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8-K - CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES - Ascent Capital Group, Inc.a13-12187_18k.htm

Exhibit 99.1

 

 

ASCENT CAPITAL GROUP ANNOUNCES FINANCIAL RESULTS FOR THE THREE MONTHS ENDED MARCH 31, 2013

 

Englewood, CO — May 9, 2013 — Ascent Capital Group, Inc. (“Ascent” or the “Company”) (Nasdaq: ASCMA) has reported results for the three months ended March 31, 2013. Ascent is a holding company that owns Monitronics International, Inc. (“Monitronics”), one of the nation’s largest and fastest-growing home security alarm monitoring companies.

 

Headquartered in Dallas, Texas, Monitronics provides security alarm monitoring services to more than 818,000 residential and commercial customers as of March 31, 2013. Monitronics’ long-term monitoring contracts provide high margin recurring revenue that results in predictable and stable cash flow.

 

Highlights(1):

 

·                  Ascent’s net revenue for the three months ended March 31, 2013 increased 22.3%, driven by increases in Monitronics’ subscriber accounts and increases in average recurring monthly revenue (RMR) per subscriber

·                  Ascent’s Adjusted EBITDA(2) for the three months ended March 31, 2013 increased 27.2%

·                  Ascent’s balance sheet remains strong with $222.3 million of cash and marketable securities

·                  Monitronics’ Adjusted EBITDA for the three months ended March 31, 2013 increased 22.9%

·                  Monitronics subscriber accounts as of March 31, 2013 increased 15.8% to 818,335

·                  Monitronics average RMR per subscriber as of March 31, 2013 increased 5.3% to $39.74

·                  Monitronics completed the repricing of its Senior Secured Credit Facility and amended its interest rate swap arrangements

·                  Monitronics expects the repricing will result in a pro forma annualized interest expense savings of approximately $8.1 million

 

Ascent Chairman and Chief Executive Officer, Bill Fitzgerald stated, “The business is off to a solid start in 2013 with Monitronics reporting strong double-digit growth in subscribers, revenue and Adjusted EBITDA in the first quarter. Monitronics also successfully completed the repricing of its Senior Secured Credit Facility which will provide significant annual cost savings as well as increased flexibility to invest in future growth.

 

“At the holding company level, we remain focused on acquisitions in the alarm monitoring and related security industry and are confident we will identify and execute on new opportunities that will drive attractive returns for our shareholders.”

 

Mike Haislip, President and Chief Executive Officer of Monitronics said, “We delivered another solid performance in the first quarter with 22 percent growth in revenue and 23 percent growth in Adjusted EBITDA.  We also saw a 15.8% increase in total subscriber accounts.  As previously predicted, attrition levels increased modestly in the quarter given the age of accounts in our portfolio and an increase in disconnects due to relocations as the housing market continues its recovery. Our predictive data indicates that we should expect an increase in attrition through the second and third quarters of 2013 before moderating in the fourth quarter. Finally, our suite of advanced services continued to be an attractive option for subscribers with 48 percent of new customers in the quarter signing up for some form of home automation or interactive services. Despite the increase in telecom and field service costs associated with these services, they continue to provide our business with strong revenue and RMR growth.”

 


(1)  Comparisons are year-over-year unless otherwise specified.

(2)  For a definition of Adjusted EBITDA and applicable reconciliations, see the Appendix to this release. Ascent’s net income for the three months ended March 31, 2013 totaled $2.8 million compared to a net loss of $5.1 million for the three months ended March 31, 2012.

 



 

Three Months Ended March 31, 2013 Results

 

Ascent Capital Group, Inc.

 

For the three months ended March 31, 2013, Ascent reported net revenue of $100.2 million, an increase of 22.3% compared to $81.9 million for the three months ended March 31, 2012. This increase in net revenue is primarily attributable to increases in Monitronics’ subscriber accounts and average RMR per subscriber.

 

Ascent’s total cost of services for the three months ended March 31, 2013 increased 37.5% to $15.2 million.  This increase is primarily due to an increased number of accounts monitored across the cellular network and a higher number of customers receiving interactive and home automation services, which result in higher operating and service costs.

