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8-K - FORM 8-K - MSG NETWORKS INC.d569708d8k.htm

Exhibit 99.1

 

LOGO

MSG NETWORKS INC. REPORTS

FOURTH QUARTER AND FISCAL 2018 RESULTS

Fiscal 2018 fourth quarter revenues of $171.4 million

Fiscal 2018 fourth quarter operating income of $80.6 million

Fiscal 2018 fourth quarter adjusted operating income of $86.2 million

NEW YORK, N.Y., August 15, 2018 – MSG Networks Inc. (NYSE: MSGN) today reported financial results for the fourth quarter and fiscal year ended June 30, 2018.

For fiscal 2018, MSG Networks Inc. generated revenues of $696.7 million, an increase of 3% as compared with the prior year. In addition, the Company generated operating income of $313.2 million, adjusted operating income of $336.5 million and income from continuing operations of $288.9 million.(1)(2)

For the fiscal 2018 fourth quarter, MSG Networks Inc. generated revenues of $171.4 million, an increase of 5% as compared with the prior year quarter. In addition, the Company generated operating income of $80.6 million, adjusted operating income of $86.2 million and income from continuing operations of $45.2 million.

President and CEO Andrea Greenberg said, “We are very pleased with our achievements during fiscal 2018 as we executed against our key financial and strategic priorities. In addition to another year of strong revenue, adjusted operating income and free cash flow results, we enhanced our programming lineup through new and innovative content, while broadening the reach of our networks through digital distribution platforms. As we look ahead, we believe that our unparalleled live sports presence in the nation’s largest media market will enable us to continue to generate significant long-term value for our shareholders.”

 

Fiscal Year 2018 Fourth Quarter Results        
(In thousands, except per share data)    Three Months Ended
June 30, 2018
 

Revenues

   $ 171,405  

Operating income

     80,635  

Adjusted operating income

     86,218  

Income from continuing operations

     45,202  

Diluted EPS from continuing operations

   $ 0.60  

 

 

 

  1.

See page 3 of this earnings release for the definition of adjusted operating income included in the discussion of non-GAAP financial measures.

  2.

In the first quarter of fiscal 2018, the Company adopted ASU No. 2017-07. The adoption of this standard resulted in the non-service cost components of net periodic benefit cost to be presented separately in the income statement from the service cost component and the non-service cost components to no longer be included in the subtotal for operating income. As this standard was applied retrospectively, the Company reclassified $0.4 million and $1.6 million of net periodic benefit cost from selling, general and administrative expenses and direct operating expenses to a separate line item within other income (expense) in the accompanying consolidated statements of operations for the three and twelve months ended June 30, 2017, respectively. Furthermore, all prior period amounts presented throughout this release reflect reclassifications made as a result of the adoption of ASU No. 2017-07.

 

1


Summary of Reported Fiscal 2018 Fourth Quarter Results from Continuing Operations

Fiscal 2018 fourth quarter total revenues of $171.4 million increased 5%, or $8.5 million, as compared with the prior year period. Affiliation fee revenue increased $9.2 million, primarily due to higher affiliation rates and, to a lesser extent, the favorable impact of a $1.2 million affiliate adjustment recorded in the current year period, and the absence of a $1.1 million unfavorable adjustment recorded in the prior year quarter. Advertising revenue decreased $1.2 million, as compared with the prior year period, primarily due to lower playoff-related advertising sales, partially offset by a higher net decrease in deferred revenue related to ratings guarantees, as well as other net advertising revenue increases. Other revenues increased $0.5 million as compared with the prior year period. Excluding the impact of affiliate adjustments recorded in the current and prior year quarters, fiscal 2018 fourth quarter affiliation fee revenue increased $6.8 million as compared with the prior year period and total company revenues increased $6.2 million, or 4%, as compared with the prior year period.

Direct operating expenses of $68.8 million increased 6%, or $3.9 million, as compared with the prior year quarter. The increase was primarily due to higher rights fees expense. The increase in rights fees expense primarily reflects annual contractual rate increases, a step-up in expense related to the renewal of a rights agreement with the Buffalo Sabres and, to a lesser extent, league fees related to streaming rights.

Selling, general and administrative expenses of $19.8 million increased 4%, or $0.7 million, as compared with the prior year quarter, primarily due to higher employee compensation and related benefits (including share-based compensation expense), partially offset by lower advertising and marketing costs and advertising sales commissions.

