SPANISH BROADCASTING SYSTEM, INC. REPORTS RESULTS

FOR THE SECOND QUARTER 2023

MIAMI, FLORIDA, August 29, 2023- Spanish Broadcasting System, Inc. (the "Company" or "SBS") (OTC Pink: SBSAA) today reported financial results for the three and six months ended June 30, 2023.

Financial Highlights

The results of operations of our television segment in the current and prior year periods have been classified as discontinued operations in the financial highlights and unaudited condensed consolidated statements of operations and are no longer included as part of continuing operations or Adjusted OIBDA.

(in thousa nds)

Three Months Ended June 30,

%

Six Months Ended June 30,

%

2023

2022

Change

2023

2022

Change

Net revenue from continuing operations

$

35,447

$

35,047

1%

$

69,994

$

73,078

(4%)

Operating Expenses

25,500

23,626

8%

53,230

50,001

6%

Station Operating Income (SOI), a non -GAAP measure*

$

9,947

$

11,421

(13%)

$

16,764

$

23,077

(27%)

Corporate Expenses, without stock-based compensation*

3,778

4,569

(17%)

7,200

8,383

(14%)

Adjusted OIBDA, a non -GAAP measure*:

$

6,169

$

6,852

(10%)

$

9,564

$

14,694

(35%)

  • Please refer to the Non-GAAP Financial Measures section for a definition of Station Operating Income and Adjusted OIBDA and a reconciliation from the most directly comparable GAAP financial measure.

Discussion and Results

"Our second quarter performance reflects further expansion of our Hispanic-centric revenue streams and our proven ability to leverage our leading heritage audio and digital brands and platforms," commented Raúl Alarcón, Chairman and Chief Executive Officer of SBS. "At a time when the nationwide Hispanic population commands a purchasing power of over $2.5 trillion, there is no more effective vehicle in delivering the exposure, penetration and purchasing influence over this rapidly expanding audience group. Our audio footprint has grown meaningfully with the creation of our "trifecta" in Florida (Miami, Orlando, and Tampa) as our total aggregate audience continues to grow.

Our flagship WSKQ-FM in New York City continues to rank as the most-streamed-stationin America in any language or format. In fact, SBS owns and operates three of the Top Twenty streamed stations in a nation with over 15,000 competitors. Overall, our audio ratings remain at the top of the rankings in many key national Hispanic markets including New York, Los Angeles, Miami, San Francisco, Puerto Rico, and Orlando. At the same time, our digital platforms are driving further audience growth as we connect our leading brands with this highly sought-after demographic group across all our terrestrial, online, mobile, and live event offerings.

As has been amply demonstrated and lauded by the top CMOs of corporate America, there is no better time to connect their brands with the highly lucrative Hispanic demographic - and no better-suited or strategically positioned partner than SBS.

Moving forward, we remain focused on our "Core-is-More" strategic initiative: targeted expansion of our successful audio and digital brands, unequalled market access for our brand partners and clients and a strictly disciplined adherence to operating efficiency - exclusively focused and dedicated to the rapidly expanding Hispanic constituency."

Spanish Broadcasting System, Inc.

Page 2

Three Months Ended Results

For the three months ended June 30, 2023, our operating results were positively impacted by the receipt of $1.3 million related to a 2020 business interruption insurance claim recognized as other revenue, partially offset by the rescheduling of certain special events to the latter half of 2023 which led to lower ticket sales, and local sponsorship revenue. Our operating expenses were impacted by investments in our (i) Orlando and Tampa start-up stations purchased on April 29, 2022, (ii) unique Spanish-language programming talent and content for our terrestrial and digital properties and (iii) digital infrastructure and capabilities, personnel, and offerings, such as Digidea, our pure-play digital marketing department.

Our net revenue from continuing operations totaled $35.4 million compared to $35.0 million for the same prior year period, resulting in an increase of approximately $0.4 million or 1%. The increase was primarily due to other revenue, national, network, and barter sales, partially offset by lower local and digital sales, and special events revenue.

Our operating expenses increased $1.9 million or 8% primarily due to increases in compensation & benefits, allowance for doubtful accounts, cost of digital sales, music license fees, sales incentives, and transmitter rent, partially offset by a decrease in advertising & promotions.

Our station operating income, a non-GAAP measure, totaled $9.9 million compared to $11.4 million for the same prior year period representing a decrease of 13%. The decrease was related to higher operating expenses related to the line items discussed above.

Corporate expenses decreased $0.8 million or 17% due to decreases in compensation & benefits and travel & entertainment, partially offset by increases in outside services and professional fees.

Adjusted OIBDA, a non-GAAP measure, totaled $6.2 million compared to $6.9 million in the same prior year period, representing a decrease of $0.7 million or 10%.

Six Months Ended Results

For the six months ended June 30, 2023, our operating results were impacted by our special events which had fewer show nights as well as the rescheduling of certain concerts to the latter half of the year which led to lower ticket sales, local sponsorship revenue and event expenses, partially offset by the receipt of $1.3 million related to a 2020 business interruption insurance claim recognized as other revenue. Additionally, our operating expenses were impacted by investments in our (i) Orlando and Tampa start-up stations purchased on April 29, 2022, (ii) unique Spanish-language programming talent and content for our terrestrial and digital properties and (iii) digital infrastructure and capabilities, personnel, and offerings, such as Digidea, our pure-play digital marketing department.

