Securities
and Exchange Commission
Washington,
D.C. 20549
FORM
6-K
Report
of Foreign Issuer
Pursuant
To Rule 13a-16 or 15d-16
of
The Securities Exchange Act of 1934
|
For
the month of April, 2009
|
Commission
File Number 1-12090
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GRUPO
RADIO CENTRO, S.A.B. de C.V.
(Translation
of Registrant’s name into English)
Constituyentes
1154, Piso 7
Col.
Lomas Altas, México D.F. 11954
(Address
of principal office)
(Indicate
by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F.)
(Check
One) Form 20-F
x
Form 40-F o
(Indicate
by check mark whether the registrant by furnishing the information contained in
this Form is also thereby furnishing information to the Commission pursuant to
Rule 12g3-2(b) under the Securities Exchange Act of 1934.)
(Check
One) Yes o No x
(If “Yes”
is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b). 82- .)
Grupo
Radio Centro, S.A.B. de C.V.
First
Quarter 2009 Results
|
For
Immediate Release
|
 |
April
27, 2009
Grupo
Radio Centro Reports First Quarter 2009 Results
Mexico
City, April 27, 2009 - Grupo Radio Centro, S.A.B. de C.V. (NYSE: RC, BMV:
RCENTRO-A) (the “Company”), one of Mexico’s leading radio broadcasting
companies, announced today its results of operations for the quarter ended March
31, 2009. All figures were prepared in accordance with the Mexican Financial
Reporting Standards (“MFRS”) issued by the Mexican Board for Research and
Development of Financial Information Standards.
First
Quarter Results
Broadcasting
revenue in the first quarter of 2009 was Ps. 155,791,000, 21.5% higher than
Ps. 128,258,000 in the first quarter of 2008. This increase was attributable to
higher advertising expenditures by the Company’s clients during the first
quarter of 2009 compared to the first quarter of 2008.
The
Company’s broadcasting expenses (excluding depreciation, amortization and
corporate, general and administrative expenses) in the first quarter of 2009
totaled Ps. 112,150,000, a 7.9% increase compared to Ps. 103,981,000
in the first quarter of 2008. This increase was primarily
attributable to: (i) higher sales commissions due to the increase in
broadcasting revenue, (ii) an increase in the peso cost of U.S.
dollar-denominated rental payments pursuant to the Company’s agreement to
operate XHFO-FM, due to the depreciation of the Mexican peso, and (iii) higher
marketing research expenses.
The
Company’s broadcasting income (i.e., broadcasting revenue minus broadcasting
expenses, excluding depreciation, amortization and corporate, general and
administrative expenses) in the first quarter was Ps. 43,641,000, a 79.8%
increase compared to Ps. 24,277,000 in the first quarter of
2008. This increase was attributable to the 21.5% increase in
broadcasting revenue described above combined with the much smaller increase in
broadcasting expenses.
Depreciation
and amortization expenses in the first quarter of 2009 were Ps. 6,540,000,
a 14.9% decrease compared to Ps. 7,681,000 in the first quarter of
2008. This decrease was attributable to a reduction in the amount of
depreciable assets.
The
Company’s corporate, general and administrative expenses in the first quarter of
2009 totaled Ps. 3,778,000, a slight increase compared to
Ps. 3,495,000 in the first quarter 2008.
The
Company’s operating income in the first quarter of 2009 was Ps. 33,323,000,
a 154.4% increase compared to Ps. 13,101,000 in the first quarter of 2008.
This increase was due to the increase in broadcasting revenue during the first
quarter of 2009 combined with a relatively stable level of
expenses.
Other
expenses, net, remained stable during the first quarter of 2009 at
Ps. 11,885,000, compared to Ps. 11,823,000 in the first quarter
2008.
Grupo
Radio Centro, S.A.B. de C.V.
