-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BL+nTxNchNk+5WEkpjdv9nVDNj2HLyLQI1uLRtUC/P9l5yvRuhg8hsSLAnvkVX2z LhyWIDS5sKR35blRzl11Xw== 0000950134-03-006765.txt : 20030430 0000950134-03-006765.hdr.sgml : 20030430 20030430132106 ACCESSION NUMBER: 0000950134-03-006765 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030430 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030430 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CLEAR CHANNEL COMMUNICATIONS INC CENTRAL INDEX KEY: 0000739708 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] IRS NUMBER: 741787536 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09645 FILM NUMBER: 03671831 BUSINESS ADDRESS: STREET 1: 200 E BASSE RD CITY: SAN ANTONIO STATE: TX ZIP: 78209 BUSINESS PHONE: 2108222828 MAIL ADDRESS: STREET 1: 200 EAST BASSE ROAD CITY: SAN ANTONIO STATE: TX ZIP: 78209 8-K 1 d05340e8vk.txt 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: April 30, 2003 CLEAR CHANNEL COMMUNICATIONS, INC. (Exact Name of Registrant as Specified in Its Charter) TEXAS 1-9645 74-1787539 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 200 East Basse Road, San Antonio, Texas 78209 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (210) 822-2828 Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. (c) Exhibits. The following exhibit is filed with this document: 99.1 Press Release issued by Clear Channel Communications, Inc., dated April 30, 2003. Item 9. Regulation FD Disclosure (Item 12. Results of Operations and Financial Condition). The information contained in this report is being furnished pursuant to Item 12 of Form 8-K, "Results of Operations and Financial Condition", and is included under this Item 9 in accordance with SEC Release Nos. 33-8216; 34-47583. On April 30, 2003, Clear Channel Communications, Inc. issued a press release announcing its earnings for the fiscal quarter ended March 31, 2003. The information contained in Exhibit 99.1 is incorporated herein by reference. The information in this Current Report is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended. 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. CLEAR CHANNEL COMMUNICATIONS, INC. Date: April 30, 2003 By: /s/ HERBERT W. HILL JR. -------------------------------------------- Herbert W. Hill, Jr. Sr. Vice President/Chief Accounting Officer INDEX TO EXHIBITS
EXHIBIT NUMBER DESCRIPTION - ------- ----------- 99.1 Press release dated April 30, 2003.
EX-99.1 3 d05340exv99w1.txt PRESS RELEASE EXHIBIT 99.1 CLEAR CHANNEL REPORTS FIRST QUARTER 2003 RESULTS SAN ANTONIO, TEXAS APRIL 30, 2003...Clear Channel Communications, Inc. (NYSE: CCU) today reported results for its first quarter ended March 31, 2003. The Company's reported revenues of $1.78 billion for the first quarter increased 5 percent over 2002 revenues of $1.70 billion. Clear Channel reported net earnings of $71 million or $0.12 per diluted share for the first quarter of 2003. This compares to net earnings before cumulative effect of change in accounting principle of $90 million or $0.15 per diluted share in 2002. The Company's first quarter 2002 net earnings included approximately $28.1 million of pre-tax gains, $0.03 per share after tax, related to the sale of a television license, extinguishment of long-term debt and the sale of a marketable security. Excluding those gains, earnings before cumulative effect of change in accounting principle would have been $73 million or $0.12 per diluted share. Considering these gains, earnings per share would be flat year-over-year. EBITDA As Adjusted (defined as revenue less divisional operating expenses and corporate expenses and referred to as EBITDA - see reconciliation to operating income at the end of this release) increased 1.5 percent over the first quarter of 2002, to $376 million. On a pro forma basis, first quarter 2003 revenues of $1.73 