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8-K - CENTRAL EUROPEAN MEDIA ENTERPRISES 8-K 10-31-2012 - CENTRAL EUROPEAN MEDIA ENTERPRISES LTDa8-kq32012.htm


 
 
 
 
 
                                                 Exhibit 99.1
 



 
CENTRAL EUROPEAN MEDIA ENTERPRISES LTD.
REPORTS THIRD QUARTER AND NINE MONTHS ENDED SEPTEMBER 30, 2012 RESULTS

THIRD QUARTER
- Net revenues of US$ 140.1 million -
- OIBDA of US$ 3.5 million -


NINE MONTHS
- Net revenues of US$ 518.7 million -
- OIBDA of US$ 64.7 million -


HAMILTON, BERMUDA, October 31, 2012 - Central European Media Enterprises Ltd. (“CME” or the “Company”) (NASDAQ/Prague Stock Exchange - CETV) today announced financial results for the three and nine months ended September 30, 2012.

Net revenues for the third quarter of 2012 were US$ 140.1 million compared to US$ 165.5 million for the third quarter of 2011. OIBDA¹ for the quarter was US$ 3.5 million compared to US$ 8.9 million for the three months ended September 30, 2011. Operating loss for the quarter was US$ (18.4) million compared to US$ (12.9) million for the same period in 2011. Net loss for the quarter improved by US$ 49.6 million from US$ (82.2) million to US$ (32.6) million for the three months ended September 30, 2012.  Fully diluted loss per share for the three months ended September 30, 2012 improved by US$ 0.91 to US$ (0.36) compared to US$ (1.27) for the three months ended September 30, 2011.

Net revenues for the nine months ended September 30, 2012 were US$ 518.7 million compared to $587.9 million for the same period in 2011. OIBDA for the nine months ended September 30, 2012 was US$ 64.7 million compared to US$ $85.8 million for nine months in 2011. Operating loss for the nine months ended September 30, 2012 was US$ (5.1) million compared to operating income of US$ 18.9 million for the same period in 2011. Net loss for the nine months ended September 30, 2012 improved by US$ 59.1 million to US$ (43.3) million compared to US$ (102.4) million for the same period in 2011. Fully diluted loss per share for the nine months ended September 30, 2012 improved by US$ 1.02 to US$ (0.57) compared to US$ (1.59) for the nine months ended September 30, 2011.

Adrian Sarbu, CME's President and CEO, commented: “Our third quarter results and the prospects for the full year 2012 indicate that our markets are not recovering. In the second half of 2012 advertising spending has not matched our expectations. We were successful in addressing our capital structure and debt maturities but we were unable to achieve our sales and free cash flow targets. Our OIBDA guidance for 2012 is between US$130 - 140 million. Facing new challenges, we focus on maintaining our leading positions while aggressively managing our costs and improving free cash flow generation and liquidity.”


1 OIBDA, which includes program rights amortization costs, is determined as operating income / (loss) before depreciation, amortization of intangible assets and impairments of assets as defined in "Segment Data" below.    





Consolidated Results for the Three Months Ended September 30, 2012

Net revenues for the three months ended September 30, 2012 were US$ 140.1 million compared to US$ 165.5 million for the three months ended September 30, 2011. Operating loss for the quarter was US$ (18.4) million compared to US$ (12.9) million for the three months ended September 30, 2011. Net loss for the quarter improved by US$ 49.6 million to US$ (32.6) million from US$ (82.2) million for the three months ended September 30, 2011. Fully diluted income per share for the three months ended September 30, 2012 improved by US$ 0.91 to US$ (0.36) compared to US$ (1.27) for the three months ended September 30, 2011.

OIBDA for the three months ended September 30, 2012 was US$ 3.5 million compared to US$ 8.9 million for the three months ended September 30, 2011. OIBDA margin2 for the three months ended September 30, 2012 was 2.5% compared to 5.4% for the three months ended September 30, 2011.

