investments in cross platform initiatives. The net pre-tax investment during the first quarter of 2012 in our cross platform initiatives and Arbitron Mobile, was $3.0 million, compared to $1.0 million in the first quarter last year.

Operating income in the first quarter 2012 increased 7.4 percent, to $31.2 million from $29.1 million in the first quarter 2011.

EBIT (earnings before interest and income tax expense) for the first quarter 2012 was $28.9 million, an increase of 8.7 percent compared with EBIT of $26.6 million for the first quarter of 2011. The Company’s EBIT margin for the first quarter 2012 increased to 27.1 percent from 26.3 percent in the first quarter of 2011.

EBITDA (earnings before interest, income taxes, depreciation and amortization) was $36.6 million in the first quarter of 2012, an increase of 8.1 percent compared with EBITDA of $33.9 million in the first quarter of 2011. The Company’s EBITDA margin for the first quarter 2012 increased to 34.4 percent from 33.6 percent in the first quarter of 2011.

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Management Comment on First Quarter 2012 Results
Said William T. Kerr, President and Chief Executive Officer:

“Our results and our activities in the first quarter are well aligned with our long standing priorities for enhancing our core services and for generating revenue growth.”

“We unveiled our marketing mix modeling service at the recent Advertising Research Foundation convention. We expect to have the complete service up, running and ready to improve radio’s visibility among the top agency media planners by the middle of the summer.”

“Digital radio remains a key priority as we continue our work to follow radio onto its new digital platforms in order to quantify this growing audience segment thereby enabling customers to monetize it.”

“Our cross platform initiatives continue to demonstrate the value that our unique personal, passive and portable measurement technologies can bring to this emerging marketplace.”

“Finally, with the launch of a new, syndicated mobile measurement panel, Arbitron Mobile is moving to expand its footprint here in the United States,” said Mr. Kerr.

2012 Full-Year Guidance
Arbitron is reiterating its revenue and earnings per share guidance for 2012.

Arbitron expects 2012 revenue to increase between 5 percent and 7 percent over its 2011 revenue of $422.3 million. Arbitron’s cross platform initiative and Arbitron Mobile are expected to account for $4 million to $7 million of the Company’s 2012 revenue compared to $1.5 million in 2011.

The Company anticipates 2012 earnings per share (diluted) between $2.15 and $2.30, an increase of 8 percent to 15 percent over comparable 2011 earnings per share (diluted) of $2.00, which excludes the impact of an impairment charge of $0.07 per share (diluted) taken in the 4th quarter 2011. These estimates include anticipated net investment of approximately $12 million pre-tax in Arbitron’s cross platform initiatives and Arbitron Mobile in 2012.

Earnings Conference Call: Schedule and Access
Arbitron will host a conference call at 10:00am Eastern Time, Thursday April 19.

The Company invites you to listen to the call toll-free by dialing (877) 262-6702. The conference call can be accessed from outside the United States by dialing (443) 863-7301. To participate, users will need to use the following code: 68568491. The call will also be available live on the Internet at the following sites: www.arbitron.com and www.streetevents.com.

A replay of the call will be available from 1:00pm on April 19, 2012, through 11:59pm on April 26, 2012. To access the replay, please call (toll-free) (855) 859-2056 in the United States or (404) 537-3406 if you’re calling from outside of the United States. Replay listeners will need to enter the following code: 68568491.

Presentation of Non-GAAP Information
The terms EBIT (earnings before interest and income taxes) and EBITDA (earnings before interest, income taxes, depreciation and amortization) are non-GAAP financial measures that the management of Arbitron believes are useful to investors in evaluating the Company’s results. These non-GAAP financial measures should be considered in addition to, and not as a replacement for, or superior to either net income as an indicator of Arbitron’s operating performance, or cash flow, as a measure of Arbitron’s liquidity. In addition, because EBIT and EBITDA may not be calculated identically by all companies, the presentation here may not be comparable to other similarly titled measures of other companies. For a reconciliation of these non-GAAP financial measures to the most directly comparable GAAP equivalent, see the EBIT and EBITDA Non-GAAP Reconciliation, along with related footnotes, below.

