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UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 10-Q
(Mark one)
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|X| |
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2004
OR
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
FOR THE TRANSITION PERIOD FROM: NOT APPLICABLE
COMMISSION FILE NUMBER: 1-14776
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HEARST-ARGYLE
TELEVISION, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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74-2717523 |
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(State or other jurisdiction of |
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(I.R.S. Employer |
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incorporation or organization) |
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Identification Number) |
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888 Seventh Avenue |
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(212) 887-6800 |
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New York, NY 10106 |
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(Registrants telephone number, including area code) |
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(Address of principal executive offices) |
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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding twelve months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes |X| No |_|
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes |X| No |_|
As of April 27, 2004, the registrant had 93,035,226 shares of common stock outstanding, consisting of 51,736,578 shares of Series A Common Stock, and 41,298,648 shares of Series B Common Stock.
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HEARST-ARGYLE TELEVISION, INC.
Index
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Part I |
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Financial Information |
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Page No. |
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Item 1. |
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Financial Statements |
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Condensed Consolidated Balance Sheets as of March 31, 2004 (unaudited) |
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1 |
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Condensed Consolidated Statements of Income for the Three Months Ended |
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March 31, 2004 and 2003 (unaudited) |
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3 |
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Condensed Consolidated Statements of Cash Flows for the Three Months Ended |
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March 31, 2004 and 2003 (unaudited) |
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4 |
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Notes to Condensed Consolidated Financial Statements |
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5 |
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Item 2. |
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Managements Discussion and Analysis of Financial
Condition |
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14 |
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Item 3. |
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Quantitative and Qualitative Disclosures about Market Risk |
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18 |
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Item 4. |
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Controls and Procedures |
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18 |
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Part II |
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Other Information |
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Item 6. |
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Exhibits and Reports on Form 8-K |
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19 |
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Signatures |
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20 |
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Exhibit Index |
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21 |
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Certifications |
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22 |
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PART I
FINANCIAL INFORMATION
Item 1. Financial Statements
HEARST-ARGYLE TELEVISION, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
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March 31, 2004 (Unaudited) |
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December 31, 2003 |
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(In thousands) |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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$ 116,704 |
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$ 71,528 |
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Accounts receivable, net |
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129,518 |
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147,455 |
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Program and barter rights |
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35,808 |
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54,725 |
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Deferred income taxes |
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5,178 |
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5,178 |
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Other |
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6,493 |
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5,786 |
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Total current assets |
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293,701 |
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284,672 |
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Property, plant and equipment, net |
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283,858 |
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288,290 |
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Intangible assets, net |
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2,410,572 |
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2,412,071 |
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Goodwill |
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732,217 |
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732,217 |
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Other noncurrent assets: |
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Deferred financing and acquisition costs, net |
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13,973 |
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14,592 |
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Investments |
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32,925 |
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34,059 |
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Program and barter rights |
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1,644 |
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2,562 |
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Other |
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29,306 |
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30,624 |
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Total other noncurrent assets |
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77,848 |
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81,837 |
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Total assets |
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$ 3,798,196 |
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$ 3,799,087 |
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(continued)
| 1 |
HEARST-ARGYLE TELEVISION, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS(Continued)
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March 31, 2004
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December 31,
2003
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(In thousands) |
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Liabilities and Stockholders Equity |
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Current liabilities: |
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Accounts payable |
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$ 10,028 |
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$ 9,834 |
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Accrued liabilities |
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54,259 |
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50,833 |
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Program and barter rights payable |
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37,058 |
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55,741 |
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Payable to The Hearst Corporation |
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3,432 |
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5,925 |
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Other |
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7,046 |
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8,085 |
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Total current liabilities |
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111,823 |
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130,418 |
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Noncurrent liabilities: |
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Program and barter rights payable |
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2,978 |
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4,141 |
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Long-term debt |
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882,369 |
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882,409 |
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Note payable to Capital Trust |
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206,186 |
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206,186 |
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Deferred income taxes |
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885,214 |
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882,098 |
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Other liabilities |
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21,985 |
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21,453 |
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Total noncurrent liabilities |
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1,998,732 |
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1,996,287 |
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Stockholders equity: |
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Series A preferred stock |
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1 |
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1 |
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Series B preferred stock |
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1 |
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1 |
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Series A common stock |
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549 |
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547 |
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Series B common stock |
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413 |
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413 |
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Additional paid-in capital |
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1,291,047 |
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1,287,831 |
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Retained earnings |
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481,578 |
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469,537 |
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Accumulated other comprehensive loss, net |
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(5,249 |
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(5,249 |
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Treasury stock, at cost |
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(80,699 |
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(80,699 |
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Total stockholders equity |
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1,687,641 |
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1,672,382 |
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Total liabilities and stockholders equity |
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$ 3,798,196 |
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$ 3,799,087 |
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See notes to condensed consolidated financial statements.