Operating income of $80.6 million increased 6%, or $4.3 million, as compared with the prior year quarter, primarily due to the increase in revenues, partially offset by higher direct operating expenses and, to a lesser extent, higher selling, general and administrative expenses (including share-based compensation expense).

Adjusted operating income of $86.2 million increased 6%, or $4.8 million, as compared with the prior year quarter, primarily due to higher revenues, partially offset by higher direct operating expenses.

Excluding the favorable impact of the $1.2 million affiliate adjustment recorded in the current year quarter and the unfavorable impact of the $1.1 million affiliate adjustment recorded in the prior year quarter, fiscal 2018 fourth quarter operating income would have been $79.4 million, an increase of $1.9 million, or 2%, and adjusted operating income would have been $85.0 million, an increase of $2.4 million or 3%, both as compared with the prior year quarter.

About MSG Networks Inc.

An industry leader in sports production, and content development and distribution, MSG Networks Inc. owns and operates two award-winning regional sports and entertainment networks, MSG Network (MSG) and MSG+, and a live streaming and video on demand platform, MSG GO. The networks are home to 10 professional sports teams, delivering live games of the New York Knicks; New York Rangers; New York Islanders; New Jersey Devils; Buffalo Sabres; New York Liberty; New York Red Bulls and the Westchester Knicks, as well as coverage of the New York Giants and Buffalo Bills. Each year, MSG and MSG+ collectively telecast approximately 500 live professional games, along with a comprehensive lineup of other sporting events, including college football and basketball, and critically-acclaimed original programming. The gold standard for regional broadcasting, MSG Networks has won 152 New York Emmy Awards over the past 10 years.

 

2


Non-GAAP Financial Measures

We define adjusted operating income, which is a non-GAAP financial measure, as operating income before 1) depreciation, amortization and impairments of property and equipment and intangible assets, 2) share-based compensation expense or benefit, 3) restructuring charges or credits and 4) gains or losses on sales or dispositions of businesses. Because it is based upon operating income, adjusted operating income also excludes interest expense (including cash interest expense) and other non-operating income and expense items. We believe that the exclusion of share-based compensation expense or benefit allows investors to better track the performance of the Company without regard to the settlement of an obligation that is not expected to be made in cash.

The Company formerly referred to adjusted operating income as adjusted operating cash flow. The components of adjusted operating income are identical to the components of adjusted operating cash flow.

We believe adjusted operating income is an appropriate measure for evaluating the operating performance of our Company. Adjusted operating income and similar measures with similar titles are common performance measures used by investors and analysts to analyze our performance. Internally, we use revenues and adjusted operating income measures as the most important indicators of our business performance, and evaluate management’s effectiveness with specific reference to these indicators. Adjusted operating income should be viewed as a supplement to and not a substitute for operating income, net income, cash flows from operating activities, and other measures of performance and/or liquidity presented in accordance with U.S. generally accepted accounting principles (“GAAP”). Since adjusted operating income is not a measure of performance calculated in accordance with GAAP, this measure may not be comparable to similar measures with similar titles used by other companies. For a reconciliation of operating income to adjusted operating income, please see page 6 of this release.

The Company defines Free Cash Flow (“Free Cash Flow”), which is a non-GAAP financial measure, as net cash provided by operating activities from continuing operations less capital expenditures, both of which are reported in our Consolidated Statement of Cash Flows. Net cash provided by operating activities from continuing operations excludes net cash provided by operating activities of discontinued operations. The Company believes the most comparable GAAP financial measure is net cash provided by operating activities. The Company believes that Free Cash Flow is useful as an indicator of its overall ability to generate liquidity, as the amount of Free Cash Flow generated in any period is representative of cash that is generated for debt repayment, investment, and other discretionary and non-discretionary cash uses. The Company also believes that Free Cash Flow is one of several benchmarks used by analysts and investors for comparison of the Company’s generation of liquidity with other companies in the industry, although the Company’s measure of Free Cash Flow may not be directly comparable to similar measures reported by other companies. For a reconciliation of Free Cash Flow to net cash provided by operating activities from continuing operations, please see page 8 of this release.

 

3


Forward Looking Statements

This press release may contain statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that any such forward-looking statements are not guarantees of future performance or results and involve risks and uncertainties, and that actual results, developments and events may differ materially from those in the forward-looking statements as a result of various factors, including financial community perceptions of the Company and its business, operations, financial condition and the industry in which it operates and the factors described in the Company’s filings with the Securities and Exchange Commission, including the sections titled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained therein. The Company disclaims any obligation to update any forward-looking statements contained herein.