Headline Consolidated Results for the three months ended September 30, 2012 and 2011 were:
 
RESULTS
(US$000's)
For the Three Months Ended September 30,
(unaudited)
2012

 
2011

 
% Actual

 
% Lfl4

Net revenues
$
140,092

 
$
165,472

 
(15.3
)%
 
(2.2
)%
OIBDA
3,508

 
8,898

 
(60.6
)%
 
(52.8
)%
Operating loss
(18,401
)
 
(12,910
)
 
(42.5
)%
 
(62.0
)%
Net loss
(32,637
)
 
(82,196
)
 
60.3
 %
 
58.8
 %
Fully diluted loss per share
$
(0.36
)
 
$
(1.27
)
 
Nm3

 
Nm3



Consolidated Results for the Nine Months Ended September 30, 2012

Net revenues for the nine months ended September 30, 2012 were US$ 518.7 million compared to US$ 587.9 million for the nine months ended September 30, 2011. Operating loss for the nine months ended September 30, 2012 was US$ (5.1) million compared to operating income of US$ 18.9 million for the nine months ended September 30, 2011. Net loss for the nine months ended September 30, 2012 improved by US$ 59.1 million to US$ (43.3) million from US$ (102.4) million for the nine months ended September 30, 2011. Fully diluted loss per share for the nine months ended September 30, 2012 improved by US$ 1.02 to US$ (0.57) from US$ (1.59) for the period ended September 30, 2011.

OIBDA for the nine months ended September 30, 2012 was US$ 64.7 million compared to US$ 85.8 million for the same period in 2011. OIBDA margin for the nine months ended September 30, 2012 was 12.5% compared to 14.6% for the nine months ended September 30, 2011.

Headline consolidated results for the nine months ended September 30, 2012 and 2011 were:

 
RESULTS
(US$000's)
For the Nine Months Ended September 30,
(unaudited)
2012

 
2011

 
% Actual

 
% Lfl

Net revenues
$
518,747

 
$
587,900

 
(11.8
)%
 
(0.5
)%
OIBDA
64,680

 
85,838

 
(24.6
)%
 
(11.4
)%
Operating (loss) / income
(5,054
)
 
18,898

 
Nm3

 
Nm3

Net loss
(43,309
)
 
(102,379
)
 
57.7
 %
 
54.5
 %
Fully diluted loss per share
$
(0.57
)
 
$
(1.59
)
 
Nm3

 
Nm3



2OIBDA margin is defined as the ratio of OIBDA to Net revenues.
3Number is not meaningful.
4 % Lfl represents period-on-period percentage change on a constant currency basis.



Page 2 of 11







Segment Results

We evaluate the performance of our operations based on Net revenues and OIBDA.
Our Net revenues and Consolidated OIBDA for the three and nine months ended September 30, 2012 and 2011 were:
 
SEGMENT RESULTS
(US$000's)
For the Three Months Ended September 30,
(unaudited)
2012

 
2011

 
% Actual

 
% Lfl

Broadcast
$
115,173

 
$
143,431

 
(19.7
)%
 
(7.5
)%
Media Pro Entertainment
44,759

 
35,141

 
27.4
 %
 
49.0
 %
New Media
3,780

 
3,246

 
16.5
 %
 
34.0
 %
Intersegment revenues5
(23,620
)
 
(16,346
)
 
(44.5
)%
 
(66.6
)%
Net revenues
$
140,092

 
$
165,472

 
(15.3
)%
 
(2.2
)%
 
 

 
 

 
 

 
 
Broadcast
$
8,039

 
$
20,135

 
(60.1
)%
 
(54.7
)%
Media Pro Entertainment
3,415

 
218

 
Nm3

 
Nm3

New Media
(1,512
)
 
(1,033
)
 
(46.4
)%
 
(70.8
)%
Central
(3,956
)
 
(9,726
)
 
59.3
 %
 
56.2
 %
Elimination
(2,478
)
 
(696
)
 
Nm3

 
Nm3

Consolidated OIBDA
$
3,508

 
$
8,898

 
(60.6
)%
 
(52.8
)%


 
SEGMENT RESULTS
(US$000's)
For the Nine Months Ended September 30,
(unaudited)
2012

 
2011

 
% Actual

 
% Lfl

Broadcast
$
444,307

 
$
529,916

 
(16.2
)%
 
(5.7
)%
Media Pro Entertainment
141,619

 
126,575

 
11.9
 %
 
27.5
 %
New Media
12,671

 
10,479

 
20.9
 %
 
36.4
 %
Intersegment revenues
(79,850
)
 