billion were flat compared with last year's revenues of $1.73 billion. Pro forma EBITDA increased 3 percent to $373 million from $364 million for 2002. Pro forma revenues, divisional operating expenses and EBITDA include adjustments to the prior period (2002) for all acquisitions for the same time frame as actually owned in the current period (2003), include an adjustment for foreign exchange to present current period results in constant dollars, and exclude results from divestitures from both 2002 and 2003 results. See reconciliation of pro forma information at the end of this release. By presenting EBITDA, pro forma revenues and pro forma EBITDA, Clear Channel intends to provide investors a better understanding of the core operating results and underlying trends to measure past performance as well as prospects for the future. Clear Channel evaluates operating performance based on several measures, including EBITDA, as Clear Channel believes it is an important measure of the operational strength of its businesses. For the first quarter of 2003, cash flow from operating activities was $435.8 million, cash flow used in investing activities was $97.4 million, and cash flow used in financing activities was $159.3 million for a net increase in cash of $179.1 million. Free cash flow (defined as EBITDA, less interest expense, taxes and non-revenue producing capital expenditures - see reconciliation to cash flow from operating activities at the end of this release) increased 38% to $263 million for the first quarter of 2003. Clear Channel considers free cash flow to be an important measure of a company's ability to provide value to shareholders. By presenting free cash flow, Clear Channel intends to provide investors a better understanding of the Company's ability to pay down debt and invest in its businesses. Lowry Mays, Chairman and Chief Executive Officer of Clear Channel said, "We delivered impressive financial results in what proved to be a challenging first quarter. Our results underscore the commitment and dedication of our employees to serve our listeners, viewers and customers with the highest quality products and services. We believe that by serving our communities and making our customers happy, we will continue to create value for shareholders. Our first quarter results demonstrate that we are succeeding in achieving this." Mark Mays, President and Chief Operating Officer stated, "Our ability to identify opportunities for continued growth is evident in the strides made in each of our operating divisions. Our success reflects our focus on bringing the best media and entertainment products to advertisers, customers and sponsors. Looking ahead, we are seeing a gradual improvement in the economy and believe that we are in an excellent position to capitalize on this given our unique collection of assets." 1 OPERATING RESULTS (IN $000S) Below are the consolidated reported and pro forma results for the first quarter of 2003 versus 2002.
REVENUE 1st Quarter --------------------------------------------------------------------------------------- Reported Pro forma (a) ---------------------------------------- ---------------------------------------- 2003 2002 % Change 2003 2002 % Change ----------- ----------- -------- ----------- ----------- -------- Radio $ 795,034 $ 782,823 1.6% $ 795,026 $ 792,214 0.4% Outdoor 450,528 369,165 22.0% 412,157 383,255 7.5% Entertainment 437,882 475,785 (8.0)% 425,616 468,556 (9.2)% Other 125,418 101,405 23.7% 125,418 121,778 3.0% Eliminations (29,419) (31,191) (5.7)% (29,419) (31,191) (5.7)% ----------- ----------- ----------- ----------- Consolidated $ 1,779,443 $ 1,697,987 4.8% $ 1,728,798 $ 1,734,612 (0.3)%
