Clear Channel Reports Third Quarter 2005 Results.SAN ANTONIO San Antonio (săn ăntō`nēō, əntōn`), city (1990 pop. 935,933), seat of Bexar co., S central Tex., at the source of the San Antonio River; inc. 1837. -- Clear Channel Communications Not to be confused with clear channel radio stations, which are AM radio stations with certain technical parameters. Clear Channel Communications (NYSE: CCU) is a media conglomerate company based in the United States. Inc. (NYSE NYSE See: New York Stock Exchange :CCU CCU abbr. 1. coronary care unit 2. critical care unit CCU critical care unit. CCU Critical care unit, see there ) today reported results for its third quarter ended September September: see month. 30, 2005. The Company reported revenues of $2.7 billion in the third quarter of 2005, a 1% increase from the $2.6 billion reported for the third quarter of 2004. Clear Channel's net income and diluted earnings per share diluted earnings per share An earnings measure calculated by dividing net income less preferred stock dividends for a period by the average number of shares of common stock that would be outstanding if all convertible securities were converted into shares of were $205.5 million and $.38 per diluted di·lute tr.v. di·lut·ed, di·lut·ing, di·lutes 1. To make thinner or less concentrated by adding a liquid such as water. 2. To lessen the force, strength, purity, or brilliance of, especially by admixture. share during the third quarter of 2005. This compares to net income and diluted earnings per share of $261.2 million and $.44 per diluted share during the third quarter of 2004. Mark Mays Mark Mays is the president and CEO of Clear Channel Communications, Inc., a global media and entertainment company based in San Antonio, Texas, USA. Mays took over as president and CEO in October 2004, after serving the company in other roles. Mays holds a B.A. , President and Chief Executive Officer, commented, "We continued to make progress in each of our businesses in the third quarter. For the second consecutive quarter Clear Channel Radio experienced sequential financial improvement over the previous quarter. This performance is a direct result of our recent ratings successes combined with our progress in developing a market for shorter-length spots. Meanwhile, we delivered double-digit dou·ble-dig·it adj. Being between 10 and 99 percent: double-digit inflation. revenue growth in our outdoor business, both domestically and internationally. We also grew revenues at Clear Channel Entertainment. Our results this quarter highlight that Clear Channel is executing its strategy and building a strong foundation for each of our businesses to prosper in the years to come."
Revenue and Operating Expenses by Division
------------------------------------------
Three Months Ended
(In thousands) September 30,
------------------------- %
2005 2004 Change
------------ ------------ --------
Revenue
---------
Radio Broadcasting $919,245 $960,066 (4.3%)
Outdoor 668,003 600,166 11.3%
Live Entertainment 983,454 974,675 0.9%
Other 145,120 147,313 (1.5%)
Eliminations (38,943) (33,347)
------------ ------------
Consolidated revenue $2,676,879 $2,648,873 1.1%
============ ============
Divisional operating expenses
-------------------------------
Radio Broadcasting $546,615 $538,179 1.6%
Outdoor 483,379 431,383 12.1%
Live Entertainment 897,959 883,645 1.6%
Other 120,264 117,334 2.5%
Eliminations (38,943) (33,347)
------------ ------------
Consolidated divisional
operating expenses $2,009,274 $1,937,194 3.7%
============ ============
Included in the Company's third quarter 2005 revenue and operating expenses Operating expenses The amount paid for asset maintenance or the cost of doing business, excluding depreciation. Earnings are distributed after operating expenses are deducted. are approximately $4.5 million and $4.0 million, respectively, of foreign exchange declines compared to the same period of 2004 due to the strengthening of the U.S. dollar relative to the Company's international functional currencies. Radio Broadcasting The examples and perspective in this article or section may not represent a worldwide view of the subject. Please [ improve this article] or discuss the issue on the talk page. Clear Channel Radio's revenues declined 4% to $919.2 million during the third quarter of 2005 compared to the same period of 2004. The decline includes a reduction of approximately $4.3 million from non-cash trade revenues. Both local and national revenues were down for the quarter as well, primarily from the reduction in commercial minutes made available for sale on the Company's radio stations. As a result, some of the Company's larger advertising categories declined during the quarter, including automotive and retail. Yield, or revenue divided by total minutes of available inventory, experienced an increase