(79,070
)
 
(1.0
)%
 
(13.9
)%
Net revenues
$
518,747

 
$
587,900

 
(11.8
)%
 
(0.5
)%
 
 

 
 

 
 

 
 
Broadcast
$
81,399

 
$
122,402

 
(33.5
)%
 
(24.4
)%
Media Pro Entertainment
10,503

 
1,703

 
Nm3

 
Nm3

New Media
(3,747
)
 
(3,122
)
 
(20.0
)%
 
(32.1
)%
Central
(19,228
)
 
(31,969
)
 
39.9
 %
 
37.1
 %
Elimination
(4,247
)
 
(3,176
)
 
(33.7
)%
 
(56.6
)%
Consolidated OIBDA
$
64,680

 
$
85,838

 
(24.6
)%
 
(11.4
)%




5 Reflects revenues earned by the Media Pro Entertainment segment through sales to the Broadcast segment. All other revenues are third party revenues.








Page 3 of 11





Cash Outlook

Since the beginning of the fourth quarter, we have experienced a significant decline in the demand for television advertising across our markets compared to our previous expectations, with a number of advertisers indicating that they no longer intend to honor previous spending commitments. In addition, we expect increases in our net investment in programming (the difference between cash paid for programming and the amortization expense recognized) and our investments in locally-produced programming. As a result, we have reduced our forecasts of free cash flow for the fourth quarter, traditionally the most significant quarter for television advertising. Our current forecast of free cash flow for the full year of 2012 is now between US$ (70) million and US$ (90) million. We now expect to end the year with a cash balance of at least $130 million.

We continue to take steps to conserve cash. These steps have included targeted reductions to our operating cost base through cost optimization programs, the deferral of programming commitments and capital expenditures and the deferral of development projects. In addition, we are exploring further options to improve liquidity, including new equity financings, asset sales and the renegotiation of payment obligations with a number of major suppliers.


Teleconference and Video Webcast Details

CME will host a teleconference and video webcast to discuss its third quarter results on Wednesday, October 31, 2012 at 10:00 a.m. New York time (2:00 p.m. London time and 3:00 p.m. Prague time). The video webcast and teleconference will refer to presentation slides which will be available on CME's website at www.cme.net prior to the call.

To access the teleconference, U.S. and international callers may dial +1 785-424-1834 ten minutes prior to the start time and reference passcode CETVQ312. The conference call will be video webcasted live via www.cme.net. It can be viewed on ipads, iphones and a range of devices supporting Android and Windows operating systems.

The video webcast and a digital audio replay in MP3 format will be available for two weeks following the call at www.cme.net.

CME will post the results for the third quarter ended September 30, 2012 for its wholly-owned subsidiary CET 21 spol. s r.o. at www.cme.net by December 14, 2012.




Page 4 of 11



 

Forward-Looking and Cautionary Statements

This press release contains forward-looking statements. For all forward-looking statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. Forward-looking statements are inherently subject to risks and uncertainties, many of which cannot be predicted with accuracy or are otherwise beyond our control and some of which might not even be anticipated.  Forward-looking statements reflect our current views with respect to future events and because our business is subject to such risks and uncertainties, actual results, our strategic plan, our financial position, results of operations and cash flows could differ materially from those described in or contemplated by the forward-looking statements.

Important factors that contribute to such risks include, but are not limited to, the following: the effect of the economic downturn and Eurozone instability in our markets and the extent and timing of any recovery; decreases in TV advertising spending and the rate of development of the advertising markets in the countries in which we operate; the extent to which our debt service obligations restrict our business; our ability to access external sources of capital as needed; our ability to make cost-effective investments in television broadcast operations, including investments in programming; our ability to develop and acquire necessary programming and attract audiences; changes in the political and regulatory environments where we operate and application of relevant laws and regulations; and the timely renewal of broadcasting licenses and our ability to obtain additional frequencies and licenses.