Our net revenue from continuing operations totaled $70.0 million compared to $73.1 million for the same prior year period, resulting in a decrease of approximately $3.1 million or 4%. The decrease was primarily the result of lower special events revenue, as well as lower local, barter, and digital sales, partially offset by increases in national, network, digital sales, and other revenue.

Our operating expenses increased $3.2 million or 6% primarily due to increases in compensation & benefits, allowance for doubtful accounts, music license fees, cost of digital sales, rating services, sales incentives and transmitter rent, partially offset by decreases in special events expenses, advertising & promotions, and sales commissions.

Our station operating income, a non-GAAP measure, totaled $16.8 million compared to $23.1 million for the same prior year period representing a decrease of 27%. The decrease was related to lower net revenue and higher operating expenses related to the items discussed above.

Corporate expenses decreased $1.2 million or 14% due to decreases in compensation & benefits and travel & entertainment, partially offset by increases in outside services and professional fees.

Adjusted OIBDA, a non-GAAP measure, totaled $9.6 million compared to $14.7 million in the same prior year period, representing a decrease of $5.1 million or 35%.

Spanish Broadcasting System, Inc.

Page 3

Discontinued Operations

On February 9, 2023, we adopted the provisions of Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 205-20-45, Discontinued Operations, and Topic 360-10-45-9,Long-Lived Assets Classified as Held for Sale. Under ASC 205

  • 360, discontinued businesses or assets held for sale are removed from the results of continuing operations. We determined that the pending sale of our television segment and related real estate assets met the criteria in accordance with ASC 205 & 360.

For the three and six months ended June 30, 2023 and 2022, our television segment and its related real estate assets that are pending to be sold were classified as held for sale and their operations as discontinued operations. The results of operations of our television segment in the current and prior year periods have been classified as discontinued operations in the financial highlights and unaudited condensed consolidated statements of operations.

Sale of Television Assets (Assets Held for Sale & Discontinued Operations)

On February 9, 2023, the Company entered into various asset and real property purchase agreements (together the "Purchase Agreements") to sell substantially all its television and certain real estate assets (together the "Purchased Assets") which comprise the Company's television operations known as MegaTV, serving the United States of America and Puerto Rico, to Voz Media, Inc. Pursuant to the Purchase Agreements, the Purchased Assets include: licenses, permits and authorizations issued by the Federal Communications Commission (the "FCC"); programming content, equipment, leases and contracts used in or related to the operation of MegaTV; and certain real properties located in Miami, Florida and Puerto Rico as part of the transaction.

The Purchase Agreements aggregate to $64.0 million of total cash consideration, as follows.

  1. Asset Purchase Agreement to sell WSBS(TV) and WSBS(CD) in Miami, Florida and the MegaTV television network for consideration in the amount of $19.0 million. In addition, Voz Media, Inc. will buy $7.0 million of prepaid advertising from the Company and its affiliates to promote Voz's newly acquired television business during the 4 years following the closing;
  2. Asset Purchase Agreement to sell WTCV(TV), WVEO(TV) and WVOZ(TV) in Puerto Rico for consideration in the amount of $10.0 million;
  3. Real Property Purchase and Sale Agreement to sell certain real property in Miami, Florida for consideration in the amount of $22.0 million; and
  4. Real Property Purchase and Sale Agreement to sell certain real property in Puerto Rico for consideration in the amount of $6.0 million.

The Purchase Agreements are not contingent on financing and, at closing, Voz Media will pay the remaining balances, net of a $3.8 million non-refundable deposit, with immediately available funds. As it relates to the prepaid advertising that will be bought by Voz Media, such $7.0 million will be paid to the Company as follows: $5.0 million at closing and $2.0 million by the first anniversary of the closing.

The Purchase Agreements contain representations, warranties, covenants, closing conditions, termination rights, and other provisions customary in asset sale transactions in the broadcast television industry, including that the transaction is subject to the prior approval of the FCC for which the grants have since been approved. The Company expects to close during the second half of 2023 as it has received the FCC's approval. Although there can be no assurance that this sale will be completed, the Company expects to recognize a gain, net of closing costs and taxes, on the disposal of assets upon closing.

In accordance with Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 360-10-45-9,Long-Lived Assets Classified as Held for Sale, management determined that the pending sale of its television and certain real estate assets met the held for sale criteria as of the balance sheet date of this Earnings Release. The Company has $16.2 million of intangible FCC broadcasting licenses, $14.1 million of property and equipment which includes the real estate production facility assets in Miami, Florida and Puerto Rico, and lease related right of use assets of $0.9 million, classified as assets held for sale as of June 30, 2023. Additionally, the Company has $1.1 million of lease-related commitments classified as liabilities held for sale.

Additionally, the Company had no investments in capital expenditures during the three months ended June 30, 2023 and invested $0.1 million during the three months ended June 30, 2022. During the six months ended June 30, 2023 and 2022, the Company

Spanish Broadcasting System, Inc.