each month of the third quarter. The Company's 30- and 15-second commercials as a percent of total commercial minutes available was higher in the third quarter than in the first six months of the year. Average unit rates were also higher during the third quarter than during the first six months of the year. Divisional operating expenses were up $8.4 million during the third quarter of 2005 compared to the same period of 2004. Driving the increase were promotion and advertising as well as programming and content expenses. Outdoor The Company's outdoor advertising revenue increased 11% to $668.0 million during the third quarter of 2005 compared to the same period of 2004. Included in the third quarter 2005 results is an approximately $1.7 million increase related to foreign exchange compared to the third quarter of 2004. During the third quarter of 2005, the Company acquired a controlling majority interest in Clear Media Limited (a Chinese Chinese, subfamily of the Sino-Tibetan family of languages (see Sino-Tibetan languages), which is also sometimes grouped with the Tai, or Thai, languages in a Sinitic subfamily of the Sino-Tibetan language stock. outdoor company), which it had previously accounted for as an equity method investment. As a result, the Company consolidated approximately $22.9 million in revenue from Clear Media, which is included in the revenue growth. Outdoor advertising expenses increased 12% to $483.4 million during the third quarter of 2005 compared to the same period of 2004. Included in the increase is approximately $1.4 million from increases in foreign exchange. The Company's consolidation of Clear Media contributed approximately $12.5 million to the increase. Also, the Company restructured its business in France during the third quarter of 2005 and recorded approximately $26.6 million in restructuring restructuring - The transformation from one representation form to another at the same relative abstraction level, while preserving the subject system's external behaviour (functionality and semantics). costs. --Domestic Outdoor The Company's domestic revenue increased $31.6 million to $317.7 million, or 11%, during the third quarter of 2005 compared to the same period of 2004. The increase was mainly due to an increase in bulletin and poster revenues primarily attributable to increased rates during 2005. Increased revenues from the Company's airport, street furniture and transit advertising displays also contributed to the revenue increase. Growth occurred across the Company's markets including strong growth in New York New York, state, United States New York, Middle Atlantic state of the United States. It is bordered by Vermont, Massachusetts, Connecticut, and the Atlantic Ocean (E), New Jersey and Pennsylvania (S), Lakes Erie and Ontario and the Canadian province of , Miami, Houston Houston, city (1990 pop. 1,630,553), seat of Harris co., SE Tex., a deepwater port on the Houston Ship Channel; inc. 1837. Economy The fourth largest city in the nation and the largest in the entire South and Southwest, Houston is a port of entry; , Seattle Seattle (sēăt`əl), city (1990 pop. 516,259), seat of King co., W Wash., built on seven hills, between Elliott Bay of Puget Sound and Lake Washington; inc. 1869. , Cleveland Cleveland, former county, England Cleveland, former county, NE England, created under the Local Government Act of 1972 (effective 1974). It was composed of the county boroughs of Hartlepool and Teeside and parts of the former counties of Durham and and Las Vegas Las Vegas (läs vā`gəs), city (1990 pop. 258,295), seat of Clark co., S Nev.; inc. 1911. It is the largest city in Nevada and the center of one of the fastest-growing urban areas in the United States. . Strong advertising client categories for the nine months ended September 30, 2005 included automotive, entertainment and amusements, business and consumer services Consumer Services refers to the formulation, deformulation, technical consulting and testing of most consumer products, such as food, herbs, beverages, vitamins, pharmaceuticals, cosmetics, hair products, household cleaners, [paints, plastics, metals, waxes, coatings, minerals, , retail and telecommunications Communicating information, including data, text, pictures, voice and video over long distance. See communications. . Divisional operating expenses increased $5.7 million to $168.5 million, or 4%, during the third quarter as compared to the same period in 2004. The increase is related to increases in site lease expenses, commission expenses associated with the increase in revenue and direct production expenses. --International Outdoor International revenues increased $36.3 million to $350.3 million, or 12%, during the three months ended September 30, 2005 as compared to the same period in 2004. Included in the revenue growth is