The foregoing review of important factors should not be construed as exhaustive. For a more detailed description of these uncertainties and other factors, please see the "Risk Factors" and “Forward-looking Statements” sections in CME's Quarterly Report on Form 10-Q for the period ended September 30, 2012, which was filed with the Securities and Exchange Commission on October 31, 2012. We undertake no obligation to publicly update or review any forward-looking statements, whether as a result of new information, future developments or otherwise.

This press release should be read in conjunction with our Quarterly Report on Form 10-Q for the three and nine months ended September 30, 2012, which was filed with the Securities and Exchange Commission on October 31, 2012.

We make available free of charge on our website at www.cme.net our Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to those reports as soon as reasonably practicable after we electronically file such material with, or furnish it to, the Securities and Exchange Commission.


CME is a media and entertainment company operating leading businesses in six Central and Eastern European markets with an aggregate population of approximately 50 million people.  CME's broadcast operations are located in Bulgaria (bTV, bTV Cinema, bTV Comedy, bTV Action, bTV Lady and Ring.bg), Croatia (Nova TV, Doma and Nova World), the Czech Republic (TV Nova, Nova Cinema, Nova Sport, Fanda and MTV Czech), Romania (PRO TV, PRO TV International, Acasa, Acasa Gold, PRO Cinema, Sport.ro, MTV Romania and PRO TV Chisinau Moldova), the Slovak Republic (TV Markíza, Doma and Dajto), and Slovenia (POP TV, Kanal A and the POP NON STOP subscription package). CME's broadcast operations are supported by its production and distribution division, Media Pro Entertainment, as well as its New Media division, which operates Voyo, the pan-regional video-on-demand service. CME is traded on the NASDAQ Global Select Market and the Prague Stock Exchange under the ticker symbol “CETV”.



###

For additional information, please visit www.cme.net or contact:

Romana Wyllie
Vice President of Corporate Communications
Central European Media Enterprises
+420 242 465 525




Page 5 of 11



CENTRAL EUROPEAN MEDIA ENTERPRISES LTD.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(US$ 000's, except share and per share data)
(unaudited)

 
For the Three Months Ended
 
September 30,
 
2012

 
2011

Net revenues
$
140,092

 
$
165,472

Operating expenses:
 
 
 
Operating costs
42,937

 
34,545

Cost of programming
76,964

 
94,983

Depreciation of property, plant and equipment
11,233

 
13,075

Amortization of broadcast licenses and other intangibles
10,198

 
7,957

Cost of revenues
141,332

 
150,560

Selling, general and administrative expenses
17,161

 
27,822

Operating loss
(18,401
)
 
(12,910
)
Interest expense, net
(32,279
)
 
(34,523
)
Foreign currency exchange gain / (loss), net
16,755

 
(45,919
)
Change in fair value of derivatives
559

 
3,479

Other income
108

 
33

Loss before tax
(33,258
)
 
(89,840
)
Credit for income taxes
621

 
7,644

Net loss
(32,637
)
 
(82,196
)
Net loss attributable to noncontrolling interests
588

 
122

Net loss attributable to CME Ltd.
$
(32,049
)
 
$
(82,074
)
 
 

 
 

PER SHARE DATA:
 

 
 

Net loss per share
 

 
 

Net loss attributable to CME Ltd - Basic and diluted
$
(0.36
)
 
$
(1.27
)
 
 

 
 

Weighted average common shares used in computing per share amounts (000's):
 

 
 

Basic and diluted
88,134

 
64,393




Page 6 of 11



CENTRAL EUROPEAN MEDIA ENTERPRISES LTD.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(US$ 000's, except share and per share data) (continued)
(unaudited)

 
For the Nine Months Ended
 
September 30,
 
2012

 
2011

Net revenues
$
518,747

 
$
587,900

Operating expenses:
 

 
 

Operating costs
114,152

 
102,736

Cost of programming
271,830

 
313,744

Depreciation of property, plant and equipment
32,175

 
40,985

Amortization of broadcast licenses and other intangibles
35,396

 
23,393

Cost of revenues
453,553

 
480,858

Selling, general and administrative expenses
70,248

 
88,144

Operating (loss) / income
(5,054
)
 
18,898

Interest expense, net
(94,399
)
 
(126,554
)
Foreign currency exchange (loss) / gain, net
(163
)
 