Page 4

invested $0.1 million and $0.3 million respectively. Capital expenditures incurred during the six months ended June 30, 2023 are included in assets held for sale for the period ended June 30, 2023.

Once assets are classified as held for sale, management is required to evaluate if under ASC Topic 205-20-45, Discontinued Operations, the disposal of a component of an entity shall be reported in discontinued operations. Management determined that the disposal represents a strategic shift that will have a major effect on operations and financial results, at the balance sheet date, and that the results of the Television segment shall be reported as discontinued operations. The operational and financial results related to the held for sale assets of the Television segment, which include the real estate assets and production facility located in Miami, Florida, are classified as discontinued operations in the current and prior year periods in the Unaudited Condensed Consolidated Statements of Operations.

The table below represents the amounts classified as discontinued operations during the three and six months ended June 30, 2023 and 2022 on the Company's Unaudited Condensed Consolidated Statements of Operations.

Three Months Ended

Six Months Ended

June 30,

June 30,

2023

2022

2023

2022

Net revenue from discontinued operations

$

1,826

$

2,469

$

3,618

$

4,834

Operating expenses from discontinued operations:

Operating expenses

2,948

3,794

6,181

7,322

Depreciation and amortization

-

331

112

659

Gain on the disposal of assets

-

-

-

(11)

Operating loss from discontinued operations

(1,122)

(1,656)

(2,675)

(3,136)

Other expenses from discontinued operations:

Interest expense

-

-

(6)

-

Pre-tax loss from discontinued operations

(1,122)

(1,656)

(2,681)

(3,136)

Income tax expense (benefit)

6,627

(519)

3,856

(1,019)

Loss from discontinued operartions

$

(7,749)

$

(1,137)

$

(6,537)

$

(2,117)

Acquisition of FM Radio Station

On April 3, 2023, Spanish Broadcasting System SouthWest, Inc. and SBS Houston Licensing, Inc., subsidiaries of the Company (collectively, "SBS SouthWest"), entered into an asset purchase agreement (the "Purchase Agreement") to acquire KROI(FM), an FM radio broadcast station (the "Radio Station") serving the Houston, Texas radio market, from Radio One Licenses, LLC and Radio One of Texas II, LLC (collectively, "Radio One"). Pursuant to the Purchase Agreement, Radio One, has agreed to convey certain assets, including licenses, permits and authorizations issued by the FCC, tangible personal property and certain leases used in or related to the operation of the Radio Station to SBS SouthWest.

The purchase price is equal to $7.5 million plus or minus certain customary prorations and adjustments. On April 5, 2023, pursuant to the Purchase Agreement and the related escrow agreement, SBS SouthWest deposited approximately $0.4 million into an escrow account. At closing, the Company will pay the remaining balance, net of the escrowed funds, with immediately available funds and instruct the escrow agent to release the escrow deposit to Radio One.

The Purchase Agreement contains customary representations, warranties covenants and closing conditions, including FCC regulatory approval, and the transaction is expected to close during the fourth quarter of 2023.

Spanish Broadcasting System, Inc.

Page 5

Second Quarter 2023 Conference Call

The Company will host a conference call to discuss its second quarter 2023 financial results on Friday, September 8, 2023, at 11:00 a.m. Eastern Time. Questions from analysts, bondholders or institutional investors should be submitted in writing to investor.relations@sbscorporate.com,by close of business Friday, September 1, 2023, so that we can review and consider your questions either as part of our prepared remarks or during the Q&A portion of the call.

The call can be accessed via the live webcast link found on the Company's website at http://www.spanishbroadcasting.com/webcasts- presentationsor by dialing 412-317-5441 ten minutes prior to its scheduled start time.

A replay of the webcast will also be available for fourteen days, through Friday, September 22, 2023, and can be accessed either through our Company's website at http://www.spanishbroadcasting.com/webcasts-presentationsor by dialing 877-344-7529 (U.S) or 412-317- 0088 (Int'l), passcode: 4492738.

About Spanish Broadcasting System, Inc.

Spanish Broadcasting System, Inc. (SBS) owns and operates radio stations located in the top U.S. Hispanic markets of Los Angeles, New York, Puerto Rico, Chicago, Miami, San Francisco, Orlando, and Tampa, airing the Tropical, Regional Mexican, Spanish Adult Contemporary, Top 40 and Urbano format genres. SBS also operates AIRE Radio Networks, a national radio platform of over 290 affiliated stations reaching 95% of the U.S. Hispanic audience. SBS also produces a nationwide roster of live concerts and events, and owns a stable of digital properties, including LaMusica,a mobile app providing Latino-focused audio and video streaming content, and HitzMaker, a new-talent destination for aspiring artists. We also provide digital marketing solutions through our pure-play digital marketing department, Digidea and access to the digital realm where brands can explore a diverse range of engaging content, unlock valuable insights, and connect with our thriving podcast community. For more information, visit us online at www.spanishbroadcasting.com.

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SBS - Spanish Broadcasting System Inc. published this content on 28 August 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 28 August 2023 22:56:51 UTC.