approximately $22.9 million in revenue from Clear Media. In addition, the remaining revenue growth was attributable to increases in the Company's street furniture and transit revenues. Leading markets contributing to the Company's international revenue growth were China, Italy Italy (ĭt`əlē), Ital. Italia, officially Italian Republic, republic (2005 est. pop. 58,103,000), 116,303 sq mi (301,225 sq km), S Europe. , Sweden and Australia. Divisional operating expenses grew $46.3 million to $314.9 million, or 17%, during the quarter ended September 30, 2005 as compared to the same period of the 2004. The Company's consolidation of Clear Media contributed approximately $12.5 million to the increase. Also, the Company restructured its business in France during the third quarter of 2005 and recorded approximately $26.6 million in restructuring costs. Live Entertainment Live Entertainment revenues increased $8.8 million, or 1%, for the third quarter of 2005 compared to the same period of 2004. The revenue increase was led by the Company's European European emanating from or pertaining to Europe. European bat lyssavirus see lyssavirus. European beech tree fagussylvaticus. European blastomycosis see cryptococcosis. music division partially as a result of acquiring a controlling majority interest in Mean Fiddler, one of the leading promoters PROMOTERS. In the English law, are those who in popular or penal actions prosecute in. their own names and the king's, having part of the fines and penalties. of music festivals and venues in the United Kingdom, which contributed approximately $41.9 million to the net increase, which was partially offset by a decline in revenue from the Company's domestic music and theater divisions. This was the result of a decline in the number of events and average ticket prices in the current year compared to 2004. The fewer number of events led to a decline in ticket and ancillary revenues Ancillary Revenue Revenue generated from goods or services that differ from or enhance the main services or product lines of a company. By introducing new products and services or using existing products to branch into new markets, companies create additional opportunities for . The third quarter revenues also included a decline of approximately $6.1 million related to foreign exchange compared to 2004 due to the strengthening of the U.S. dollar relative to the Company's international functional currencies. Live Entertainment expenses increased $14.3 million for the third quarter of 2005 compared to the same period of 2004. During the quarter, Live Entertainment experienced unusual charges of $8.4 million related to certain legal costs and certain severance The act of dividing, or the state of being divided. The term severance has unique meanings in different branches of the law. Courts use the term in both civil and criminal litigation in two ways: first, when dividing a lawsuit into two or more parts, and second, when costs in conjunction with reorganizing the division. Also included in the increase is approximately $34.4 million from the consolidation of Mean Fiddler. These increases were offset by approximately $5.3 million from decreases in foreign exchange due to the strengthening of the U.S. dollar and by decreases in talent costs associated with the decrease in revenues. Update to Strategic Realignment re·a·lign tr.v. re·a·ligned, re·a·lign·ing, re·a·ligns 1. To put back into proper order or alignment. 2. To make new groupings of or working arrangements between. of Businesses On April 29, 2005, the Company announced a plan to strategically realign re·a·lign tr.v. re·a·ligned, re·a·lign·ing, re·a·ligns 1. To put back into proper order or alignment. 2. To make new groupings of or working arrangements between. its businesses. This plan includes an initial public offering ("IPO (Initial Public Offering) The first time a company offers shares of stock to the public. While not a computer term per se, many founders, employees and insiders of computer companies have found this acronym more exciting than any tech term they ever heard. ") of approximately 10% of the common stock of the Company's outdoor business ("Clear Channel Outdoor") and a 100% spin-off The situation that arises when a parent corporation organizes a subsidiary corporation, to which it transfers a portion of its assets in exchange for all of the subsidiary's capital stock, which is subsequently transferred to the parent corporation's shareholders. of its entertainment business ("Clear Channel Entertainment"). The closing of the IPO and spin-off of Clear Channel Entertainment is subject to approval of the Company's Board of Directors, receipt of a tax opinion of counsel and letter ruling from the IRS An abbreviation for the Internal Revenue Service, a federal agency charged with the responsibility of administering and enforcing internal revenue laws. relating to relating to relate prep → concernant relating to relate prep → bezüglich +gen, mit Bezug auf +acc the Clear Channel Entertainment spin-off, favorable fa·vor·a·ble adj. 1. Advantageous; helpful: favorable winds. 