EBITDA 1st Quarter --------------------------------------------------------------------------------------- Reported Pro forma (a) ---------------------------------------- ---------------------------------------- 2003 2002 % Change 2003 2002 % Change ----------- ----------- -------- ----------- ----------- -------- Radio $ 299,930 $ 303,565 (1.2)% $ 300,007 $ 303,557 (1.2)% Outdoor 85,819 74,578 15.1% 83,690 74,955 11.7% Entertainment 16,746 15,006 11.6% 16,571 13,048 27.0% Other 15,873 15,861 0.1% 15,873 14,881 6.7% Corporate (42,779) (38,969) 9.8% (42,779) (42,274) 1.2% ----------- ----------- ----------- ----------- Consolidated $ 375,589 $ 370,041 1.5% $ 373,362 $ 364,167 2.5%
(a) Includes adjustments to the prior period (2002) for all acquisitions for the same time frame as actually owned in the current period (2003). Divestitures are excluded from both 2002 and 2003. The 2003 pro forma include an adjustment for foreign exchange to present results in constant dollars. RADIO BROADCASTING Reported revenues increased 1.6% or $12.2 million for the three months ended March 31, 2003 as compared to the same period of 2002. The increase is largely attributable to acquisitions, the largest being Ackerley in June of 2002, which included 4 radio stations. On a reported basis, the Company's national revenue grew faster than local revenue in the first quarter of 2003 compared to the same period of 2002. Strong national revenue categories in the first quarter of 2003 were retail, telecom/utility, entertainment, auto and finance. Reported divisional operating expenses increased $15.8 million for the three months ended March 31, 2003 as compared to the same period of 2002. The increase is primarily attributable to acquisitions, the largest being the stations acquired with Ackerley in June of 2002. OUTDOOR ADVERTISING Reported and pro forma revenues increased $81.4 million and $28.9 million for the three months ended March 31, 2003, respectively, as compared to the same period of 2002. The reported basis increase is partially attributable to acquisitions, the largest being Ackerley, which included 3 markets. These markets contributed approximately $15.4 million to revenue in the first quarter of 2003. Also, the devaluation of the dollar relative to the Company's international functional currencies contributed approximately $38.4 million to the reported basis revenue increase. 2 Domestically, Clear Channel achieved broad-based revenue increases across markets and products in the first three months of 2003 compared to the first three months of 2002 on both a reported and pro forma basis. The Company's domestic poster, bulletin and transit revenue showed positive growth, with occupancy on each up in the first three months of 2003 compared to the first three months of 2002. Rates also increased during this same time for the Company's posters and bulletins. During the first three months of 2003 Clear Channel achieved pro forma revenue increases in international street furniture and transit revenue, offset by pro forma revenue declines in international billboards compared to the first three months of 2002. During the first quarter of 2003 the Company's inventory of international transit and billboard displays remained about the same, but its inventory of international street furniture displays increased compared to the first quarter of 2002. The United Kingdom, Italy and Australia were the Company's strongest performing international markets. Reported and pro forma divisional operating expenses increased $70.1 million and $20.2 million, respectively, for the three months ended March 31, 2003 as compared to the same period of 2002. Ackerley contributed approximately $9.7 million in reported divisional operating expense during the first three months of 2003. Also, the devaluation of the dollar contributed approximately $36.2 million to the reported divisional operating expense increase. The remaining increase to the reported and pro forma divisional operating expense is