0001144204-12-043255.txt : 20120807 0001144204-12-043255.hdr.sgml : 20120807 20120807121729 ACCESSION NUMBER: 0001144204-12-043255 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120807 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20120807 DATE AS OF CHANGE: 20120807 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SAGA COMMUNICATIONS INC CENTRAL INDEX KEY: 0000886136 STANDARD INDUSTRIAL CLASSIFICATION: RADIO BROADCASTING STATIONS [4832] IRS NUMBER: 383042953 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11588 FILM NUMBER: 121012156 BUSINESS ADDRESS: STREET 1: 73 KERCHEVAL AVE CITY: GROSSE POINTE FARMS STATE: MI ZIP: 48236 BUSINESS PHONE: 3138867070 MAIL ADDRESS: STREET 1: 73 KERCHEVAL AVE CITY: GROSSE POINTE FARMS STATE: MI ZIP: 48236 8-K 1 v320514_8k.htm CURRENT REPORT

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): August 7, 2012

 

 

SAGA COMMUNICATIONS, INC.

(Exact Name of Registrant as Specified in its Charter)

 

Delaware   1-11588   38-3042953
(State or other jurisdiction   (Commission File Number)   (IRS Employer
of incorporation)   Identification No.)    
         

 

73 Kercheval Avenue    
Grosse Pointe Farms, MI   48236
(Address of Principal Executive Offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (313) 886-7070

 

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 August 7, 2012, Saga Communications, Inc. issued a press release announcing its financial results for the three and six months ended June 30, 2012. The press release, dated August 7, 2012, is attached as Exhibit 99.1 to this Form 8-K.

 

Item 9.01. Financial Statements and Exhibits.

 

(d)Exhibits.

 

99.1Press Release dated August 7, 2012.

 

 

 

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.

 

 

  SAGA COMMUNICATIONS, INC.
   
 Dated: August 7, 2012 By:  /s/ Samuel D. Bush
    Samuel D. Bush
Senior Vice President and Chief Financial Officer
 
 

INDEX OF EXHIBITS

 

  Exhibit No.   Description
  99.1   Press Release dated August 7, 2012.

 

 

 
 

EX-99.1 2 v320514_ex99-1.htm EXHIBIT 99.1

Saga Communications, Inc. Reports 2nd Quarter 2012 Results



2nd Quarter Net Income Increased 62%

GROSSE POINTE FARMS, Mich., Aug. 7, 2012 /PRNewswire/ -- Saga Communications, Inc. (NYSE MKT: SGA) today reported free cash flow increased 7.3% to $6.8 million for the quarter ended June 30, 2012 compared to $6.3 million for the same period in 2011. The Company's net operating revenue increased 0.7% to $33.0 million while station operating expense decreased 4.6% compared to the same period last year to $22.0 million (station operating expense includes depreciation and amortization attributable to the stations). Operating income from continuing operations was $9.1 million compared to $7.8 million for the same period last year and net income for the period was $5.1 million ($1.21 per fully diluted share compared to $0.75 per fully diluted share for the same period last year).

For the six month period ended June 30, 2012, free cash flow increased 12.8% to $10.7 million. Net operating revenue increased 2.1% from the comparable period in 2011 to $62.3 million with operating income from continuing operations of $14.1 million compared to $12.0 million for the same period last year. Net income was $7.8 million ($1.84 per fully diluted share compared to $1.14 per fully diluted share for the same period last year). For the same period, station operating expense decreased 1.8% to $44.3 million (station operating expense includes depreciation and amortization attributable to the stations).

Capital expenditures in the second quarter of 2012 were $1.3 million compared to $1.4 million for the same period last year. The Company currently expects to spend approximately $4.5 to $5.0 million for capital expenditures during 2012.

As of June 30, 2012, the Company's outstanding bank debt was $57.8 million. The trailing 12 month bank debt leverage ratio calculated as a multiple of EBITDA was 1.6 times.