About Arbitron
Arbitron Inc. (NYSE: ARB) is an international media and marketing research firm serving the media—radio, television, cable, and out-of-home; the mobile industry; as well as advertising agencies and advertisers around the world. Arbitron’s businesses include: measuring network and local market radio audiences across the United States; surveying the retail, media, and product patterns of U.S. consumers; providing mobile audience measurement and analytics in the United States, Europe, Asia, and Australia; and developing application software used for analyzing media audience and marketing information data.

The Company has developed the Portable People Meter (PPM) and the PPM 360, new technologies for media and marketing research.

###

Portable People MeterTM PPMTM and PPM 360™ are marks of Arbitron Inc.

PPM ratings are based on audience estimates and are the opinion of Arbitron and should not be relied on for precise accuracy or precise representativeness of a demographic or radio market.

Arbitron Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The statements regarding Arbitron Inc. and its subsidiaries in this document that are not historical in nature, particularly those that utilize terminology such as “may,” “will,” “should,” “likely,” ”expects,” “anticipates,” “estimates,” “believes,” “plans,” or comparable terminology, are forward-looking statements based on current expectations about future events, which we have derived from information currently available to us. These forward-looking statements involve known and unknown risks and uncertainties that may cause our results to be materially different from results implied in such forward-looking statements. These risks and uncertainties include, in no particular order, whether we will be able to:

    successfully obtain and/or maintain Media Rating Council, Inc. (“MRC”) accreditation for our audience ratings services;

    renew contracts with key customers;

    collect, manage, and process the consumer information we utilize in our media marketing and information services in compliance with applicable data protection and privacy statutes, regulations, and other requirements;

    successfully execute and maintain our cross-platform and mobile measurement initiatives;

    support our current and future services by designing, recruiting, and maintaining research samples that appropriately balance quality, size and, operational cost;

    successfully develop, implement, and fund initiatives designed to enhance sample quality;

    successfully manage costs associated with cell phone household recruitment, targeted in-person recruitment, and address-based sampling;

    successfully maintain and promote industry usage of our media and marketing information services, a critical mass of broadcaster encoding, and the proper understanding of our services and methodologies in light of governmental actions, including investigation, regulation, legislation or litigation, customer or industry group activism, or adverse community or public relations efforts;

    successfully manage the impact on our business of the current economic environment generally, and in the advertising market, including, without limitation, the insolvency of any of our customers or the impact of economic environment on our customers’ ability to fulfill their payment obligations to us;

    successfully integrate acquired operations, including differing levels of management and internal control effectiveness at the acquired entity;

    effectively respond to rapidly changing technologies by creating proprietary systems to support our research initiatives and by developing new services that meet marketplace demands in a timely manner;

    successfully execute our business strategies, including evaluating and, where appropriate, entering into potential acquisition, joint-venture or other material third-party agreements;

    successfully develop and implement technology solutions to identify and report consumer use of new and existing forms of media content and delivery, and advertising in an increasingly competitive environment; and

    compete with companies that may have financial, marketing, sales, technical or other advantages over us.

There are a number of additional important factors that could cause actual events or our actual results to differ materially from those indicated by such forward-looking statements, including, without limitation, the risk factors set forth in the caption “ITEM 1A. — RISK FACTORS” in our Annual Report on Form 10-K for the year ended December 31, 2011, and elsewhere, and any subsequent periodic or current reports filed by us with the Securities and Exchange Commission.

In addition, any forward-looking statements contained in this document represent our estimates only as of the date hereof, and should not be relied upon as representing our estimates as of any subsequent date. While we may elect to update forward-looking statements at some point in the future, we specifically disclaim any obligation to do so, even if our estimates change.

(Tables to follow)

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Arbitron Inc.
Consolidated Statements of Income
Three Months Ended March 31, 2012 and 2011
(In thousands, except per share data)
(Unaudited)

                                 
    Three Months Ended            
    March 31,           %
    2012   2011   Change   Change
Revenue
  $ 106,394     $ 100,869     $ 5,525       5.5 %
Costs and expenses
                               
Cost of revenue
    47,448       45,679       1,769       3.9 %
Selling, general and administrative
    18,003       17,109       894       5.2 %
Research and development
    9,718       8,995       723       8.0 %
Total costs and expenses
    75,169       71,783       3,386       4.7 %
Operating income
    31,225       29,086       2,139       7.4 %
Equity in net loss of affiliate
    (2,356 )     (2,532 )     176       (7.0 %)
Earnings before interest and income taxes
    28,869       26,554       2,315       8.7 %
(1)
                               