# # #

Contacts:

 

  Kimberly Kerns

  Communications

  (212) 465-6442

 

Ari Danes, CFA

Investor Relations

(212) 465-6072

Conference Call Information:

The conference call will be Webcast live today at 10:00 a.m. ET at www.msgnetworks.com

Conference call dial-in number is 877-347-9170 / Conference ID Number 2448379

Conference call replay number is 855-859-2056 / Conference ID Number 2448379 until August 22, 2018

 

4


MSG NETWORKS INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

(Unaudited)

 

     Three Months Ended
June 30,
    Twelve Months Ended
June 30,
 
     2018     2017     2018     2017  

Revenues

   $ 171,405     $ 162,881     $ 696,651     $ 675,352  

Direct operating expenses

     68,767       64,892       291,082       271,119  

Selling, general and administrative expenses

     19,818       19,076       83,073       79,040  

Depreciation and amortization

     2,185       2,562       9,338       10,296  
  

 

 

   

 

 

   

 

 

   

 

 

 

Operating income

     80,635       76,351       313,158       314,897  

Other income (expense):

        

Interest income

     1,316       765       4,388       2,782  

Interest expense

     (11,495     (10,675     (43,312     (40,108

Other components of net periodic benefit cost

     (489     (447     (1,710     (1,633
  

 

 

   

 

 

   

 

 

   

 

 

 
     (10,668     (10,357     (40,634     (38,959
  

 

 

   

 

 

   

 

 

   

 

 

 

Income from continuing operations before income taxes

     69,967       65,994       272,524       275,938  

Income tax benefit (expense)

     (24,765     (26,303     16,338       (108,476
  

 

 

   

 

 

   

 

 

   

 

 

 

Income from continuing operations

     45,202       39,691       288,862       167,462  

Loss from discontinued operations, net of taxes

                       (120
  

 

 

   

 

 

   

 

 

   

 

 

 

Net income

   $ 45,202     $ 39,691     $ 288,862     $ 167,342  
  

 

 

   

 

 

   

 

 

   

 

 

 

Earnings (loss) per share:

        

Basic

        

Income from continuing operations

   $ 0.60     $ 0.53     $ 3.83     $ 2.23  

Loss from discontinued operations

                        

Net income

     0.60       0.53       3.83       2.22  

Diluted

        

Income from continuing operations

   $ 0.60     $ 0.52     $ 3.81     $ 2.22  

Loss from discontinued operations

                        

Net income

     0.60       0.52       3.81       2.21  

Weighted-average number of common shares outstanding:

        

Basic

     75,243       75,269       75,381       75,213  

Diluted

     75,734       75,728       75,820       75,560  

 

5


MSG NETWORKS INC.

ADJUSTMENTS TO RECONCILE OPERATING INCOME

TO ADJUSTED OPERATING INCOME

(In thousands)

The following is a description of the adjustments to operating income in arriving at adjusted operating income as described in this earnings release:

 

   

Share-based compensation expense. This adjustment eliminates the compensation expense relating to restricted stock units and stock options granted under our employee stock plan and non-employee director stock plan in all periods.

 

   

Depreciation and amortization. This adjustment eliminates depreciation, amortization and impairments of property and equipment and intangible assets in all periods.

 

     Three Months Ended
June 30,
     Twelve Months Ended
June 30,
 
     2018      2017      2018      2017  

Operating income

   $ 80,635      $ 76,351      $ 313,158      $ 314,897  

Share-based compensation expense

     3,398        2,493        13,979        9,931  

Depreciation and amortization

     2,185        2,562        9,338        10,296  
  

 

 

    

 

 

    

 

 

    

 

 

 

Adjusted operating income

   $ 86,218      $ 81,406      $ 336,475      $ 335,124  
  

 

 

    

 

 

    

 

 

    

 

 

 

 

6


MSG NETWORKS INC.

