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8-K - SALEM COMMUNICATIONS 8-K - SALEM MEDIA GROUP, INC. /DE/form8kreq22011.htm


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SALEM COMMUNICATIONS ANNOUNCES SECOND QUARTER 2011 TOTAL REVENUE OF $56.1 MILLION  


CAMARILLO, CA August 4, 2011 – Salem Communications Corporation (Nasdaq: SALM), a leading U.S. radio broadcaster, Internet content provider, and magazine and book publisher targeting audiences interested in Christian and family-themed content and conservative values, released its results for the three and six months ended June 30, 2011.


Second Quarter 2011 Results


For the quarter ended June 30, 2011 compared to the quarter ended June 30, 2010:


Consolidated

·

Total revenue increased 5.7% to $56.1 million from $53.1 million;

·

Operating expenses increased 7.3% to $46.2 million from $43.0 million;

·

Operating expenses excluding gain or loss on disposal of assets increased 6.9% to $46.0 million from $43.1 million;

·

Operating income decreased 1.4% to $9.9 million from $10.1 million;

·

Net income increased to $1.1 million, or $0.04 net income per diluted share, from $0.7 million, $0.03 net income per diluted share in the prior year;

·

EBITDA increased 0.3% to $12.7 million; and

·

Adjusted EBITDA increased 0.1% to $14.1 million.


Broadcast

·

Net broadcast revenue decreased 0.1% to $45.4 million from $45.5 million;

·

Station operating income (“SOI”) decreased 0.8% to $16.4 million from $16.5 million;

·

Same station net broadcast revenue increased 0.7% to $44.8 million from $44.5 million;

·

Same station SOI decreased 0.2% to $16.3 million; and

·

Same station SOI margin decreased to 36.4% from 36.7%.


Internet

·

Internet revenue increased 60.9% to $7.6 million from $4.7 million; and

·

Internet operating income increased 85.9% to $1.4 million from $0.8 million.


Publishing

·

Publishing revenue increased 6.9% to $3.1 million from $2.9 million; and

·

Publishing operating income increased 140.6% to $0.4 million from $0.2 million.


Included in the results for the quarter ended June 30, 2011 are:

·

A $0.2 million loss ($0.1 million, net of tax) of various fixed asset and equipment disposals;

·

A $1.1 million loss ($0.7 million, net of tax, or $0.03 per share) on early redemption of long-term debt due to the repurchase of $17.5 million of our 95/8% senior secured second lien notes due in 2016; and

·

A $0.2 million non-cash compensation charge ($0.1 million, net of tax) related to the expensing of stock options primarily included in corporate expenses.



Page 1 of 9


Included in the results for the quarter ended June 30, 2010 are:

·

A $1.1 million loss ($0.6 million, net of tax, or $0.03 per share) on early redemption of long-term debt due to the repurchase of $17.5 million of our 95/8% senior subordinated notes due in 2016; and

·

A $0.4 million non-cash compensation charge ($0.2 million, net of tax or $0.01 per share) related to the expensing of stock options consisting of:

o

$0.2 million non-cash compensation included in corporate expenses; and

o

$0.2 million non-cash compensation included in broadcast operating expenses.


Per share numbers are calculated based on 24,491,530 diluted weighted average shares for the quarter ended June 30, 2011, and 24,542,417 diluted weighted average shares for the quarter ended June 30, 2010.


Year to Date 2011 Results


For the six months ended June 30, 2011 compared to the six months ended June 30, 2010:


Consolidated

·

Total revenue increased 6.4% to $107.9 million from $101.4 million;

·

Operating expenses increased 3.3% to $86.0 million from $83.3 million;

·

Operating expenses excluding gain or loss on disposal of assets increased 8.5% to $90.4 million from $83.3 million;

·

Operating income increased 20.5% to $21.9 million from $18.2 million;

·

Net income increased to $3.7 million, or $0.15 net income per diluted share, from $0.9 million, or $0.04 net income per diluted share in the prior year;

·

EBITDA increased 16.9% to $28.4 million from $24.3 million; and

·

Adjusted EBITDA decreased 1.8% to $25.6 million from $26.1 million.