2. Encouraging; propitious: a favorable diagnosis. 3. market conditions, the filing and effectiveness of registration statements with the Securities and Exchange Commission and other customary conditions. Both of these transactions continue to progress and are expected to close by the end of the year. It is the Company's current intention to return approximately $1.6 billion of capital to shareholders through either share repurchases Share Repurchase A program by which a company buys back its own shares from the marketplace, reducing the number of outstanding shares. This is usually an indication that the company's management thinks the shares are undervalued. , a special dividend or a combination of both. It is the Company's current intention to pay a special dividend in 2006 after taking into account the results of the Company's share repurchases, and subject to the Company's financial condition, and market and economic conditions among other factors. The Company intends to fund any share repurchases and/or a special dividend from funds generated from the repayment of intercompany debt, the proceeds of any new debt offerings, available cash balances and cash flow from operations Cash flow from operations A firm's net cash inflow resulting directly from its regular operations (disregarding extraordinary items such as the sale of fixed assets or transaction costs associated with issuing securities), calculated as the sum of net income plus noncash expenses . The timing and amount of a special dividend, if any, is in the discretion of the Board of Directors and may be based on the economic and market factors described above, among others. Conference Call The Company will host a teleconference to discuss its results on October 24 at 5:00 p.m. Eastern Time. The conference call number is 800-309-1245 and the pass code is 4524545. Please call 10 minutes in advance to ensure that you are connected prior to the presentation. The teleconference will also be available via a live audio cast on the Company's website, located at www.clearchannel.com. A replay of the call will be available for 72 hours after the live conference call. The replay number is 888-203-1112 and the pass code is 4524545. 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.
TABLE 1 -- Financial Highlights of Clear Channel Communications Inc.
and Subsidiaries
(In thousands, Three Months Ended
except per share data) September 30,
---------------------------
2005 2004 %
(Unaudited) (Unaudited) Change
------------- ------------- -------
Revenue $2,676,879 $2,648,873 1.1%
Divisional operating expenses 2,009,274 1,937,194
Corporate expenses 49,966 46,645
Non-cash compensation expense 2,725 786
Depreciation and amortization 169,667 170,150
------------- -------------
Operating Income 445,247 494,098 (9.9%)
Interest expense 113,666 91,607
Gain (loss) on marketable
securities (815) 3,485
Equity in earnings of
nonconsolidated affiliates 12,341 3,194
Other income (expense) -- net (3,477) (622)
------------- -------------
Income before income taxes 339,630 408,548
Income tax benefit (expense):
Current (47,999) (44,072)
Deferred (86,156) (103,242)
------------- -------------
Net Income $205,475 $261,234 (21.3%)
============= =============
Net Income per share:
Basic $.38 $.45 (15.6%)
============= =============
Diluted $.38 $.44 (13.6%)
============= =============
Weighted average shares
outstanding -- diluted 543,475 587,852
TABLE 2 -- Selected Balance Sheet Information
September 30, June 30,
(In millions) 2005 2005
------------- -------------
Cash $412.7 $321.3
Total Current Assets $2,701.3 $2,700.6
Net Property, Plant and Equipment $4,096.2 $3,961.6
Total Assets $20,309.4 $20,090.7
Current Liabilities
(excluding current portion
of long-term debt) $2,016.2 $2,247.7
Long-Term Debt
(including current
portion of long-term debt) $8,001.0 $7,896.7
Shareholders' Equity $8,786.0 $8,662.1
TABLE 3 -- Capital Expenditures
Three Months Ended
September 30,
------------------
(In millions) 2005 2004
-------- --------
Non-revenue producing $57.7 $50.1
Revenue producing 50.5 35.9
-------- --------
Total capital expenditures $108.2 $86.0
======== ========
The Company defines non-revenue producing capital expenditures as those expenditures that are required on a recurring re·cur intr.v. re·curred, re·cur·ring, re·curs 1. To happen, come up, or show up again or repeatedly. 2. To return to one's attention or memory. 3. To return in thought or discourse. basis. Revenue producing capital expenditures are discretionary capital investments for new revenue streams, similar to an acquisition.