1,452

Change in fair value of derivatives
48,884

 
4,600

Other income / (expense)
159

 
(769
)
Loss before tax
(50,573
)
 
(102,373
)
Credit / (provision) for income taxes
7,264

 
(6
)
Net loss
(43,309
)
 
(102,379
)
Net loss attributable to noncontrolling interests
1,824

 
159

Net loss attributable to CME Ltd.
$
(41,485
)
 
$
(102,220
)
 
 

 
 

PER SHARE DATA:
 

 
 

Net loss per share
 

 
 

Net loss attributable to CME Ltd - Basic and diluted
$
(0.57
)
 
$
(1.59
)
 
 

 
 

Weighted average common shares used in computing per share amounts (000's):
 

 
 

Basic and diluted
73,065

 
64,382





Page 7 of 11



CENTRAL EUROPEAN MEDIA ENTERPRISES LTD.
CONDENSED CONSOLIDATED BALANCE SHEETS
(US$ 000's)
(unaudited)


 
September 30,
2012

 
December 31,
2011

ASSETS
 
 
 
Cash and cash equivalents
$
125,658

 
$
186,386

Other current assets
466,439

 
351,903

Total current assets
592,097

 
538,289

Property, plant and equipment, net
203,192

 
217,367

Goodwill and other intangible assets, net
1,622,445

 
1,633,388

Other non-current assets
337,124

 
292,725

Total assets
$
2,754,858

 
$
2,681,769

LIABILITIES AND EQUITY
 

 
 

Accounts payable and accrued liabilities
$
225,895

 
$
240,048

Current portion of long-term debt and other financing arrangements
21,155

 
1,058

Other current liabilities
33,606

 
14,469

Total current liabilities
280,656

 
255,575

Long-term portion of long-term debt and other financing arrangements
1,291,078

 
1,323,311

Other non-current liabilities
68,667

 
84,941

Total liabilities
$
1,640,401

 
$
1,663,827

 
 
 
 
EQUITY
 

 
 

Common Stock
$
6,174

 
$
5,151

Additional paid-in capital
1,555,222

 
1,404,648

Accumulated deficit
(488,318
)
 
(425,702
)
Accumulated other comprehensive income
27,337

 
17,595

Total CME Ltd. shareholders' equity
1,100,415

 
1,001,692

Noncontrolling interests
14,042

 
16,250

Total equity
$
1,114,457

 
$
1,017,942

Total liabilities and equity
$
2,754,858

 
$
2,681,769


 




Page 8 of 11



CENTRAL EUROPEAN MEDIA ENTERPRISES LTD.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(US$ 000's)
(unaudited)

 


 
For the Nine Months Ended
 
September 30,
 
2012

 
2011

Net cash (used in) / generated from operating activities
$
(56,900
)
 
$
17,246

Net cash used in investing activities
(21,081
)
 
(30,078
)
Net cash generated from / (used in) financing activities
14,633

 
(64,667
)
Impact of exchange rate fluctuations on cash and cash equivalents
2,620

 
866

Net decrease in cash and cash equivalents
$
(60,728
)
 
$
(76,633
)
 
 

 
 

 
 

 
 

Net cash (used in) / generated from operating activities
$
(56,900
)
 
$
17,246

Capital expenditure, net of proceeds from disposals
(21,081
)
 
(21,231
)
Free cash flow
$
(77,981
)
 
$
(3,985
)
 
 

 
 

 
 

 
 

Supplemental disclosure of cash flow information:
 

 
 

Cash paid for interest
$
83,925

 
$
90,404

Cash paid for income taxes (net of refunds)
$
5,940

 
$
4,015


 




Page 9 of 11



Segment Data

We manage our business on a divisional basis, with three reportable segments: Broadcast, Media Pro Entertainment (our production and distribution business) and New Media.

We evaluate the performance of our segments based on Net revenues and OIBDA. OIBDA, which includes program rights amortization costs, is determined as operating income / (loss) before depreciation, amortization of intangible assets and impairments of assets. Items that are not allocated to our segments for purposes of evaluating their performance and therefore are not included in their OIBDA, include stock-based compensation and certain other items.  We believe OIBDA is useful to investors because it provides a more meaningful representation of our performance, as it excludes certain items that do not impact either our cash flows or the operating results of our operations.  OIBDA is also used as a component in determining management bonuses. Intersegment revenues and profits have been eliminated in consolidation.  OIBDA may not be comparable to similar measures reported by other companies.