Interest income
    20       6       14       233.3 %
Interest expense
    129       164       (35 )     (21.3 %)
Earnings before income taxes
    28,760       26,396       2,364       9.0 %
Income tax expense
    10,953       10,149       804       7.9 %
Net Income
    17,807       16,247       1,560       9.6 %
Income per weighted-average common share
                               
Basic
  $ 0.65     $ 0.60     $ 0.05       8.3 %
Diluted
  $ 0.64     $ 0.59     $ 0.05       8.5 %
Weighted-average shares used in calculations
                               
Basic
    27,246       27,079       167       0.6 %
Diluted
    27,742       27,595       147       0.5 %
Dividends per common share
  $ 0.10     $ 0.10              
Other data:
                               
EBITDA (1)
  $ 36,612     $ 33,869     $ 2,743       8.1 %
Non-cash share-based compensation
  $ 2,168     $ 2,005     $ 163       8.1 %

(1) The terms EBIT (earnings before interest and income taxes) and EBITDA (earnings before interest, income taxes, depreciation and amortization) are non-GAAP financial measures that the management of Arbitron believes are useful to investors in evaluating the Company’s results. For a reconciliation of these non-GAAP financial measures to the most directly comparable GAAP equivalent, see the EBIT and EBITDA Non-GAAP Reconciliation, along with related footnotes, below.

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Arbitron Inc.
EBIT and EBITDA Non-GAAP Reconciliation
Three Months Ended March 31, 2012 and 2011
(In thousands)
(Unaudited)

                 
    Three Months Ended
    March 31,
    2012   2011
Net income
  $ 17,807     $ 16,247  
Income tax expense
    10,953       10,149  
Net interest expense
    109       158  
EBIT (2)
  $ 28,869     $ 26,554  
Depreciation and amortization
    7,743       7,315  
EBITDA (2)
  $ 36,612     $ 33,869  
EBIT Margin (2)
    27.1 %     26.3 %
EBITDA Margin (2)
    34.4 %     33.6 %

(2) Arbitron’s management believes that presenting EBIT (earnings before interest and income taxes) and EBITDA (earnings before interest, income taxes, depreciation and amortization), both non-GAAP financial measures, as supplemental information helps investors, analysts, and others, if they so choose, in understanding and evaluating Arbitron’s operating performance in some of the same manners that management does because EBIT and EBITDA exclude certain items that are not directly related to Arbitron’s core operating performance. Arbitron’s management references these non-GAAP financial measures in assessing current performance and making decisions about internal budgets, resource allocation and financial goals.

EBIT is calculated by adding back net interest expense and income tax expense to net income. EBITDA is calculated by adding back net interest expense, income tax expense, and depreciation and amortization to net income.

EBIT margin and EBITDA margin are calculated as percentages of revenue.

EBIT and EBITDA should not be considered substitutes either for net income as indicators of Arbitron’s operating performance, or for cash flow as measures of Arbitron’s liquidity. In addition, because EBIT and EBITDA may not be calculated identically by all companies, the presentation here may not be comparable to other similarly titled measures of other companies.

4

Arbitron Inc.
Condensed Consolidated Balance Sheets
March 31, 2012 and December 31, 2011
(In thousands)

                 
    March   December 31,
    31,    
    2012   2011
    (Unaudited)   (Audited)
Assets:
               
Cash and cash equivalents
  $ 36,185     $ 19,715  
Trade receivables
    51,402       62,886  
Property and equipment, net
    67,693       70,651  
Goodwill, net
    45,627       45,430  
Other assets
    34,439       40,286  
Total assets
  $ 235,346     $ 238,968  
Liabilities and Stockholders’ Equity:
               
Deferred revenue
  $ 38,137     $ 37,080  
Other liabilities
    70,997       75,072  
Stockholders’ equity
    126,212       126,816  
Total liabilities and stockholders’ equity
  $ 235,346     $ 238,968  

Note: The December 31, 2011 Condensed Consolidated Balance Sheet is derived from the audited Balance Sheet included in the Company’s Form 10-K for the fiscal year ended December 31, 2011.

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