| 2 |
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
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Three Months Ended March 31, |
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2004 |
2003 |
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(Unaudited) |
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(In thousands, except per share data) |
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| Total revenues | $ 166,864 | $ 149,276 |
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| Station operating expenses: |
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| Salaries, benefits and other operating costs | 84,594 | 79,833 |
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| Amortization of program rights | 15,311 | 16,092 |
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| Depreciation and amortization | 12,495 | 10,960 |
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| Corporate, general and administrative expenses | 5,589 | 4,874 |
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| Operating income | 48,875 | 37,517 |
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| Interest expense, net | 16,416 | 17,409 |
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| Interest expense, net Capital Trust | 3,750 | 3,750 |
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| Equity in income (loss) of affiliates | 199 | (136) |
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| Income before income taxes | 28,908 | 16,222 |
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| Income taxes | 11,014 | 6,165 |
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| Net income | 17,894 | 10,057 |
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| Less preferred stock dividends | 272 | 318 |
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| Income applicable to common stockholders | $ 17,622 | $ 9,739 |
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| Income per common share basic | $ 0.19 | $ 0.11 |
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| Number of common shares used in the calculation | 92,902 | 92,436 |
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| Income per common share diluted | $ 0.19 | $ 0.11 |
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| Number of common shares used in the calculation | 93,615 | 92,750 |
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| Dividends per common share declared | $ 0.06 | $ |
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See notes to condensed consolidated financial statements.
| 3 |
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
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Three Months Ended March 31, |
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2004 |
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2003 |
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(Unaudited) |
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(In thousands) |
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Operating Activities |
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Net income |
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$ 17,894 |
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$ 10,057 |
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Adjustments to reconcile net income to net cash provided
by |
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Depreciation |
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10,996 |
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10,343 |
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Amortization of program rights |
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15,311 |
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16,092 |
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Program payments |
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(15,320 |
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(15,638 |
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Amortization of intangible assets |
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1,499 |
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617 |
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Amortization of deferred financing costs |
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728 |
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728 |
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Deferred income taxes |
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3,116 |
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2,320 |
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Provision for doubtful accounts |
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(467 |
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143 |
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Dividends received from affiliates |
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1,330 |
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Equity in (income) loss of affiliates |
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(199 |
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136 |
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(Gain) on disposal of fixed assets |
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(83 |
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Changes in operating assets and liabilities: |
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Accounts receivable |
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18,294 |
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16,688 |
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Other assets |
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611 |
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(19 |
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Accounts payable and accrued liabilities |
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3,475 |
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(4,591 |
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Other liabilities |
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(3,015 |
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(1,355 |
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Net cash provided by operating activities |
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54,253 |
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35,438 |
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Investing Activities |
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Purchases of property, plant, and equipment: |
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Maintenance |
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(3,204 |
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(1,572 |
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Special projects and towers |
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(3,117 |
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(2,572 |
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Digital |
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(209 |
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(1,961 |
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Other, net |
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4 |
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38 |
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Net cash used in investing activities |
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(6,526 |
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(6,067 |
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Financing Activities |
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Dividends paid on common stock |
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(5,566 |
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Dividends paid on preferred stock |
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(272 |
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(318 |
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Redemption of preferred stock |
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(1,600 |
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Proceeds from stock option exercises |
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4,446 |
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783 |
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Proceeds from employee stock purchase plan |
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481 |
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585 |
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Borrowings from Credit Facility |
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91,000 |
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Repayments to Credit Facility |
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(120,000 |
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Principal payments on capital lease obligations |
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(40 |
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(29 |
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Net cash used in financing activities |
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(2,551 |
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(27,979 |
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Increase in cash and cash equivalents |
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45,176 |
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