First
Quarter 2009 Results
The
Company’s comprehensive financing cost in the first quarter of 2009 increased to
Ps. 1,072,000 from Ps. 137,000 in the first quarter of
2008. This increase was mainly attributable to a 116.6% increase in
interest expense in the first quarter of 2009, which resulted primarily from an
increase in the fees payable under the Company’s credit facility beginning in
June 2008 as well as the higher peso cost of such fees, which are U.S.
dollar-denominated. Moreover, in the first quarter of 2009 the
Company borrowed under this credit facility an aggregate principal amount of Ps.
200 million in connection with the transaction described below under “Recent
Events,” and the loan began accruing interest on March 26, 2009 at a fixed rate
of 13.0% per annum. The Company will repay principal under this loan
in 20 quarterly installments through 2014.
Income
before income taxes in the first quarter of 2009 totaled Ps. 20,366,000, a
substantial increase compared to Ps. 1,141,000 in the first quarter of 2008,
primarily as a result of the increase in broadcasting revenue.
The
Company recorded income taxes of Ps. 5,703,000 in the first quarter 2009,
compared to Ps. 331,000 in the first quarter 2008, due to higher taxable
income.
As a
result of the foregoing, the Company’s net income in the first quarter of 2009
reached Ps. 14,663,000, compared to Ps. 810,000 in the first quarter
of 2008.
Recent
Events
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·
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On
April 3, 2009, the Company entered into a local marketing agreement (the
“LMA”) with Emmis Communications Corporation (“Emmis”), a U.S. radio
broadcasting company. Under the LMA, the Company will provide
programming to, and sell advertising time on, KMVN-FM, a radio station
broadcasting in Los Angeles, California on the 93.9 FM frequency, for up
to seven years. The Company began providing programming to
KMVN-FM on April 15, 2009.
|
Under the
LMA, the Company will pay Emmis US$7 million per year, plus expenses incurred
byEmmis with respect to the station. On April 7, 2009, the Company
advanced US$14 million (approximately Ps. 200 million) as prepayment
for the first two years of fees under the LMA. The Company financed
the prepayment with a bank loan in an aggregate principal amount of Ps. 200
million.
The Company also entered into a
seven-year call and put option agreement (the “Option Agreement”) with Emmis to
purchase the assets of KMVN-FM. The Company is entitled to exercise
its call option to purchase the KMVN-FM station assets under the Option
Agreement at any time during its seven-year term, and Emmis is entitled to
require the Company to purchase the station assets during the seventh year of
the term. If, at the time of the exercise of the call or put, the
Company is not qualified under U.S. law to own a U.S. radio station, the Company
must assign the Option Agreement to a qualified third party. The purchase price
under the Option Agreement is US$110 million.
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·
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On
March 31, 2009, the shareholders approved, in accordance with the
recommendation of the Company’s Board of Directors, a dividend payment to
all shareholders from retained earnings for fiscal year 2008 in the amount
of Ps. 100,000,000, or approximately Ps. 0.614535380433443 per each of the
162,724,561 Series A Shares outstanding. The dividend was paid in one
disbursement on April 13, 2009.
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2
Grupo
Radio Centro, S.A.B. de C.V.
First
Quarter 2009 Results
Company
Description
Grupo
Radio Centro owns and/or operates 15 radio stations. Of these 15 radio stations,
Grupo Radio Centro operates 11 in Mexico City. The Company’s principal
activities are the production and broadcasting of musical and entertainment
programs, talk shows, news and special events programs. Revenue is
primarily derived from the sale of commercial airtime. In addition to the
Organización Radio Centro radio stations, the Company also operates Grupo RED
radio stations and Organización Impulsora de Radio (OIR), a radio network that
acts as the national sales representative for, and provides programming to, 108
Grupo Radio Centro-affiliated radio stations throughout Mexico.
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Note
on Forward Looking Statements
This
release may contain projections or other forward-looking statements
related to Grupo Radio Centro that involve risks and uncertainties.