 

Selling, general & administrative (“SG&A”) costs for the three months ended March 31, 2013 increased 10.8% to $19.7 million, primarily attributable to increases in Monitronics SG&A expenses. The increase in Monitronics SG&A is primarily attributable to increased payroll expenses of approximately $1.0 million. Additionally, Ascent’s consolidated stock-based compensation expense increased approximately $528,000 over the corresponding prior year period, related to restricted stock and option awards granted to certain employees.

 

For the three months ended March 31, 2013, Ascent’s Adjusted EBITDA increased 27.2% to $71.3 million. This increase in Adjusted EBITDA is primarily due to revenue growth at Monitronics, partially offset by higher operating and service costs.

 

For the three months ended March 31, 2013, Ascent recorded a one-time pre-tax gain of $3.2 million related to the divestiture of an equity investment tied to the Company’s legacy businesses. Ascent also divested $1.1 million in legacy real estate assets resulting in a one-time pre-tax gain of $141,000 during the three months ended March 31, 2013.

 

Ascent reported net income from continuing operations for the three months ended March 31, 2013 of $2.3 million, compared to a net loss of $4.9 million in the three months ended March 31, 2012.

 

Monitronics International

 

For the three months ended March 31, 2013, Monitronics reported net revenue of $100.2 million, an increase of 22.3% compared to $81.9 million for the three months ended March 31, 2012. The increase in net revenue is attributable to a 15.8% increase in the number of subscriber accounts and a 5.3% increase in average RMR per subscriber to $39.74 as of March 31, 2013.

 

Monitronics’ total cost of services for the three months ended March 31, 2013 increased 37.5% to $15.2 million. The increase for the three months ended March 31, 2013 is primarily attributable to an increased number of accounts monitored across the cellular network and an increase in interactive and home automation services, resulting in higher operating and service costs.

 

Monitronics SG&A costs for the three months ended March 31, 2013 increased 10.8% to $15.9 million compared to the prior year period. The increased Monitronics SG&A costs are primarily attributable to increased payroll expenses of approximately $1.0 million.

 

Monitronics’ Adjusted EBITDA for the three months ended March 31, 2013 was $69.4 million, an increase of 22.9% over the three months ended March 31, 2012. The increase in Adjusted EBITDA for the quarter is primarily due to revenue and subscriber growth. Monitronics’ Adjusted EBITDA as a percentage of revenue was 69.3% in the first quarter of 2013, compared to 69.0% for the three months ended March 31, 2012.

 

Monitronics reported net income for the three months ended March 31, 2013 of $1.3 million compared to a net loss of $3.8 million in the prior year period.

 



 

The table below presents subscriber data for the twelve months ended March 31, 2013:

 

 

 

Twelve Months Ended
March 31,

 

 

 

2013

 

2012

 

 

 

 

 

 

 

Beginning balance of accounts

 

706,881

 

680,120

 

Accounts purchased (a)

 

206,665

 

110,801

 

Accounts canceled (b)

 

(92,696

)

(78,806

)

Canceled accounts guaranteed to be refunded from holdback

 

(2,515

)

(5,234

)

Ending balance of accounts

 

818,335

 

706,881

 

Monthly weighted average accounts

 

759,180

 

695,150

 

Attrition rate

 

(12.2

)%

(11.3

)%

 

For the three months ended March 31, 2013, Monitronics purchased 28,460 subscriber accounts, compared to 24,174 subscriber accounts in the three months ended March 31, 2012. Purchases from Monitronics’ core account generation engine, or the accounts that Monitronics buys from authorized dealers on a recurring basis, remained strong this quarter, up 11.5 percent over the same quarter in 2012.

 

Monitronics’ trailing twelve month attrition for the period ended March 31, 2013 increased to 12.2% from 11.3% for the twelve months ended March 31, 2012. As expected, attrition levels increased due to the age of accounts in our portfolio and an increase in disconnections due to higher household relocations.