TABLE 4 -- Long-Term Debt
(In millions) September 30, 2005
------------------
Bank Credit Facilities $1,201.5
Public Notes 6,551.9
Other Debt 247.6
------------------
Total $8,001.0
==================
Liquidity and Financial Position For the nine months ended September 30, 2005, cash flow from operating activities was $1.1 billion, cash flow used in investing activities was $419.0 million, and cash flow used in financing activities was $448.8 million for a net increase in cash of $202.3 million. Leverage, defined as debt(a), net of cash, divided by the trailing 12-month pro forma As a matter of form or for the sake of form. Used to describe accounting, financial, and other statements or conclusions based upon assumed or anticipated facts. The phrase pro forma EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization) A metric used to show a company's profitability, but not its cash flow. EBITDA became popular in the 1980s to show the potential profitability of leveraged buyouts, but has become (b), was 3.5x at September 30, 2005. At September 30, 2005, 66% of the Company's debt bears interest at fixed rates and 34% of the Company's debt bears interest at floating rates based upon LIBOR LIBOR See: London Interbank Offered Rate LIBOR See London interbank offered rate (LIBOR). . The Company's weighted average cost of debt at September 30, 2005 was 5.7%. The Company redeemed re·deem tr.v. re·deemed, re·deem·ing, re·deems 1. To recover ownership of by paying a specified sum. 2. To pay off (a promissory note, for example). 3. all of the remaining outstanding 6.5% Senior Euro-Denominated Notes at maturity on July 7, 2005, for EUR EUR In currencies, this is the abbreviation for the Euro. Notes: The currency market, also known as the Foreign Exchange market, is the largest financial market in the world, with a daily average volume of over US $1 trillion. 195.6 million. As of October 24, 2005, Clear Channel has approximately $298.4 million available on its bank credit facility. The Company does not have any public debt maturing during the remainder of 2005. The Company may utilize existing capacity under its bank facilities and other available funds for future maturities or redemptions of debt. Redemptions or repurchases will occur through open market purchases, privately negotiated transactions, or other means. Under the Company's current $1.0 billion share repurchase plan share repurchase plan A corporation's plan for buying back a predetermined number of its own shares in the open market. Institution of a share repurchase plan derives from management's view that the company has limited outside investment opportunities and that was authorized au·thor·ize tr.v. au·thor·ized, au·thor·iz·ing, au·thor·iz·es 1. To grant authority or power to. 2. To give permission for; sanction: by its board of directors in August 2005, the Company has repurchased approximately 1.8 million shares for approximately $57 million. (a) As defined by Clear Channel's credit facility, debt is long-term debt Long-Term Debt Loans and financial obligations lasting over one year. Notes: For example debts obligations such as bonds and notes which have maturities greater than one year would be considered long-term debt. of $8,001 million plus letters of credit of $224 million; guarantees of third-party debt of $13 million; net original issue discount/premium of $10 million; deferred purchase consideration of $13 million included in other long-term liabilities Other Long-Term Liabilities A balance sheet item that includes obligations that do not currently require interest payments. Notes: This would include items such as remaining leases, future employee benefits and deferred taxes. ; plus the fair value of interest rate swaps Interest Rate Swap A deal between banks or companies where borrowers switch floating-rate loans for fixed rate loans in another country. These can be either the same or different currencies. of $21 million; and less purchase accounting premiums of $11 million. (b) As defined by Clear Channel's credit facilities credit facilities npl → facilidades fpl de crédito credit facilities npl → facilités fpl de paiement credit facilities , pro forma EBITDA is the trailing 12-month EBITDA adjusted to include EBITDA of any assets acquired in the trailing 12-month period. Supplemental Disclosure Regarding Non-GAAP Financial Information The following tables set forth Clear Channel's Operating Income Operating Income The profit realized from a business' own operations. Notes: This would not include income from things such as investments in other firms. Also referred to as operating profit or recurring profit. , D&A and Non-cash compensation expense for the three months ended September 30, 2005 and 2004. The Company defines "Operating Income before D&A and Non-cash compensation expense" as net income adjusted to exclude the following line items presented in its Statement of Operations See Income statement. : Income tax benefit (expense); Other income (expense) -- net; Equity in earnings of nonconsolidated affiliates; Gain (loss) on marketable securities Marketable Securities Very liquid securities that can be converted into cash quickly at a reasonable price. Notes: Marketable securities are very liquid as they tend to have