Below are tables showing our Net revenues and OIBDA by segment for the three and nine months ended September 30, 2012 and 2011, together with a reconciliation of OIBDA to our Condensed Consolidated Statement of Operations:

 
For the Three Months
For the Nine Months
(US $000's)
Ended September 30
Ended September 30,
(unaudited)
2012

 
2011

2012

 
2011

Net revenues
 
 
 
 
 
 
Broadcast:
 
 
 
 
 
 
Bulgaria
$
14,836

 
$
17,360

$
55,734

 
$
63,359

Croatia
9,009

 
9,959

36,196

 
42,449

Czech Republic
42,933

 
55,279

161,017

 
195,653

Romania
24,535

 
31,056

92,051

 
112,425

Slovak Republic
14,746

 
18,204

56,417

 
67,139

Slovenia
9,114

 
11,573

42,892

 
48,891

Total Broadcast
$
115,173

 
$
143,431

$
444,307

 
$
529,916

Media Pro Entertainment
44,759

 
35,141

141,619

 
126,575

New Media
3,780

 
3,246

12,671

 
10,479

Intersegment revenues
(23,620
)
 
(16,346
)
(79,850
)
 
(79,070
)
Total net revenues
$
140,092

 
$
165,472

$
518,747

 
$
587,900






















 

 



Page 10 of 11



 
For the Three Months
For the Nine Months
(US $000's)
Ended September 30,
Ended September 30,
(unaudited)
2012

 
2011

2012

 
2011

OIBDA
 
 
 
 
 
 
Broadcast:
 
 
 
 
 
 
Bulgaria
$
1,035

 
$
(715
)
$
3,393

 
$
5,215

Croatia
(776
)
 
(1,960
)
4,169

 
861

Czech Republic
11,026

 
21,077

62,595

 
87,591

Romania
2,297

 
4,625

9,371

 
17,371

Slovak Republic
(3,311
)
 
(1,547
)
(1,778
)
 
1,684

Slovenia
(1,513
)
 
(372
)
7,005

 
11,397

Divisional operating costs
(719
)
 
(973
)
(3,356
)
 
(1,717
)
Total Broadcast
$
8,039

 
$
20,135

$
81,399

 
$
122,402

Media Pro Entertainment
3,415

 
218

10,503

 
1,703

New Media
(1,512
)
 
(1,033
)
(3,747
)
 
(3,122
)
Central
(3,956
)
 
(9,726
)
(19,228
)
 
(31,969
)
Elimination
(2,478
)
 
(696
)
(4,247
)
 
(3,176
)
Total OIBDA
$
3,508

 
$
8,898

$
64,680

 
$
85,838



 
For the Three Months
For the Nine Months
(US $000's)
Ended September 30,
Ended September 30,
(unaudited)
2012

 
2011

2012

 
2011

Reconciliation to Condensed Consolidated Statement of Operations:
 
 
 
 
 
 
 
 
 
 
 
 
 
Total OIBDA
$
3,508

 
$
8,898

$
64,680

 
$
85,838

Depreciation of property, plant and equipment
(11,711
)
 
(13,851
)
(34,338
)
 
(43,547
)
Amortization of intangible assets
(10,198
)
 
(7,957
)
(35,396
)
 
(23,393
)
Operating (loss) / income
$
(18,401
)
 
$
(12,910
)
$
(5,054
)
 
$
18,898

Interest expense, net
(32,279
)
 
(34,523
)
(94,399
)
 
(126,554
)
Foreign currency exchange gain / (loss), net
16,755

 
(45,919
)
(163
)
 
1,452

Change in fair value of derivatives
559

 
3,479

48,884

 
4,600

Other income / (expense)
108

 
33

159

 
(769
)
Credit / (provision) for income taxes
621

 
7,644

7,264

 
(6
)
Net loss
$
(32,637
)
 
$
(82,196
)
$
(43,309
)
 
$
(102,379
)





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