Broadcast

·

Net broadcast revenue increased 1.4% to $88.1 million from $86.9 million;

·

SOI decreased 1.9% to $31.3 million from $31.9 million;

·

Same station net broadcast revenue increased 2.1% to $86.5 million from $84.8 million;

·

Same station SOI decreased 1.9% to $30.9 million from $31.5 million; and

·

Same station SOI margin decreased to 35.7% from 37.2%.


Internet

·

Internet revenue increased 49.9% to $13.8 million from $9.2 million; and

·

Internet operating income increased 63.9% to $2.3 million from $1.4 million.


Publishing

·

Publishing revenue increased 11.5% to $6.0 million from $5.4 million; and

·

Publishing operating income increased to $0.3 million from $0.1 million.




Page 2 of 9


Included in the results for the six months ended June 30, 2011 are:

·

A $4.4 million gain ($2.6 million, net of tax, or $0.11 per diluted share) on disposal of assets comprised of a $2.4 million pre-tax gain from the sale of KKMO-AM in Seattle, Washington and a $2.1 million pre-tax gain from the sale of KXMX-AM in Los Angeles, California, partially offset by losses from various fixed asset and equipment disposals; and

·

A $1.1 million loss ($0.7 million, net of tax, or $0.03 per share) on early redemption of long-term debt due to the repurchase of $17.5 million of our 95/8% senior secured second lien notes due in 2016;

·

A $0.5 million non-cash compensation charge ($0.3 million, net of tax, or $0.01 per share) related to the expensing of stock options consisting of:

o

$0.3 million non-cash compensation included in corporate expenses; and

o

$0.2 million non-cash compensation included in broadcast operating expenses.


Included in the results for the six months ended June 30, 2010 are:

·

A $1.1 million loss ($0.6 million, net of tax, or $0.03 per share) on early redemption of long-term debt due to the repurchase of $17.5 million of our 95/8% senior subordinated notes due in 2016; and

·

A $0.7 million non-cash compensation charge ($0.4 million, net of tax or $0.02 per share) related to the expensing of stock options consisting of:

o

$0.5 million non-cash compensation included in corporate expenses;

o

$0.1 million non-cash compensation included in broadcast operating expenses; and

o

$0.1 million non-cash compensation included in non-broadcast operating expenses.


Per share numbers are calculated based on 24,625,391 diluted weighted average shares for the six months ended June 30, 2011, and 24,492,180 diluted weighted average shares for the six months ended June 30, 2010.


Balance Sheet


As of June 30, 2011, the company had $252.5 million of 95/8% senior secured second lien notes outstanding and had $36.0 million drawn on its revolver.  The company was in compliance with the covenants of its credit facility and bond indenture.  The company’s bank leverage ratio was 5.53 versus a compliance covenant of 7.0.


Acquisitions and Divestitures


The following transactions were completed since April 1, 2011:

·

On June 1, 2011, we redeemed $17.5 million of our 95/8% Notes for $18.0 million, or at a price equal to 103% of the face value.  This transaction resulted in a $1.1 million pre-tax loss on the early retirement of debt.

The following transaction is currently pending:

·

On March 5, 2010, we entered into an agreement to re-acquire KTEK-AM, Houston, Texas for $3.7 million, which includes forgiveness of the promissory note that we received upon our original sale of the station.  We began programming the station pursuant to a Time Brokerage Agreement with the current owner on March 8, 2010.



Page 3 of 9


Conference Call Information

Salem will host a teleconference to discuss its results on August 4, 2011 at 2:00 p.m. Pacific Time. To access the teleconference, please dial (913) 312-0867, passcode 9397827 or listen via the investor relations portion of the company’s website, located at www.salem.cc.  A replay of the teleconference will be available through August 18, 2011 and can be heard by dialing (719) 457-0820, passcode 9397827 or on the investor relations portion on the company’s website, located at www.salem.cc.