CONSOLIDATED BALANCE SHEETS

(In thousands, except per share data)

 

     June 30,
2018
    June 30,
2017
 

ASSETS

    

Current Assets:

    

Cash and cash equivalents

   $ 205,343     $ 141,087  

Accounts receivable, net

     110,657       105,030  

Related party receivables, net

     12,100       17,153  

Prepaid income taxes

     1,134       14,322  

Prepaid expenses

     4,489       6,468  

Other current assets

     4,719       2,343  
  

 

 

   

 

 

 

Total current assets

     338,442       286,403  

Property and equipment, net

     10,029       11,828  

Amortizable intangible assets, net

     37,203       40,663  

Goodwill

     424,508       424,508  

Other assets

     39,430       41,642  
  

 

 

   

 

 

 

Total assets

   $ 849,612     $ 805,044  
  

 

 

   

 

 

 

LIABILITIES AND STOCKHOLDERS’ DEFICIENCY

    

Current Liabilities:

    

Accounts payable

   $ 1,460     $ 1,241  

Related party payables

     785       2,963  

Current portion of long-term debt

     72,414       72,414  

Income taxes payable

     8,460       11,483  

Accrued liabilities:

    

Employee related costs

     15,342       14,238  

Other accrued liabilities

     8,129       10,050  

Deferred revenue

     4,626       5,071  
  

 

 

   

 

 

 

Total current liabilities

     111,216       117,460  

Long-term debt, net of current portion

     1,118,017       1,240,431  

Defined benefit and other postretirement obligations

     28,170       29,979  

Other employee related costs

     4,560       3,930  

Other liabilities

     3,974       5,597  

Deferred tax liability

     241,417       351,854  
  

 

 

   

 

 

 

Total liabilities

     1,507,354       1,749,251  
  

 

 

   

 

 

 

Commitments and contingencies

    

Stockholders’ Deficiency:

    

Class A Common Stock, par value $0.01, 360,000 shares authorized; 61,017 and 61,497 shares outstanding as of June 30, 2018 and 2017, respectively

     643       643  

Class B Common Stock, par value $0.01, 90,000 shares authorized; 13,589 shares outstanding as of June 30, 2018 and 2017

     136       136  

Preferred stock, par value $0.01, 45,000 shares authorized; none outstanding

            

Additional paid-in capital

     4,067       6,909  

Treasury stock, at cost, 3,242 and 2,762 shares as of June 30, 2018 and 2017, respectively

     (195,881     (198,800

Accumulated deficit

     (460,007     (746,539

Accumulated other comprehensive loss

     (6,700     (6,556
  

 

 

   

 

 

 

Total stockholders’ deficiency

     (657,742     (944,207
  

 

 

   

 

 

 

Total liabilities and stockholders’ deficiency

   $ 849,612     $ 805,044  
  

 

 

   

 

 

 

 

7


MSG NETWORKS INC.

SUPPLEMENTAL FINANCIAL INFORMATION

(Dollars in thousands)

(Unaudited)

Summary Data from the Statements of Cash Flows

 

     Twelve Months Ended
June 30,
 
     2018     2017  

Net cash provided by operating activities from continuing operations

   $ 210,610     $ 197,158  

Net cash used in investing activities from continuing operations

     (3,724     (4,894

Net cash used in financing activities from continuing operations

     (142,630     (169,769
  

 

 

   

 

 

 

Net cash provided by continuing operations

     64,256       22,495  
  

 

 

   

 

 

 

Net cash used in discontinued operations

           (976
  

 

 

   

 

 

 

Cash and cash equivalents at beginning of period

     141,087       119,568  
  

 

 

   

 

 

 

Cash and cash equivalents at end of period

   $ 205,343     $ 141,087  
  

 

 

   

 

 

 

Free Cash Flow

 

     Twelve Months Ended
June 30,
 
     2018     2017  

Net cash provided by operating activities from continuing operations

   $ 210,610     $ 197,158  

Less: Capital expenditures

     (3,724     (4,894
  

 

 

   

 

 

 

Free cash flow

   $ 206,886     $ 192,264  
  

 

 

   

 

 

 

Capitalization

 

     June 30, 2018  

Cash and cash equivalents

   $ 205,343  

Credit facility debt(a)

     1,196,250  
  

 

 

 

Net debt

   $ 990,907  
  

 

 

 

Reconciliation of operating income to AOI for trailing twelve-month period(b)

  

Operating Income

   $ 313,158  

Share-based compensation expense

     13,979  

Depreciation and amortization

     9,338  
  

 

 

 

Adjusted operating income

   $ 336,475  
  

 

 

 

Leverage ratio(c)

     2.9x  

 

(a) 

Represents aggregate principal amount of the debt outstanding.

 

(b) 

Represents results for twelve month trailing period ending June 30, 2018.

 

(c) 

Represents net debt divided by annualized adjusted operating income, which differs from the covenant calculation contained in the Company’s credit facility.

 

8