primarily attributable to variable costs associated with the increase in revenue. LIVE ENTERTAINMENT Reported revenues decreased $37.9 million for the three months ended March 31, 2003 as compared to the same period of 2002 and pro forma revenues decreased $42.9 million for the three months ended March 31, 2003 as compared to the same period of 2002. The reported and pro forma revenue declines are attributable to a decline in ticket revenues associated with the mix of events in the first quarter of 2003 as compared to the same period of 2002. During 2002, the Company promoted the Billy Joel and Elton John and Crosby, Stills, Nash and Young tours, with no revenue-generating tours of comparable size in the first quarter of 2003. Additionally, the Company had fewer theatrical tours during the three months ended March 31, 2003 as compared to the same period in 2002. Reported and pro forma divisional operating expenses decreased $39.6 million and $46.5 million, respectively, for the three months ended March 31, 2003 as compared to the same period of 2002. The declines are partially attributable to variable expenses associated with the decrease in revenue. FREE CASH FLOW (IN $000S)
Three Months Ended March 31 --------------------------- 2003 2002 ---------- ---------- EBITDA $ 375,589 $ 370,041 Interest Expense (100,952) (110,367) Current Tax Benefit (Expense) (1) 17,995 (11,271) Non-Revenue Producing Capital Expenditures (29,749) (57,715) ---------- ---------- Total Free Cash Flow (1) $ 262,883 $ 190,688
(1) The 2002 free cash flow and current tax expense reflect adjustments for non-routine deferred tax items of ($17,864). 3 SELECTED BALANCE SHEET INFORMATION
(In $000s) March 31, March 31, ------------ ------------ 2003 2002 ------------ ------------ Cash $ 349,242 $ 181,941 Total Current Assets $ 2,213,964 $ 1,900,699 Net Property, Plant and Equipment $ 4,190,478 $ 3,958,270 Total Assets $ 27,760,993 $ 26,299,731 Current Liabilities (excluding current portion of long-term debt) $ 1,657,745 $ 1,474,989 Long-Term Debt (including current portion of long-term debt) $ 8,634,088 $ 9,116,174 Shareholders' Equity $ 14,327,896 $ 13,059,392
CAPITAL EXPENDITURES (IN $000S) Capital expenditures for the first quarter were:
March 31, March 31, ------------ ------------ 2003 2002 ------------ ------------ Recurring $ 16,823 $ 22,180 Non-recurring projects 12,926 35,535 Revenue producing 34,682 50,935 ------------ ------------ Total capital expenditures $ 64,431 $ 108,650
The Company defines recurring capital expenditures as those expenditures that are required each year. Non-recurring projects are expenditures arising primarily from the integration of newly acquired entities. Revenue producing is discretionary capital investment for new revenue streams. LIQUIDITY AND FINANCIAL POSITION At March 31, 2003, Clear Channel had long-term debt of: (In $Millions) Bank Credit Facilities $ 1,584.7 Public Notes 5,985.0 Convertible Notes 766.7 Other Debt 297.7 --------- Total $ 8,634.1
Leverage, defined as debt (*), net of cash, divided by the trailing 12-month pro forma EBITDA (**), was 3.8x at March 31, 2003. During the first quarter of 2003, Clear Channel issued $500 million of 4 5/8% Senior Notes due 2008 and $500 million of 5 3/4% Senior Notes due 2013. The proceeds from the issuances were used to pay down the Company's bank credit facilities and to finance the redemption of AMFM Operating, Inc.'s 8 1/8% Senior Subordinated Notes due 2007 and 8 3/4% Senior Subordinated Notes due 2007. The notes were redeemed pursuant to call provisions in their indentures. Subsequent to quarter end, Clear Channel redeemed the 2 5/8% Senior Convertible Notes due 2003 at their maturity on April 1, 2003 and the 4 3/4% Liquid Yield Option Notes due 2018 (LYONS) on April 17, 2003. The LYONS were redeemed pursuant to call provisions in the indentures. On