Third Quarter 2011 Outlook


For the second quarter of 2011, Salem is projecting total revenue to increase 4% to 6% over third quarter 2010 total revenue of $51.4 million.  Salem is also projecting operating expenses before gain or loss on disposal of assets, terminated transaction costs and abandoned license upgrades and impairments to increase 3% to 6% as compared to the third quarter of 2010 operating expenses of $43.2 million.


Salem Communications Corporation is the largest commercial U.S. radio broadcasting company that provides programming targeted at audiences interested in Christian and family-themed radio content, as measured by the number of stations and audience coverage.  Upon completion of all announced transactions, the company will own and/or operate a national portfolio of 95 radio stations in 37 markets, including 59 stations in 22 of the top 25 markets.  We also program the Family Talk™ Christian-themed talk format on SiriusXM Channel 131.


Salem also owns Salem Radio Network, a national radio network that syndicates talk, news and music programming to approximately 2,000 affiliated radio stations and Salem Media Representatives, a national media advertising sales firm with offices across the country.


In addition to its radio broadcast business, Salem owns an Internet and a publishing division. Salem Web Network is a provider of online Christian and conservative-themed content and streaming and includes websites such as Christian faith focused Christianity.com, Questions and Answers about Jesus Christ at Jesus.org, Christian living focused Crosswalk.com®, online Bible at BibleStudyTools.com, Christian videos at GodTube.com,  a leading website providing church media at WorshipHouseMedia.com and Christian radio ministries online at OnePlace.com. Additionally Salem owns conservative news leader Townhall.com® and conservative political blog HotAir.com, providing conservative commentary, news and blogging. Salem Publishing™ circulates Christian and conservative magazines such as Homecoming® The Magazine, YouthWorker Journal™, The Singing News, FaithTalk Magazine, Preaching and Townhall Magazine™. Xulon Press™ is a provider of self publishing services targeting the Christian audience.



Company Contact:

Evan D. Masyr

Salem Communications

(805) 987-0400 ext. 1053

evanm@salem.cc





Page 4 of 9


Forward-Looking Statements

Statements used in this press release that relate to future plans, events, financial results, prospects or performance are forward-looking statements as defined under the Private Securities Litigation Reform Act of 1995.  Actual results may differ materially from those anticipated as a result of certain risks and uncertainties, including but not limited to the ability of Salem to close and integrate announced transactions, market acceptance of Salem’s radio station formats, competition from new technologies, adverse economic conditions, and other risks and uncertainties detailed from time to time in Salem's reports on Forms 10-K, 10-Q, 8-K and other filings filed with or furnished to the Securities and Exchange Commission. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. Salem undertakes no obligation to update or revise any forward-looking statements to reflect new information, changed circumstances or unanticipated events.



Regulation G

Station operating income, non-broadcast operating income, EBITDA and Adjusted EBITDA are financial measures not prepared in accordance with generally accepted accounting principles (“GAAP”). Station operating income is defined as net broadcast revenues minus broadcast operating expenses. Non-broadcast operating income is defined as non-broadcast revenue minus non-broadcast operating expenses.  EBITDA is defined as net income before interest, taxes, depreciation and amortization. Adjusted EBITDA is defined as EBITDA before gain or loss on the disposal of assets and non-cash compensation expense.  In addition, Salem has provided supplemental information as an attachment to this press release, reconciling these non-GAAP financial measures to the most directly comparable financial measures prepared in accordance with GAAP. The company believes these non-GAAP financial measures, when considered in conjunction with the most directly comparable GAAP financial measures, provide useful measures of the company’s operating performance.   