 

Credit Facility Repricing

 

On March 25, 2013, Monitronics completed the repricing of its Senior Secured Credit Facility, which is comprised of a $150.0 million revolver and a Term Loan B under which $688.8 million remains outstanding. The repriced facility will now have an interest rate of LIBOR plus 3.25% with a LIBOR floor of 1.00% for the Term Loan B and an interest rate of LIBOR plus 3.75% with a LIBOR floor of 1.00% for the revolver. Concurrently, Monitronics extended the maturity of its Senior Secured Revolving Credit Facility by nine months to December 22, 2017.

 

In conjunction with the repricing, Monitronics also amended its interest rate swap arrangements resulting in a new weighted average fixed interest rate of 5.0% on its Term Loan B, as compared to 6.2% formerly. Monitronics expects that the repricing will result in pro forma annualized interest expense savings of approximately $8.1 million.

 

Ascent Liquidity and Capital Resources

 

At March 31, 2013, on a consolidated basis, Ascent had $100.4 million of cash and cash equivalents, $2.6 million of restricted cash and $142.9 million of marketable securities. The Company may use a portion of these assets to decrease debt obligations, fund stock repurchases, or fund strategic acquisitions or investment opportunities.

 

During the three months ended March 31, 2013, Monitronics used cash of $46.0 million to fund purchases of subscriber accounts net of holdback and guarantee obligations.

 

At March 31, 2013, the existing long-term debt of Monitronics includes the principal balance of $1.1 billion under its Senior Notes, Credit Facility, and Credit Revolver. The Senior Notes have an outstanding principal balance of $410.0 million as of March 31, 2013 and mature on April 1, 2020. The Credit Facility term loan has an outstanding principal balance of $688.8 million as of March 31, 2013 and requires principal payments of $1.7 million per quarter with the remaining outstanding balance becoming due on March 23, 2018. The Credit Facility revolver has an outstanding balance of $21.5 million as of March 31, 2013 and becomes due on December 22, 2017.

 

Conference Call

 

Ascent will hold a conference call today at 5:00 p.m. ET. To access the call please dial (888) 462-5915 from the United States, or (760) 666-3831 from outside the U.S. The conference call I.D. number is 57694409.

 



 

A replay of the call can be accessed through May 16, 2013 by dialing (800) 585-8367 from the U.S., or (404) 537-3406 from outside the U.S. The conference call I.D. number is 57694409.

 

This call will also be available as a live webcast which can be accessed at Ascent’s Investor Relations Website at http://www.ascentcapitalgroupinc.com/Investor-Relations.aspx.

 

Forward Looking Statements

 

This press release includes certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements about business strategies, acquisition opportunities, market potential, consumer demand for interactive and home automation services, the integration of acquired assets and businesses, estimated interest expense savings, future financial prospects and other matters that are not historical facts. These forward-looking statements involve many risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements, including, without limitation, possible changes in market acceptance of our services, technological innovations in the alarm monitoring industry, competitive issues, continued access to capital on terms acceptable to Ascent, our ability to capitalize on acquisition opportunities, general market and economic conditions, and changes in law and government regulations. These forward-looking statements speak only as of the date of this press release, and Ascent expressly disclaims any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein to reflect any change in Ascent’s expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based. Please refer to the publicly filed documents of Ascent, including the most recent Form 10-K and 10-Q, for additional information about Ascent and about the risks and uncertainties related to Ascent’s business which may affect the statements made in this press release.

 

About Ascent Capital Group, Inc.

 

Ascent is a holding company and owns 100 percent of its operating subsidiary, Monitronics, one of the nation’s largest, fastest-growing home security alarm monitoring companies, headquartered in Dallas, TX, and certain former subsidiaries of Ascent Media Group, LLC.

