Free cash flow should not be considered in isolation or as a substitute for net income, operating income, cash flows from operating activities or any other measure for determining the Company’s operating performance or liquidity that is calculated in accordance with GAAP. In addition, because free cash flow is not calculated or presented in accordance with GAAP, it may not be calculated or presented comparably to similarly titled measures used by other companies, and thus comparability may be limited. A quantitative reconciliation of free cash flow to operating (loss) income calculated in accordance with GAAP is provided under “Reconciliation of Non-GAAP Financial Measures to Most Directly Comparable GAAP Measures” below.
Certain statements in this release may constitute “forward-looking” statements, within the meaning of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. Such statements are statements other than historical fact, and relate to our intent, belief or current expectations primarily with respect to our future operating, financial and strategic performance. Any such forward-looking statements are not guarantees of future performance and may involve risks and uncertainties. Actual results may differ from those contained in or implied by the forward-looking statements as a result of various factors, including, but not limited to, risks and uncertainties relating to the need for additional funds to execute our business strategy, our inability to renew one or more of our broadcast licenses, changes in interest rates, the timing, costs and synergies resulting from the integration of any completed acquisitions, our ability to eliminate certain costs, our ability to manage rapid growth, the popularity of radio as a broadcasting and advertising medium, changing consumer tastes, the impact of general economic conditions in the United States or in specific markets in which we currently do business, industry conditions, including existing competition and future competitive technologies and cancellation, disruptions or postponements of advertising schedules in response to national or world events, our ability to generate revenue from new sources, including technology-based initiatives, significant changes from the preliminary to the final allocation of the purchase price of the assets and liabilities of acquired companies and other risk factors described from time to time in our filings with the Securities and Exchange Commission, including our Form 10-K for the year ended December 31, 2010 and our Form 8-K filed on April 25, 2011. Many of these risks and uncertainties are beyond our control, and the unexpected occurrence or failure to occur of any such events or matters could significantly alter our actual results of operations or financial condition. Cumulus Media Inc. assumes no responsibility to update the forward-looking statement contained in the release as a result of new information, future events or otherwise.
CUMULUS MEDIA INC.
Condensed Consolidated Statements of Operations
(Dollars in thousands, except per share data)
|Three Months||Nine Months|
|Ended September 30,||Ended September 30,|
|Direct operating expenses (excluding depreciation, amortization and|
|Depreciation and amortization||11,219||2,222||15,231||7,130|
|Corporate, general and administrative expenses (including non-cash stock-based|
|compensation expenses of $956, $556, $2,143, and $1,015, respectively)||44,654||4,680||61,924||13,824|
|Gain on exchange of assets or stations||-||-||(15,278||)||-|
|Realized loss on derivative instrument||1,436||746||2,681||1,810|
|Total operating expenses||135,712||48,741||220,814||145,093|
|Operating (loss) income||(3,409||)||18,714||38,526||48,459|
|Non-operating (expense) income:|
|Interest expense, net||(19,503||)||(7,586||)||(34,999||)||(23,728||)|
|Loss on early extinguishment of debt||-||-||(4,366||)||-|
|Other income (expense), net||181||(6||)||87||(87||)|
|Gain on equity investment in Cumulus Media Partners, LLC||11,636||-||11,636||-|
|Total non-operating expense, net||(7,686||)||(7,592||)||(27,642||)||(23,815||)|
|(Loss) income before income taxes||(11,095||)||11,122||10,884||24,644|
|Income tax benefit (expense)||70,633||(1,391||)||66,114||(2,753||)|
|Basic and diluted income per common share:|
|Basic income per common share||$||0.64||$||0.23||$||1.27||$||0.52|
|Diluted income per common share||$||0.60||$||0.23||$||1.21||$||0.51|
|Weighted average basic common shares outstanding||73,918,849||40,371,659||53,006,530||40,322,079|
|Weighted average diluted common shares outstanding||80,364,347||41,466,480||55,741,773||41,241,895|
Supplemental Unaudited Pro Forma Financial InformationThe following supplemental unaudited pro forma financial information is based on our historical financial statements and the historical financial statements of each of CMP and Citadel. The following supplemental unaudited pro forma financial information is intended to provide you with information about how each of the CMP Acquisition and the Citadel Acquisition, and our previously disclosed and related refinancing transactions, might have affected our historical consolidated financial statements if such transactions had closed as of January 1, 2010.