maturities less than one year, and the rate at which these securities can be bought or sold has ; Interest expense; D&A; and, Non-cash compensation expense. The Company uses Operating Income before D&A and Non-cash compensation expense, among other things, to evaluate the Company's operating performance. This measure is among the primary measures used by management for planning and forecasting of future periods, as well as for measuring performance for compensation of executives and other members of management. This measure is an important indicator of the Company's operational strength and performance of its business because it provides a link between profitability and cash flows from operating activities. It is also a primary measure used by management in evaluating companies as potential acquisition targets. The Company believes the presentation of this measure is relevant and useful for investors because it allows investors to view performance in a manner similar to the method used by the Company's management. It helps improve investors' ability to understand the Company's operating performance and makes it easier to compare the Company's results with other companies that have different capital structures or tax rates. In addition, this measure is also among the primary measures used externally by the Company's investors, analysts and peers in its industry for purposes of valuation and comparing the operating performance of the Company to other companies in its industry. Additionally, the Company's bank credit facilities use this measure for compliance with leverage covenants. Since Operating Income before D&A and Non-cash compensation expense is not a measure calculated in accordance Accordance is Bible Study Software for Macintosh developed by OakTree Software, Inc.[] As well as a standalone program, it is the base software packaged by Zondervan in their Bible Study suites for Macintosh. with GAAP GAAP See: Generally Accepted Accounting Principles GAAP See generally accepted accounting principles (GAAP). , it should not be considered in isolation of, or as a substitute for, net income as an indicator of operating performance and may not be comparable to similarly titled measures employed by other companies. Operating Income, D&A and Non-cash compensation expense are all financial statement line items included on the Company's statement of earnings. Operating Income before D&A and Non-cash compensation expense is not necessarily a measure of the Company's ability to fund its cash needs. As it excludes certain financial information compared with operating income and net income (loss), the most directly comparable GAAP financial measure, users of this financial information should consider the types of events and transactions, which are excluded. As required by the SEC, the Company provides reconciliations below of Operating Income before D&A and Non-cash compensation expense to consolidated operating income; Operating Income before D&A and Non-cash compensation expense to net income, the most directly comparable amounts reported under GAAP; and, Net Income and Diluted Earnings Per Share excluding certain items, if applicable.
TABLE 5 -- Reconciliation of Operating Income before Depreciation
and Amortization (D&A) and Non-cash Compensation Expense
to Operating Income
Operating
Income before
D&A and
Operating Non-cash Depreciation Non-cash
income compensation and compensation
(In thousands) (loss) expense amortization expense
--------- ------------- ------------- -------------
Three Months Ended
September 30, 2005
------------------
Radio Broadcasting $336,445 $-- $36,185 $372,630
Outdoor 89,219 -- 95,405 184,624
Live Entertainment 70,154 -- 15,341 85,495
Other 6,802 -- 18,054 24,856
Corporate (57,373) 2,725 4,682 (49,966)
--------- ------------- ------------- -------------
Consolidated $445,247 $2,725 $169,667 $617,639
========= ============= ============= =============
Three Months Ended
September 30, 2004
------------------
Radio Broadcasting $383,779 $221 $37,887 $421,887
Outdoor 72,529 -- 96,254 168,783
Live Entertainment 75,896 -- 15,134 91,030
Other 14,205 -- 15,774 29,979
Corporate (52,311) 565 5,101 (46,645)
--------- ------------- ------------- -------------
Consolidated $494,098 $786 $170,150 $665,034
========= ============= ============= =============
TABLE 6 -- Reconciliation of Operating Income before Depreciation
and amortization (D&A) and Non-cash compensation expense
to Net income
Three months ended
(In thousands) September 30,
2005 2004
----------- -----------
Operating Income
before D&A and Non-cash compensation expense $617,639 $665,034
Non-cash compensation expense 2,725 786
Depreciation & amortization 169,667 170,150
----------- -----------
Operating Income 445,247 494,098
Interest expense 113,666 91,607
Gain (loss) on marketable securities (815) 3,485
Equity in earnings
of nonconsolidated affiliates 12,341 3,194
Other income (expense) -- net (3,477) (622)
----------- -----------
Income before income taxes 339,630 408,548
Income tax (expense) benefit:
Current (47,999) (44,072)
Deferred (86,156) (103,242)
----------- -----------
Net income $205,475 $261,234
=========== ===========