 

###

 

Contact:

Erica Bartsch

Sloane & Company

212-446-1875

ebartsch@sloanepr.com

 



 

ASCENT CAPITAL GROUP, INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

Amounts in thousands, except share amounts

(unaudited)

 

 

 

March 31,

 

December 31,

 

 

 

2013

 

2012

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

100,404

 

$

78,422

 

Restricted cash

 

2,640

 

2,640

 

Marketable securities, at fair value

 

142,906

 

142,587

 

Trade receivables, net of allowance for doubtful accounts of $1,477 in 2013 and $1,436 in 2012

 

11,434

 

10,891

 

Deferred income tax assets, net

 

3,780

 

3,780

 

Income taxes receivable

 

132

 

132

 

Prepaid and other current assets

 

13,482

 

15,989

 

Assets held for sale

 

7,389

 

7,205

 

Total current assets

 

282,167

 

261,646

 

 

 

 

 

 

 

Property and equipment, net of accumulated depreciation of $31,138 in 2013 and $30,570 in 2012

 

54,163

 

56,491

 

Subscriber accounts, net of accumulated amortization of $350,282 in 2013 and $308,487 in 2012

 

992,374

 

987,975

 

Dealer network, net of accumulated amortization of $23,100 in 2013 and $20,580 in 2012

 

27,333

 

29,853

 

Goodwill

 

349,227

 

349,227

 

Other assets, net

 

23,669

 

22,634

 

Assets of discontinued operations

 

54

 

54

 

Total assets

 

$

1,728,987

 

$

1,707,880

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

5,872

 

$

3,664

 

Accrued payroll and related liabilities

 

2,340

 

3,504

 

Other accrued liabilities

 

37,859

 

27,181

 

Deferred revenue

 

9,831

 

10,327

 

Purchase holdbacks

 

11,077

 

10,818

 

Current portion of long-term debt

 

6,905

 

6,950

 

Liabilities of discontinued operations

 

6,980

 

7,369

 

Total current liabilities

 

80,864

 

69,813

 

 

 

 

 

 

 

Non-current liabilities:

 

 

 

 

 

Long-term debt

 

1,108,632

 

1,101,433

 

Derivative financial instruments

 

12,039

 

12,359

 

Deferred income tax liability, net

 

8,235

 

8,187

 

Other liabilities

 

5,437

 

5,990

 

Total liabilities

 

1,215,207

 

1,197,782

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Preferred stock, $.01 par value. Authorized 5,000,000 shares; no shares issued

 

 

 

Series A common stock, $.01 par value. Authorized 45,000,000 shares; issued and outstanding 13,398,279 and 13,389,821 shares at March 31, 2013 and December 31, 2012, respectively

 

134

 

134

 

Series B common stock, $.01 par value. Authorized 5,000,000 shares; issued and outstanding 736,833 and 737,166 shares at March 31, 2013 and December 31, 2012, respectively

 

7

 

7

 

Series C common stock, $.01 par value. Authorized 45,000,000 shares; no shares issued

 

 

 

Additional paid-in capital

 

1,455,422

 

1,453,700

 

Accumulated deficit

 

(931,453

)

(934,213

)

Accumulated other comprehensive loss

 

(10,330

)

(9,530

)

Total stockholders’ equity

 

513,780

 

510,098

 

Total liabilities and stockholders’ equity

 

$

1,728,987

 

$

1,707,880

 

 



 

ASCENT CAPITAL GROUP, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)

Amounts in thousands, except share amounts

(unaudited)

 

 

 

Three months ended
March 31,

 

 

 

2013

 

2012

 

 

 

 

 

 

 

Net revenue

 

$

100,158

 

81,881

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

Cost of services

 

15,202

 

11,059

 

Selling, general, and administrative, including stock-based and long-term incentive compensation

 

19,737

 

17,807

 

Amortization of subscriber accounts and dealer network

 

44,315

 

38,081

 

Depreciation

 

1,914

 

1,906

 

Gain on sale of operating assets, net

 

(3,391

)

(737

)

 

 

77,777

 

68,116

 

 

 

 

 

 

 

Operating income

 

22,381

 

13,765

 

 

 

 

 

 

 

Other income (expense), net:

 

 

 

 

 

Interest income

 

980

 

891

 

Interest expense

 

(21,143

)

(11,640

)

Realized and unrealized loss on derivative financial instruments

 