April 24, 2003, the Company commenced an offering of $500 million of 4 1/4% Senior Notes due 2009. Upon settlement on May 1, 2003, the Company intends to use the proceeds from this offering to pay down the Company's $1.5 billion three-year term loan. A registration statement relating to the 4 1/4% Senior Notes due 2009 has been filed with and declared effective by the Securities and Exchange Commission. This press release shall not constitute an 4 offer to sell or the solicitation of an offer to buy, and any offering of the notes shall be made only by means of a prospectus. As of May 1, 2003, Clear Channel will have approximately $2.2 billion available on its three domestic bank credit facilities. The Company currently has approximately $737 million of public debt maturing during the remainder of 2003 in addition to other indebtedness including notes and convertible notes, maturing in later years. The Company intends to utilize the existing capacity under its bank facilities and other available funds to redeem or repurchase any or all of such debt through open market purchases, privately negotiated transactions, or other means. Footnotes: * As defined by Clear Channel's credit facilities, debt is long-term debt of $8,634.1 million plus letters of credit of $111.2 million; guarantees of third party debt of $98.5 million; net original issue discount/premium of $0.8 million; deferred purchase consideration of $26.4 million included in other long-term liabilities; and less fair value of interest rate swaps of $117.6 million and purchase accounting premiums of $60.3 million. ** As defined by Clear Channel's credit facilities, pro forma EBITDA is the trailing twelve-month EBITDA adjusted to include EBITDA of any assets acquired in the trailing twelve-month period. BUSINESS OUTLOOK Due to a rapidly changing advertising environment, it is currently very difficult to provide meaningful and detailed guidance for the second quarter 2003. Overall, the Company believes EBITDA will be slightly up to modestly down on both a reported and pro forma basis for the second quarter 2003. For the full year, the Company expects both reported and pro forma EBITDA growth in the mid to high single digits with resulting free cash flow growth in the mid teens. CONFERENCE CALL Clear Channel's first-quarter 2003 earnings conference call will be held on April 30th at 8:00 a.m. Central Time. The dial-in number is 1-800-946-0719 and the pass code is 417126. Please call 10 minutes prior to the beginning of the call to ensure that you are connected before the start of the presentation. The teleconference will also be available via a live audio cast on the Company's website, located at http://www.clearchannel.com. A replay of the call will be available at 11:00 a.m. Central Time and will be accessible for 72 hours after the conference call. The replay number is 1-888-203-1112 and the pass code 417126. The audio cast will also be archived on the Company's website and will be available beginning 24 hours after the call for a period of one week. RECONCILIATION OF EBITDA TO OPERATING INCOME
(In $000s) Three Months Ended March 31 --------------------------- 2003 2002 ---------- ---------- EBITDA $ 375,589 $ 370,041 Less: Noncash compensation expense 799 1,838 Depreciation and amortization 159,562 142,418 ---------- ---------- Operating income $ 215,228 $ 225,785
RECONCILIATION OF FCF TO CASH FLOW FROM OPERATING ACTIVITIES
(In $000s) Three Months Ended March 31 --------------------------- 2003 2002 ---------- ---------- Net cash provided by operating activities $ 435,842 $ 449,853 Less: Changes in operating assets and liabilities 139,712 178,539 Non-revenue producing capital expenditures 29,749 57,715 17,864 Non-routine deferred tax items -- -- Other 3,498 5,047 ---------- ---------- Free cash flow $ 262,883 $ 190,688