Readers are cautioned that these statements are only predictions and may
differ materially from actual future results or events. Readers are
referred to the documents filed by Grupo Radio Centro with the United
States Securities and Exchange Commission, specifically the most recent
filing on Form 20-F, which identifies important risk factors that could
cause actual results to differ from those contained in the forward-looking
statements. All forward-looking statements are based on information
available to Grupo Radio Centro on the date hereof, and Grupo Radio Centro
assumes no obligation to update such
statements.
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IR
Contacts
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In
México:
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In
NY:
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Pedro
Beltrán / Alfredo Azpeitia
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Maria
Barona / Peter Majeski
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Grupo
Radio Centro, S.A.B. de C.V.
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i-advize
Corporate Communications, Inc.
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Tel:
(5255) 5728-4800 Ext. 7018
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Tel:
(212) 406-3690
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aazpeitia@grc.com.mx
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grc@i-advize.com.mx
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3
Grupo
Radio Centro, S.A.B. de C.V.
First
Quarter 2009 Results
|
GRUPO
RADIO CENTRO, S.A.B. DE C.V.
CONSOLIDATED
UNAUDITED BALANCE SHEET
as
of March 31, 2009 and 2008
(figures
in thousands of Mexican pesos ("Ps.") and U.S. dollars ("U.S. $")(1)
)
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March
31
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||||||||||||
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2009
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2008
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|||||||||||
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U.S. $(1)
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Ps.
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Ps.
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||||||||||
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ASSETS
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||||||||||||
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Current
assets:
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||||||||||||
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Cash
and temporary investments
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24,225 | 347,183 | 66,849 | |||||||||
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Accounts
receivable:
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||||||||||||
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Broadcasting,
net
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13,596 | 194,848 | 154,903 | |||||||||
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Other
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559 | 8,008 | 5,205 | |||||||||
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Prepaid
taxes
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186 | 2,672 | 3,413 | |||||||||
| 14,341 | 205,528 | 163,521 | ||||||||||
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Prepaid
expenses
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2,399 | 34,391 | 33,159 | |||||||||
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Total
current assets
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40,965 | 587,102 | 263,529 | |||||||||
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Property
and equipment, net
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32,851 | 470,810 | 470,351 | |||||||||
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Deferred
charges, net
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312 | 4,478 | 5,614 | |||||||||
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Excess
of cost over book value of net assets of subsidiaries, net
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57,834 | 828,863 | 828,863 | |||||||||
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Other
assets
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232 | 3,325 | 3,239 | |||||||||
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Total
assets
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132,194 | 1,894,578 | 1,571,596 | |||||||||
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LIABILITIES
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||||||||||||
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Current:
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||||||||||||
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Short-term
debt
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2,123 | 30,433 | 0 | |||||||||
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Advances
from customers
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6,953 | 99,652 | 115,253 | |||||||||
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Suppliers
and other accounts payable
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5,083 | 72,850 | 69,969 | |||||||||
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Taxes
payable
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420 | 6,022 | 17,054 | |||||||||
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Total
current liabilities
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14,579 | 208,957 | 202,276 | |||||||||
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Long-Term:
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||||||||||||
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Long-term
debt
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11,862 | 170,000 | 0 | |||||||||
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Reserve
for labor liabilities
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4,316 | 61,862 | 59,726 | |||||||||
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Deferred
taxes
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440 | 6,309 | 2,762 | |||||||||
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Total
liabilities
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31,197 | 447,128 | 264,764 | |||||||||
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SHAREHOLDERS'
EQUITY
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||||||||||||
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Capital
stock
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78,875 | 1,130,410 | 1,130,409 | |||||||||
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Cumulative
earnings
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19,011 | 272,457 | 131,898 | |||||||||
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Reserve
for repurchase of shares
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3,059 | 43,837 | 43,839 | |||||||||
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Majority
shareholders' equity
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100,945 | 1,446,704 | 1,306,146 | |||||||||
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Minority
interest
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52 | 746 | 686 | |||||||||
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Total
shareholders' equity
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100,997 | 1,447,450 | 1,306,832 | |||||||||
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Total
liabilities and shareholders' equity
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132,194 | 1,894,578 | 1,571,596 | |||||||||
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(1)
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Peso
amounts have been translated into U.S. dollars, solely for the convenience
of the reader, at the rate of Ps. 14.3317 per U.S. dollar, the rate on
March 31, 2009.