 

(2,044

)

Refinancing expense

 

 

(6,241

)

Other income, net

 

870

 

1,022

 

 

 

(19,293

)

(18,012

)

 

 

 

 

 

 

Income (loss) from continuing operations before income taxes

 

3,088

 

(4,247

)

Income tax expense from continuing operations

 

(774

)

(683

)

Net income (loss) from continuing operations

 

2,314

 

(4,930

)

 

 

 

 

 

 

Discontinued operations:

 

 

 

 

 

Earnings (loss) from discontinued operations

 

446

 

(284

)

Income tax expense

 

 

 

Earnings (loss) from discontinued operations, net of income tax

 

446

 

(284

)

 

 

 

 

 

 

Net income (loss)

 

2,760

 

(5,214

)

 

 

 

 

 

 

Other comprehensive income (loss):

 

 

 

 

 

Foreign currency translation adjustments

 

(375

)

221

 

Unrealized holding gain (loss) on marketable securities

 

(684

)

1,959

 

Unrealized gain (loss) on derivative contracts

 

259

 

(2,405

)

Total other comprehensive income (loss), net of tax

 

(800

)

(225

)

 

 

 

 

 

 

Comprehensive income (loss)

 

$

1,960

 

(5,439

)

 

 

 

 

 

 

Basic earnings (loss) per share:

 

 

 

 

 

Continuing operations

 

$

0.17

 

(0.35

)

Discontinued operations

 

0.03

 

(0.02

)

Net Income (loss)

 

$

0.20

 

(0.37

)

 

 

 

 

 

 

Diluted earnings (loss) per share:

 

 

 

 

 

Continuing operations

 

$

0.16

 

(0.35

)

Discontinued operations

 

0.03

 

(0.02

)

Net Income (loss)

 

$

0.19

 

(0.37

)

 



 

ASCENT CAPITAL GROUP, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

Amounts in thousands

(unaudited)

 

 

 

Three months ended

 

 

 

March 31,

 

 

 

2013

 

2012

 

 

 

 

 

 

 

Cash flows from operating activities:

 

 

 

 

 

Net income (loss)

 

$

2,760

 

(5,214

)

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

 

 

 

 

 

Loss (earnings) from discontinued operations, net of income tax

 

(446

)

284

 

Amortization of subscriber accounts and dealer network

 

44,315

 

38,081

 

Depreciation

 

1,914

 

1,906

 

Stock based compensation

 

1,820

 

1,292

 

Deferred income tax expense

 

109

 

134

 

Unrealized gain on derivative financial instruments

 

 

(6,793

)

Refinancing expense

 

 

6,241

 

Gain on sale of operating assets, net

 

(3,391

)

(737

)

Long-term debt amortization

 

192

 

3,915

 

Other non-cash activity, net

 

2,330

 

1,481

 

Changes in assets and liabilities:

 

 

 

 

 

Trade receivables

 

(1,876

)

(413

)

Prepaid expenses and other assets

 

2,087

 

(110

)

Payables and other liabilities

 

10,671

 

(854

)

Operating activities from discontinued operations, net

 

57

 

(252

)

 

 

 

 

 

 

Net cash provided by operating activities

 

60,542

 

38,961

 

 

 

 

 

 

 

Cash flows from investing activities:

 

 

 

 

 

Capital expenditures

 

(1,277

)

(902

)

Purchases of subscriber accounts

 

(46,043

)

(37,380

)

Purchases of marketable securities

 

(1,003

)

(98,172

)

Decrease in restricted cash

 

 

51,420

 

Proceeds from the sale of operating assets

 

4,547

 

4,984

 

 

 

 

 

 

 

Net cash used in investing activities

 

(43,776

)

(80,050

)

 

 

 

 

 

 

Cash flows from financing activities:

 

 

 

 

 

Proceeds from long-term debt

 

24,700

 

967,200

 

Repayments of long-term debt

 

(17,738

)

(976,000

)

Payments of deferred financing costs and refinancing costs

 

(1,746

)

(42,940

)

 

 