Saga Communications utilizes certain financial measures that are not calculated in accordance with generally accepted accounting principles (GAAP) to assess its financial performance. Such non-GAAP measures include free cash flow, trailing 12 month consolidated EBITDA, and leverage ratio. These non-GAAP measures are generally recognized by the broadcasting industry as measures of performance and are used by Saga to assess its financial performance including but not limited to evaluating individual station and market-level performance, evaluating overall operations, as a primary measure for incentive based compensation of executives and other members of management and as a measure of financial position. Saga's management believes these non-GAAP measures are used by analysts who report on the industry and by investors to provide meaningful comparisons between broadcasting groups, as well as an indicator of their market value. These measures are not measures of liquidity or of performance in accordance with GAAP, and should be viewed as a supplement to and not as a substitute for the results of operations presented on a GAAP basis including net operating revenue, operating income, and net income. Reconciliations for all of the non-GAAP financial measures to the most directly comparable GAAP measure are attached in the Selected Supplemental Financial Data table.

Saga Communications, Inc. is a broadcasting company whose business is devoted to acquiring, developing and operating broadcast properties. The Company owns or operates broadcast properties in 26 markets, including 61 FM and 30 AM radio stations, 3 state radio networks, 2 farm radio networks, 5 television stations and 4 low-power television stations. For additional information, contact us at (313) 886-7070 or visit our website at www.sagacommunications.com.

Saga's 2nd Quarter 2012 conference call will be on Tuesday, August 7, 2012 at 2:00 p.m. EDT. The dial-in number for all calls is (612) 332-1213. A transcript of the call will be posted to the Company's web site.

The Company requests that all parties that have a question that they would like to submit to the Company to please email the inquiry by 1:00 p.m. EDT on August 7, 2012 to SagaIR@sagacom.com. The Company will discuss, during the limited period of the conference call, those inquiries it deems of general relevance and interest. Only inquiries made in compliance with the foregoing will be discussed during the call.

This press release contains certain forward-looking statements that are based upon current expectations and involve certain risks and uncertainties within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Words such as "believes," "expects," "anticipates," "guidance" and similar expressions are intended to identify forward-looking statements. Key risks, including risks associated with Saga's ability to effectively integrate the stations it acquires and the impact of federal regulation on Saga's business, are described in the reports Saga Communications, Inc. periodically files with the U.S. Securities and Exchange Commission, including Item 1A of our annual report on Form 10-K. Readers should note that these statements may be impacted by several factors, including national and local economic changes and changes in the radio and television broadcast industry in general, as well as Saga's actual performance. Results may vary from those stated herein and Saga undertakes no obligation to update the information contained herein.

Saga Communications, Inc.

Selected Consolidated Financial Data

For The Three and Six Months Ended

June 30, 2012 and 2011

(amounts in 000's except per share data)

(Unaudited)











 Three Months Ended  

 Six Months Ended  




 June 30, 

 June 30, 




2012

2011

2012

2011

Operating Results






Net operating revenue


$32,986

$32,764

$62,309

$61,012

Station operating expense


21,959

23,016

44,319

45,150

Corporate general and administrative


1,940

1,949

3,889

3,889

Operating income from continuing operations


9,087

7,799

14,101

11,973

Interest expense


458

1,034

986

2,191

Write-off debt issuance costs


-

1,326

-

1,326

Other (income) expense, net


(8)

(95)

(10)

(32)

Income from continuing operations before income tax


8,637

5,534

13,125

8,488

Income tax expense


3,438

2,251

5,223

3,457

Income from continuing operations, net of income taxes


5,199

3,283

7,902

5,031

Loss from discontinued operations, net of income taxes


(67)

(113)

(65)

(199)

Net income


$5,132

$3,170

$7,837

$4,832

Basic earnings (loss) per share:







From continuing operations


$1.22

$0.77

$1.86

$1.19


From discontinued operations


(0.01)

(0.02)

(0.01)

(0.05)


Earnings per share


$1.21

$0.75

$1.85

$1.14

Diluted earnings (loss) per share:







From continuing operations


$1.22

$0.77

$1.86

$1.19


From discontinued operations


(0.01)

(0.02)

(0.02)

(0.05)


Earnings per share


$1.21

$0.75

$1.84

$1.14

Weighted average common shares


4,246

4,242

4,243

4,237

Weighted average common and common 







equivalent shares


4,247

4,245

4,250

4,242








Free Cash Flow






Net income 


$5,132

$3,170

$7,837

$4,832

Plus:  Depreciation and amortization:







        Station


1,620

1,666

3,256

3,324


        Corporate


56

59

113

113


        Discontinued operations


97

96

194

189

          Deferred tax provision


1,163

1,395

1,773

2,050

          Non-cash compensation


25

74

82

236

          Debt issuance cost write-off


-

1,326

-

1,326

          Other (income) expense, net


(8)

(95)

(10)

(27)

Less: Capital expenditures


(1,313)

(1,377)

(2,502)

(2,522)

Free cash flow


$6,772

$6,314

$10,743

$9,521








Balance Sheet Data







Working capital




$19,731

$22,525


Net fixed assets




$59,734

$61,850


Net intangible assets and other assets




$98,443

$99,627


Total assets




$191,844

$201,623


Long-term debt (including current 







   portion of $0 and $3,000, respectively)




$58,828

$89,078


Stockholders' equity




$100,815

$85,030


Saga Communications, Inc.

Selected Supplemental Financial Data

For the Three and Six Months Ended

June 30, 2012 and 2011

(amounts in 000's)

(Unaudited)
















Corporate





Radio


Television


and Other


Consolidated

Three Months Ended June 30, 2012:









Net operating revenue


$28,482


$4,504


$          -


$32,986

Station operating expense


18,921


3,038


-


21,959

Corporate G&A


-


-


1,940


1,940

Operating income (loss) from continuing operations


$9,561


$1,466


$(1,940)


$9,087

Depreciation and amortization


$1,274


$346


$56


$1,676
















Corporate





Radio


Television


and Other


Consolidated

Three Months Ended June 30, 2011:









Net operating revenue


$28,611


$4,153


$          -


$32,764

Station operating expense


20,004


3,012


-


23,016

Corporate G&A


-


-


1,949


1,949

Operating income (loss) from continuing operations


$8,607


$1,141


$(1,949)


$7,799

Depreciation and amortization


$1,348


$318


$59


$1,725
















Corporate





Radio


Television


and Other


Consolidated

Six Months Ended June 30, 2012:









Net operating revenue


$53,682


$8,627


$          -


$62,309

Station operating expense


38,276


6,043


-


44,319

Corporate G&A


-


-


3,889


3,889

Operating income (loss) from continuing operations


$15,406


$2,584


$(3,889)


$14,101

Depreciation and amortization


$2,571


$685


$113


$3,369
















Corporate





Radio


Television


and Other


Consolidated

Six Months Ended June 30, 2011:









Net operating revenue


$53,117


$7,895


$          -


$61,012

Station operating expense


39,282


5,868


-


45,150

Corporate G&A


-


-


3,889


3,889

Operating income (loss) from continuing operations


$13,835


$2,027


$(3,889)


$11,973

Depreciation and amortization


$2,687


$637


$113


$3,437


Saga Communications, Inc.

Selected Supplemental Financial Data

June 30, 2012

(amounts in 000's except ratios)

(Unaudited)














Less:


Plus:


Trailing



12 Mos Ended


6 Mos Ended


6 Mos Ended


12 Mos Ended



December 31,


June 30,


June 30,


June 30,



2011


2011


2012


2012

Trailing 12 Month Consolidated EBITDA (1)








Net income

$12,631


$4,832


$7,837


$15,636

Less:

(Loss) gain on sale of assets

(643)


(80)


15


(548)


Loss on write off of unamortized debt issuance costs

(1,326)


(1,326)


-


-


Other

348


294


188


242

Total exclusions

(1,621)


(1,112)


203


(306)










Consolidated Adjusted Net Income (1)

14,252


5,944


7,634


15,942

Plus:

Interest expense

3,420


2,191


986


2,215


Income tax expense

8,430


3,321


5,180


10,289


Depreciation & amortization expense

7,486


3,626


3,563


7,423


Amortization of television syndicated programming contracts

721


370


344


695


Non-cash stock based compensation expense

383


236


82


229

Less: Cash television programming payments

(715)


(364)


(353)


(704)

Trailing twelve month consolidated EBITDA (1)

$33,977


$15,324


$17,436


$36,089










Total long-term debt, including current maturities







$58,828

Divided by trailing twelve month consolidated EBITDA (1)







36,089

Leverage ratio







1.6



















(1)

As defined in the Company's credit facility.











CONTACT: Samuel D. Bush, +1-313-886-7070