Station operating income, non-broadcast operating income, EBITDA and Adjusted EBITDA are generally recognized by the broadcast industry as important measures of performance and are used by investors as well as analysts who report on the industry to provide meaningful comparisons between broadcast. Station operating income, non-broadcast operating income, EBITDA and Adjusted EBITDA are not a measure of liquidity or of performance in accordance with GAAP, and should be viewed as a supplement to and not a substitute for, or superior to, the company’s results of operations presented on a GAAP basis such as operating income and net income. In addition, Salem’s definitions of station operating income, non-broadcast operating income, EBITDA and Adjusted EBITDA are not necessarily comparable to similarly titled measures reported by other companies.



Page 5 of 9



Salem Communications Corporation

 

 

 

 

 

 

 

 

 

 

 

 

Condensed Consolidated Statements of Operations

 

 

 

 

 

 

 

 

 

 

 

 

(in thousands, except share,

per share data and margin data)

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

June 30,

 

 

June 30,

 

 

 

2010

 

 

2011

 

 

2010

 

 

2011

 

 

 

(Unaudited)

Net broadcast revenue

 

 $

45,471

 

 $

45,406

 

 $

86,879

 

 $

88,136

Internet revenue

 

 

4,712

 

 

7,582

 

 

9,202

 

 

13,794

Publishing revenue

 

 

2,940

 

 

3,144

 

 

5,366

 

 

5,985

Total revenue

 

 

53,123

 

 

56,132

 

 

101,447

 

 

107,915

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

  Broadcast operating expenses

 

 

28,984

 

 

29,054

 

 

54,981

 

 

56,856

  Internet operating expenses

 

 

3,946

 

 

6,158

 

 

7,814

 

 

11,519

  Publishing operating expenses

 

 

2,785

 

 

2,771

 

 

5,308

 

 

5,651

  Corporate expenses

 

 

3,717

 

 

4,204

 

 

7,986

 

 

8,755

  Depreciation and amortization

 

 

3,621

 

 

3,851

 

 

7,177

 

 

7,603

  (Gain) loss on disposal of assets

 

 

(18)

 

 

150

 

 

(5)

 

 

(4,375)

Total operating expenses

 

 

43,035

 

 

46,188

 

 

83,261

 

 

86,009

Operating income (loss)

 

 

10,088

 

 

9,944

 

 

18,186

 

 

21,906

Other income (expense):

 

 

 

 

 

 

 

 

 

 

 

 

  Interest income

 

 

46

 

 

54

 

 

94

 

 

97

  Interest expense

 

 

(7,776)

 

 

(7,064)

 

 

(15,468)

 

 

(14,299)

  Loss on early redemption of long-term debt

 

 

(1,050)

 

 

(1,090)

 

 

(1,050)

 

 

(1,090)

  Other income (expense), net

 

 

 

 

(12)

 

 

(31)

 

 

(23)

Income (loss) before income taxes

 

 

1,308

 

 

1,832

 

 

1,731

 

 

6,591

Provision for income taxes

 

 

610

 

 

732

 

 

829

 

 

2,904

Net income

 

 $

698

 

 $

1,100

 

 $

902

 

 $

3,687

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic income per share

 

 $

0.03

 

 $

0.05

 

 $

0.04

 

 $

0.15

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted income per share

 

 $

0.03

 

 $

0.04

 

 $

0.04

 

 $

0.15

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic weighted average shares outstanding

 

 

23,819,158

 

 

24,279,251

 

 

23,771,675

 

 

24,400,054

Diluted weighted average shares outstanding

 

 

24,542,417

 

 

25,491,530

 

 

24,492,180

 

 

24,625,391

 

 

 

 

 

 

 

 

 

 

 

 

 

Other Data:

 

 

   

 

 

 

 

 

 

 

 

 

Station operating income

 

 $

16,487

 

 $

16,352

 

 $

31,898

 

 $

31,280

Station operating margin

 

 

36.3%

 

 

36.0%

 

 

36.7%

 

 

35.5%




Page 6 of 9



Salem Communications Corporation

 

 

 

 

 

 

Condensed Consolidated Balance Sheets

 

 

 

 

 

 

(in thousands)

 

 

 

 

 

 

 

 

 

December 31,

 

 

June 30,

 

 

 

2010

 

 

2011

 