 

 

 

 

Net cash provided by (used in) financing activities

 

5,216

 

(51,740

)

 

 

 

 

 

 

Net increase (decrease) in cash and cash equivalents

 

21,982

 

(92,829

)

 

 

 

 

 

 

Cash and cash equivalents at beginning of period

 

78,422

 

183,558

 

 

 

 

 

 

 

Cash and cash equivalents at end of period

 

$

100,404

 

90,729

 

 

 

 

 

 

 

Supplemental cash flow information:

 

 

 

 

 

State taxes paid

 

$

 

17

 

Interest paid

 

10,437

 

6,893

 

 



 

Adjusted EBITDA

 

We define “Adjusted EBITDA” as net income before interest expense, interest income, income taxes, depreciation, amortization (including the amortization of subscriber accounts and dealer network), realized and unrealized gain/(loss) on derivative instruments, restructuring charges, stock-based and other non-cash long-term incentive compensation, and other non-cash or nonrecurring charges. We believe that Adjusted EBITDA is an important indicator of the operational strength and performance of our businesses, including our businesses’ ability to fund their ongoing acquisition of subscriber accounts, their capital expenditures and to service their debt. In addition, this measure is used by management to evaluate operating results and perform analytical comparisons and identify strategies to improve performance.  Adjusted EBITDA is also a measure that is customarily used by financial analysts to evaluate the financial performance of companies in the security alarm monitoring industry and is one of the financial measures, subject to certain adjustments, by which Monitronics’ covenants are calculated under the agreements governing their debt obligations. Adjusted EBITDA does not represent cash flow from operations as defined by generally accepted accounting principles, should not be construed as an alternative to net income or loss and is indicative neither of our results of operations nor of cash flows available to fund all of our cash needs. It is, however, a measurement that we believe is useful to investors in analyzing our operating performance. Accordingly, Adjusted EBITDA should be considered in addition to, but not as a substitute for, net income, cash flow provided by operating activities and other measures of financial performance prepared in accordance with GAAP. Adjusted EBITDA is a non-GAAP financial measure. As companies often define non-GAAP financial measures differently, Adjusted EBITDA as calculated by us should not be compared to any similarly titled measures reported by other companies.

 

The following table provides a reconciliation of Ascent’s total Adjusted EBITDA to net loss from continuing operations (amounts in thousands):

 

Ascent (consolidated)

 

 

 

Three months ended

 

 

 

March 31,

 

 

 

2013

 

2012

 

 

 

 

 

 

 

Total Adjusted EBITDA

 

$

71,300

 

56,066

 

Amortization of subscriber accounts and dealer network

 

(44,315

)

(38,081

)

Depreciation

 

(1,914

)

(1,906

)

Stock-based and long-term incentive compensation

 

(1,820

)

(1,292

)

Realized and unrealized loss on derivative instruments

 

 

(2,044

)

Refinancing costs

 

 

(6,241

)

Interest income

 

980

 

891

 

Interest expense

 

(21,143

)

(11,640

)

Income tax expense from continuing operations

 

(774

)

(683

)

 

 

 

 

 

 

Net income (loss) from continuing operations

 

$

2,314

 

(4,930

)

 



 

The following table provides a reconciliation of Monitronics’ Adjusted EBITDA to net income (loss) (amounts in thousands):

 

Monitronics

 

 

 

Three months ended

 

 

 

March 31,

 

 

 

2013

 

2012

 

 

 

 

 

 

 

Total Adjusted EBITDA

 

$

69,414

 

56,484

 

Amortization of subscriber accounts and dealer network

 

(44,315

)

(38,081

)

Depreciation

 

(1,488

)

(1,302

)

Stock-based and long-term incentive compensation

 

(361

)

(299

)

Realized and unrealized loss on derivative instruments

 

 

(2,044

)

Refinancing costs

 

 

(6,241

)

Interest expense

 

(21,127

)

(11,622

)

Income tax expense

 

(774

)

(667

)

 

 

 

 

 

 

Net income (loss)

 

$

1,349

 

(3,772

)