About Clear Channel Communications Clear Channel Communications Inc. (NYSE:CCU) is a global media and entertainment company specializing in "gone from home" entertainment and information services See Information Systems. for local communities and premiere opportunities for advertisers. Based in San Antonio, Texas “San Antonio” redirects here. For other uses, see San Antonio (disambiguation). San Antonio is the second most populous city in Texas, the third most populous metropolitan area in Texas, and is the seventh most populous city in the United States. As of the 2006 U.S. , the company's businesses include radio, outdoor displays, live entertainment events and venues, and television stations. See us on the web at www.clearchannel.com. Certain statements in this document constitute "forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. " within the meaning of the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and 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 Clear Channel Communications to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The words or phrases "guidance," "believe," "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 CIRCUMSTANCES, evidence. The particulars which accompany a fact. 2. The facts proved are either possible or impossible, ordinary and probable, or extraordinary and improbable, recent or ancient; they may have happened near us, or afar off; they are public or are forward-looking statements. The Company cannot provide any assurance that the IPO of Clear Channel Outdoor, the spin-off of Clear Channel Entertainment or the payment of the one-time/special dividend will be completed, or the terms of which all of the transactions will be consummated con·sum·mate tr.v. con·sum·mat·ed, con·sum·mat·ing, con·sum·mates 1. a. To bring to completion or fruition; conclude: consummate a business transaction. b. . Various risks that could cause future results to differ from those expressed by the forward-looking statements included in this document include, but are not limited to: risks inherent in the contemplated IPO, spin-off, cash dividends or borrowings; costs related to the proposed transactions; distraction Distraction Divination (See OMEN.) Porlock a “person from Porlock” interrupted Coleridge while he was recollecting the dream on which he based “Kubla Khan”. [Br. Lit.: Poems of Coleridge in Magill IV, 756] of the Company and its management team as a result of the proposed transactions; changes in business, political and economic conditions in the U.S. and in other countries in which Clear Channel Communications currently does business (both general and relative to the advertising and entertainment industries); fluctuations in interest rates; changes in operating performance; shifts in population and other demographics The attributes of people in a particular geographic area. Used for marketing purposes, population, ethnic origins, religion, spoken language, income and age range are examples of demographic data. ; changes in the level of competition for advertising dollars; fluctuations in operating costs operating costs npl → gastos mpl operacionales ; 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; and changes in capital expenditure requirements; access to capital markets and changes in credit ratings. Other unknown or unpredictable factors also could have material adverse effects on Clear Channel Communications', Clear Channel Outdoor's and Clear Channel Entertainment's future results, performance or achievements. In light of these risks, uncertainties, assumptions and factors, the forward-looking events discussed in this document may not occur. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date stated, or if no date is stated, as of the date of this document. Other key risks are described in Clear Channel Communications' reports filed with the U.S. Securities and Exchange Commission, including in the section entitled en·ti·tle tr.v. en·ti·tled, en·ti·tling, en·ti·tles 1. To give a name or title to. 2. To furnish with a right or claim to something: "Item 1. Business -- Risk Factors" of the Company's Annual Report on Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. for the year ended December 31, 2004. Except as otherwise stated in this document, 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. A registration statement relating to the IPO of Clear Channel Outdoor common stock and an information statement relating to the spin-off of Clear Channel Entertainment have been filed with the Securities and Exchange Commission, but are not declared effective by the Securities and Exchange Commission. This document shall not constitute an offer to sell or the solicitation solicitation In criminal law, the act of asking, inducing, or directing someone to commit a crime. The person soliciting another becomes an accomplice to the crime. The term also refers to the act of obtaining bribes, as well as to the crime of a prostitute who offers sexual of an offer to buy any securities, nor shall there be any sale of Clear Channel Outdoor common stock in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. Any such offering of securities will be made only by means of a prospectus included in the registrations statement filed with the Securities and Exchange Commission. |
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