 

 

 

 

 

(Unaudited)

 

 

 

 

 

 

   

Assets

 

 

 

 

 

 

Cash

 

$

828

 

$

1,370

Restricted cash

 

 

100

 

 

100

Trade accounts receivable, net

 

 

29,363

 

 

30,225

Deferred income taxes

 

 

5,974

 

 

5,665

Other current assets

 

 

3,943

 

 

4,453

Property, plant and equipment, net

 

 

115,867

 

 

113,877

Intangible assets, net

 

 

404,212

 

 

399,618

Deferred financing costs

 

 

7,349

 

 

6,125

Other assets

 

 

6,850

 

 

4,313

Total assets

 

$

574,486

 

$

565,746

 

 

 

 

 

 

 

Liabilities and Stockholders' equity

 

 

 

 

 

 

Current liabilities

 

 

22,809

 

 

24,353

Long-term debt and capital lease obligations

 

 

304,416

 

 

288,058

Deferred income taxes

 

 

42,296

 

 

44,727

Other liabilities

 

 

8,561

 

 

7,988

Stockholders' equity

 

 

196,404

 

 

200,620

Total liabilities and stockholders' equity

 

$

574,486

 

$

565,746

 

 

 

   

 

 

   




Page 7 of 9



Salem Communications Corporation

 

 

 

 

 

 

 

 

 

 

 

 

Supplemental Information

 

 

 

 

 

 

 

 

 

 

 

 

(in thousands)

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

June 30,

 

 

June 30,

 

 

 

2010

 

 

2011

 

 

2010

 

 

2011

 

 

 

(Unaudited)

Capital expenditures

 

 

 

 

 

 

 

 

 

 

 

 

Acquisition related / income producing

 

 $

412

 

 $

442

 

 $

441

 

 $

1,404

Maintenance

 

 

1,990

 

 

1,520

 

 

3,345

 

 

3,007

Total capital expenditures

 

 $

2,402

 

 $

1,962

 

 $

3,786

 

 $

4,411

 

 

 

 

 

 

 

 

 

 

 

 

 

Tax information

 

 

 

 

 

 

 

 

 

 

 

 

Cash tax expense

 

 $

235

 

 $

220

 

 $

252

 

 $

233

Deferred tax expense

 

 

375

 

 

512

 

 

577

 

 

2,671

Provision for income taxes

 

 $

610

 

 $

732

 

 $

829

 

 $

2,904

 

 

 

 

 

 

 

 

 

 

 

 

 

Tax benefit of non-book amortization

 

 $

2,615

 

 $

2,528

 

 $

5,247

 

 $

5,069

 

 

 

 

 

 

 

 

 

 

 

 

 

Reconciliation of Same Station Net Broadcast Revenue to Total Net Broadcast Revenue

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net broadcast revenue - same station

 

 $

44,460

 

 $

44,751

 

 $

84,762

 

 $

86,538

Net broadcast revenue - acquisitions

 

 

3

 

 

201

 

 

17

 

 

516

Net broadcast revenue - dispositions

 

 

605

 

 

15

 

 

1,151

 

 

232

Net broadcast revenue - format changes

 

 

403

 

 

439

 

 

949

 

 

850

Total net broadcast revenue

 

 $

45,471

 

 $

45,406

 

 $

86,879

 

 $

88,136

 

 

 

 

 

 

 

 

 

 

 

 

 

Reconciliation of Same Station Broadcast Operating Expenses to Total Broadcast Operating Expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Broadcast operating expenses - same station

 

 $

28,131

 

 $

28,447

 

 $

53,240

 

 $

55,601

Broadcast operating expenses - acquisitions

 

 

47

 

 

235

 

 

61

 

 

515

Broadcast operating expenses - dispositions

 

 

408

 

 

(2)

 

 

796

 

 

(70)

Broadcast operating expenses - format changes

 

 

398

 

 

374

 

 

884

 

 

810

Total broadcast operating expenses

 

 $

28,984

 

 $

29,054

 