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4
Grupo
Radio Centro, S.A.B. de C.V.
First
Quarter 2009 Results
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GRUPO
RADIO CENTRO, S.A.B. DE C.V.
CONSOLIDATED
UNAUDITED STATEMENT OF INCOME
for
the three-month periods ended March 31, 2009 and
2008
(figures
in thousands of Mexican pesos ("Ps.") and U.S. dollars ("U.S.
$")(1),
except per Share and per ADS
amounts)
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March
31
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||||||||||||
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2009
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2008
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|||||||||||
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U.S.$
(1)
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Ps.
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Ps.
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||||||||||
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Broadcasting revenue (2)
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10,870 | 155,791 | 128,258 | |||||||||
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Broadcasting
expenses, excluding depreciation,
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||||||||||||
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amortization
and corporate, general and administrative expenses
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7,825 | 112,150 | 103,981 | |||||||||
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Broadcasting
income
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3,045 | 43,641 | 24,277 | |||||||||
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Depreciation and
amortization
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456 | 6,540 | 7,681 | |||||||||
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Corporate,
general and administrative expenses
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264 | 3,778 | 3,495 | |||||||||
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Operating income
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2,325 | 33,323 | 13,101 | |||||||||
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Other
expenses, net
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(829 | ) | (11,885 | ) | (11,823 | ) | ||||||
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Comprehensive
financing income (cost):
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||||||||||||
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Interest
expense
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(132 | ) | (1,893 | ) | (874 | ) | ||||||
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Interest income (2)
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2 | 32 | 767 | |||||||||
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Gain
(loss) on foreign currency exchange, net
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55 | 789 | (30 | ) | ||||||||
| (75 | ) | (1,072 | ) | (137 | ) | |||||||
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Income
before income taxes
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1,421 | 20,366 | 1,141 | |||||||||
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Income
taxes
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398 | 5,703 | 331 | |||||||||
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Net
income
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1,023 | 14,663 | 810 | |||||||||
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Net
income applicable to:
|
||||||||||||
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Majority
interest
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1,021 | 14,639 | 801 | |||||||||
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Minority
interest
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2 | 24 | 9 | |||||||||
| 1,023 | 14,663 | 810 | ||||||||||
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Net income (loss) per Series A
Share (3)
|
0.060 | 0.8637 | 0.5830 | |||||||||
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Net income (loss) per ADS
(3)
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0.542 | 7.7733 | 5.2470 | |||||||||
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Weighted average common shares
outstanding (000's) (3)
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162,724 | 162,724 | ||||||||||
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(1)
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Peso
amounts have been translated into U.S. dollars, solely for the convenience
of the reader, at the rate of Ps. 14.3317 per U.S. dollar, the rate on
March 31, 2009.
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(2)
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Broadcasting
revenue for a particular period includes (as a reclassification of
interest income) interest earned on funds received by the Company pursuant
to advance sales of commercial airtime to the extent that the underlying
funds were earned by the Company during the period in question. Advances
from advertisers are recognized as broadcasting revenue only when the
corresponding commercial airtime has been transmitted. Interest earned and
treated as broadcasting revenue for the first quarter of 2009 and 2008 was
Ps. 1,348,000 and Ps. 555,000,
respectively.
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(3)
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Earnings
per share calculations are made for the last twelve months as of the date
of the income statement, as required by the Mexican Stock
Exchange.
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5
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
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Grupo
Radio Centro, S.A.B. de C.V.
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(Registrant)
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Date:
April 27, 2009
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By:
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/s/ Pedro Beltrán Nasr
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Name:
Pedro Beltrán Nasr
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Title: Chief
Financial Officer
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