5 RECONCILIATION OF REPORTED BASIS TO PRO FORMA BASIS CONSOLIDATED RECONCILIATION OF REPORTED BASIS TO PRO FORMA BASIS
(In $000s) Three Months Ended March 31 ------------------------------ 2003 2002 ------------ ------------ Reported Revenue $ 1,779,443 $ 1,697,987 Acquisitions -- 49,195 Divestitures (8) (12,570) Foreign Exchange adjustments (50,637) -- ------------ ------------ Pro Forma Revenue $ 1,728,798 $ 1,734,612 Reported Divisional Operating Expenses $ 1,361,075 $ 1,288,977 Acquisitions -- 48,883 Divestitures (85) (9,689) Foreign Exchange adjustments (48,333) -- ------------ ------------ Pro Forma Divisional Operating Expenses $ 1,312,657 $ 1,328,171 Reported Corporate Expense $ 42,779 $ 38,969 Acquisitions -- 3,305 Divestitures -- -- Foreign Exchange adjustments -- -- ------------ ------------ Pro Forma Corporate Expense $ 42,779 $ 42,274 Reported EBITDA $ 375,589 $ 370,041 Acquisitions -- (2,993) Divestitures 77 (2,881) Foreign Exchange adjustments (2,304) -- ------------ ------------ Pro Forma EBITDA $ 373,362 $ 364,167
RADIO RECONCILIATION OF REPORTED BASIS TO PRO FORMA BASIS
(In $000s) Three Months Ended March 31 --------------------------- 2003 2002 ---------- ---------- Reported Revenue $ 795,034 $ 782,823 Acquisitions -- 9,487 Divestitures (8) (96) Foreign Exchange adjustments -- -- ---------- ---------- Pro Forma Revenue $795, 026 $ 792,214 Reported Divisional Operating Expenses $ 495,104 $ 479,258 Acquisitions -- 9,560 Divestitures (85) (161) Foreign Exchange adjustments -- -- ---------- ---------- Pro Forma Divisional Operating Expenses $ 495,019 $ 488,657 Reported EBITDA $ 299,930 $ 303,565 Acquisitions -- (73) Divestitures 77 65 Foreign Exchange adjustments -- -- ---------- ---------- Pro Forma EBITDA $ 300,007 $ 303,557
6 OUTDOOR RECONCILIATION OF REPORTED BASIS TO PRO FORMA BASIS
(In $000s) Three Months Ended March 31 --------------------------- 2003 2002 ---------- ---------- Reported Revenue $ 450,528 $ 369,165 Acquisitions -- 15,847 Divestitures -- (1,757) Foreign Exchange adjustments (38,371) -- ---------- ---------- Pro Forma Revenue $ 412,157 $ 383,255 Reported Divisional Operating Expenses $ 364,709 $ 294,587 Acquisitions -- 15,576 Divestitures -- (1,863) Foreign Exchange adjustments (36,242) -- ---------- ---------- Pro Forma Divisional Operating Expenses $ 328,467 $ 308,300 Reported EBITDA $ 85,819 $ 74,578 Acquisitions -- 271 Divestitures -- 106 Foreign Exchange adjustments (2,129) -- ---------- ---------- Pro Forma EBITDA $ 83,690 $ 74,955
LIVE ENTERTAINMENT RECONCILIATION OF REPORTED BASIS TO PRO FORMA BASIS
(In $000s) Three Months Ended March 31 --------------------------- 2003 2002 ---------- ---------- Reported Revenue $ 437,882 $ 475,785 Acquisitions -- 2,352 Divestitures -- (9,581) Foreign Exchange adjustments (12,266) -- ---------- ---------- Pro Forma Revenue $ 425,616 $ 468,556 Reported Divisional Operating Expenses $ 421,136 $ 460,779 Acquisitions -- 2,394 Divestitures -- (7,665) Foreign Exchange adjustments (12,091) -- ---------- ---------- Pro Forma Divisional Operating Expenses $ 409,045 $ 455,508 Reported EBITDA $ 16,746 $ 15,006 Acquisitions -- (42) Divestitures -- (1,916) Foreign Exchange adjustments (175) -- ---------- ---------- Pro Forma EBITDA $ 16,571 $ 13,048
OTHER (INCLUDES THE TELEVISION, MEDIA REPRESENTATION AND SPORTS REPRESENTATION BUSINESSES) RECONCILIATION OF REPORTED BASIS TO PRO FORMA BASIS
(In $000s) Three Months Ended March 31 --------------------------- 2003 2002 ---------- ---------- Reported Revenue $ 125,418 $ 101,405 Acquisitions -- 21,509 Divestitures -- (1,136) Foreign Exchange adjustments -- -- ---------- ---------- Pro Forma Revenue $ 125,418 $ 121,778 Reported Divisional Operating Expenses $ 109,545 $ 85,544 Acquisitions -- 21,353 Divestitures -- -- Foreign Exchange adjustments -- -- ---------- ---------- Pro Forma Divisional Operating Expenses $ 109,545 $ 106,897 Reported EBITDA $ 15,873 $ 15,861 Acquisitions -- 156 Divestitures -- (1,136) Foreign Exchange adjustments -- -- ---------- ---------- Pro Forma EBITDA $ 15,873 $ 14,881