 $

54,981

 

 $

56,856

 

 

 

 

 

 

 

 

 

 

 

 

 

Reconciliation of Same Station Operating Income to Total Station Operating Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Station operating income - same station

 

 $

16,329

 

 $

16,304

 

 $

31,522

 

 $

30,937

Station operating income - acquisitions

 

 

(44)

 

 

(34)

 

 

(44)

 

 

1

Station operating income - dispositions

 

 

197

 

 

17

 

 

355

 

 

302

Station operating income - format changes

 

 

5

 

 

65

 

 

65

 

 

40

Total station operating income

 

 $

16,487

 

 $

16,352

 

 $

31,898

 

 $

31,280

 

 

 

   

 

 

 

   

 

   

 

 

   




Page 8 of 9



Salem Communications Corporation

 

 

 

 

 

 

 

 

 

 

 

Supplement Information

 

 

 

 

 

 

 

 

 

 

 

(in thousands)

 

Three Months Ended

 

 

Six Months Ended

 

 

June 30,

 

 

June 30,

 

 

2010

 

 

2011

 

 

2010

 

 

2011

 

 

(Unaudited)

Reconciliation of SOI and Internet Operating Income and Publishing Operating Income  to Operating Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Station operating income

 $

16,487

 

 $

16,352

 

 $

31,898

 

 $

31,280

Internet operating income

 

766

 

 

1,424

 

 

1,388

 

 

2,275

Publishing operating income

 

155

 

 

373

 

 

58

 

 

334

Less:

 

 

 

 

 

 

 

 

 

 

 

  

Corporate expenses

 

(3,717)

 

 

(4,204)

 

 

(7,986)

 

 

(8,755)

 

Depreciation and amortization

 

(3,621)

 

 

(3,851)

 

 

(7,177)

 

 

(7,603)

  

(Gain) loss on disposal of assets

 

18

 

 

(150)

 

 

5

 

 

4,375

Operating income

 $

10,088

 

 $

9,944

 

 $

18,186

 

 $

21,906

 

 

 

 

 

 

 

 

 

 

 

 

Reconciliation of Adjusted EBITDA to EBITDA  to Net Income

 

 

 

 

 

 

 

 

 

 

 

Adjusted EBITDA

 $

14,095

 

 $

14,108

 

 $

26,063

 

 $

25,592

Less:

 

 

 

 

 

 

 

 

 

 

 

 

Stock-based compensation

 

(404)

 

 

(175)

 

 

(736)

 

 

(481)

 

Loss on early redemption of long-term debt

 

(1,050)

 

 

(1,090)

 

 

(1,050)

 

 

(1,090)

 

(Gain) loss on disposal of assets

 

18

 

 

(150)

 

 

5

 

 

4,375

EBITDA

 

12,659

 

 

12,693

 

 

24,282

 

 

28,396

Plus:

 

 

 

 

 

 

 

 

 

 

 

 

Interest income

 

46

 

 

54

 

 

94

 

 

97

Less:

 

 

 

 

 

 

 

 

 

 

 

  

Depreciation and amortization

 

(3,621)

 

 

(3,851)

 

 

(7,177)

 

 

(7,603)

 

 Interest expense

 

(7,776)

 

 

(7,064)

 

 

(15,468)

 

 

(14,299)

 

Provision for income taxes

 

(610)

 

 

(732)

 

 

(829)

 

 

(2,904)

Net income

 $

698

 

 $

1,100

 

 $

902

 

 $

3,687

 

 

   

 

 

    

 

 

   

 

 

    

 

 

Outstanding at

 

 

Applicable

 

 

 

 

 

 

 

 

June 30, 2011

 

 

Interest Rate

 

 

 

 

 

 

Selected Debt Data

 

 

 

 

 

 

 

 

 

 

 

95/8% senior subordinated notes

 $

252,500

 

 

9.63%

 

 

 

 

 

 

Revolving credit facility

$

36,000

 

 

3.68%

 

 

 

 

 

 




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