7 ABOUT CLEAR CHANNEL WORLDWIDE Visit our website at http://www.clearchannel.com. Clear Channel Worldwide, headquartered in San Antonio, Texas, is a global leader in the out-of-home advertising and entertainment industries with radio and television stations, outdoor advertising displays, and live entertainment productions and venues throughout the United States and in 65 countries around the world. For further information contact: Investors - Randy Palmer, Senior Vice President of Investor Relations, (210) 832-3315 or Media - Lisa Dollinger, Senior Vice President of Corporate Communications, (210) 832-3474 or visit our web-site at http://www.clearchannel.com. THE NUMBERS CONTAINED WITHIN THIS RELEASE ARE UNAUDITED. 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. AND IN OTHER COUNTRIES IN WHICH CLEAR CHANNEL CURRENTLY DOES BUSINESS (BOTH GENERAL AND RELATIVE TO THE ADVERTISING AND ENTERTAINMENT INDUSTRIES); FLUCTUATIONS IN INTEREST RATES; CHANGES IN INDUSTRY CONDITIONS; CHANGES IN OPERATING PERFORMANCE; SHIFTS IN POPULATION AND OTHER DEMOGRAPHICS; CHANGES IN THE LEVEL OF COMPETITION FOR ADVERTISING DOLLARS; FLUCTUATIONS IN OPERATING COSTS; TECHNOLOGICAL CHANGES AND INNOVATIONS; CHANGES IN LABOR CONDITIONS; CHANGES IN GOVERNMENTAL REGULATIONS AND POLICIES AND ACTIONS OF REGULATORY BODIES; FLUCTUATIONS IN EXCHANGE RATES AND CURRENCY VALUES; CHANGES IN TAX RATES; CHANGES IN CAPITAL EXPENDITURE REQUIREMENTS AND ACCESS TO CAPITAL MARKETS. OTHER KEY RISKS ARE DESCRIBED IN THE CLEAR CHANNEL COMMUNICATIONS' REPORTS FILED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION. EXCEPT AS OTHERWISE STATED IN THIS NEWS ANNOUNCEMENT, CLEAR CHANNEL COMMUNICATIONS DOES NOT UNDERTAKE ANY OBLIGATION TO PUBLICLY UPDATE OR REVISE ANY FORWARD-LOOKING STATEMENTS BECAUSE OF NEW INFORMATION, FUTURE EVENTS OR OTHERWISE. 8 FINANCIAL HIGHLIGHTS CLEAR CHANNEL COMMUNICATIONS, INC. AND SUBSIDIARIES UNAUDITED (IN THOUSANDS OF DOLLARS, EXCEPT PER SHARE DATA)
THREE MONTHS ENDED MARCH 31, ----------------------------- % 2003 2002 CHANGE ----------- ----------- ------ REVENUE $ 1,779,443 $ 1,697,987 4.8% Divisional operating expenses 1,361,075 1,288,977 ----------- ----------- Operating cash flow 418,368 409,010 2.3% Corporate expenses 42,779 38,969 ----------- ----------- EBITDA AS ADJUSTED (1) 375,589 370,041 1.5% Non-cash compensation expense 799 1,838 Depreciation and amortization 159,562 142,418 Interest expense 100,952 110,367 Gain (loss) on sale of assets related to mergers -- 3,991 Gain (loss) on marketable securities 2,792 2,984 Equity in earnings (loss) of nonconsolidated affiliates 2,335 3,213 Other income (expense) - net 2 26,207 ----------- ----------- Income before income taxes and cumulative effect of a change in accounting principle 119,405 151,813 Income tax benefit (expense): Current 17,995 6,593 Deferred (66,354) (68,077) ----------- ----------- INCOME BEFORE CUMULATIVE EFFECT OF A CHANGE IN ACCOUNTING PRINCIPLE (FAS 142) $ 71,046 $ 90,329 =========== =========== Net income before cumulative effect of a change in accounting principle per share: Basic: INCOME BEFORE CUMULATIVE EFFECT OF A CHANGE IN ACCOUNTING PRINCIPLE (FAS 142) $ 0.12 $ 0.15 =========== =========== Diluted: INCOME BEFORE CUMULATIVE EFFECT OF A CHANGE IN ACCOUNTING PRINCIPLE (FAS 142) $ 0.12 $ 0.15 =========== =========== Free cash flow (2) $ 262,883 $ 190,688 37.9% Weighted Average Shares Outstanding - Diluted 616,517 604,158
(1) Defined as operating cash flow less corporate expenses. (2) Defined as EBITDA as adjusted less interest expense, tax expense and non-revenue producing capital expenditures. -----END PRIVACY-ENHANCED MESSAGE-----