CONFORMED
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 February, 2010
|
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 ¨
(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 ¨ No x
(If “Yes”
is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b). 82- .)
|
For
Immediate Release
|
 |
February
24, 2010
Grupo
Radio Centro Reports Fourth Quarter and Year-End Results for the Period
Ended
December
31, 2009
Mexico
City, February 24, 2010 - 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 fourth quarter and
year ended December 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.
Fourth
Quarter Results
Broadcasting
revenue for the fourth quarter of 2009 was Ps. 260,873,000, an increase of
12.8% compared to Ps. 231,342,000 reported for the fourth quarter of 2008.
This increase was mainly attributable to higher advertising expenditures by the
Company’s clients in Mexico during the fourth quarter of 2009 compared to the
same period of 2008, as well as broadcasting revenue from the Los Angeles radio
station KXOS-FM. The Company began to sell advertising time on
KXOS-FM in April 2009 pursuant to a local marketing agreement (the “LMA”) with
Emmis Communications Corporation.
The
Company’s broadcasting expenses (excluding depreciation, amortization and
corporate, general and administrative expenses) for the fourth quarter of 2009
were Ps. 172,883,000, 38.5% higher than the Ps. 124,842,000 reported
for the fourth quarter of 2008. This increase was primarily due to (i)
broadcasting expenses incurred in connection with KXOS-FM, and (ii) higher
commissions paid to the Company’s sales force due to higher broadcasting revenue
in the fourth quarter of 2009 compared to the same period of 2008.
For the
fourth quarter of 2009, the Company reported broadcasting income (i.e.,
broadcasting revenue minus broadcasting expenses, excluding depreciation,
amortization and corporate, general and administrative expenses) of
Ps. 87,990,000, 17.4% lower than the Ps. 106,500,000 reported for the
fourth quarter of 2008. This decrease in broadcasting income was mainly
attributable to the increase in broadcasting expenses, as described
above.
Depreciation
and amortization expenses for the fourth quarter of 2009 were
Ps. 6,466,000, 18.6% lower than the Ps. 7,944,000 reported for the
fourth quarter of 2008, as a result of a reduction in the Company’s depreciable
asset base.
The
Company’s corporate, general and administrative expenses for the fourth quarter
of 2009 were Ps. 4,574,000, a slight increase compared to
Ps. 4,461,000 reported for the fourth quarter of 2008.
The
Company reported operating income of Ps. 76,950,000 for the fourth quarter
of 2009, 18.2% lower than the Ps. 94,095,000 reported for the fourth
quarter of 2008. This decrease was due to higher broadcasting expenses during
the fourth quarter of 2009 compared to the fourth quarter of 2008, as described
above.
1
Grupo
Radio Centro, S.A.B. de C.V.
Fourth
Quarter 2009 and Year-end Results
During
the fourth quarter of 2009, other expenses, net, were Ps. 20,695,000,
compared to other expenses, net, of Ps. 17,539,000 reported for the fourth
quarter of 2008. This increase was mainly attributable to expenses related to charity campaigns
conducted by the Company during the fourth quarter of 2009.
The
Company’s comprehensive financing cost for the fourth quarter of 2009 was
Ps. 13,972,000, compared to Ps. 1,825,000 reported for the fourth
quarter of 2008. This increase was primarily due to (i) a loss on net
foreign currency exchange of Ps. 7,092,000 attributable to an appreciation of
the peso against the U.S. dollar, which resulted in a decline in the peso value
of a U.S. dollar denominated loan from the Company to GRC-LA, LLC (“GRC-LA”), a U.S. subsidiary that manages the KXOS-FM pursuant to the LMA,
and (ii) interest expense related to a Ps. 200,000,000 loan obtained by the
Company from Banco Inbursa, S.A. in March 2009.
For the
fourth quarter of 2009, the Company recorded income before taxes of
Ps. 42,283,000, compared to Ps. 74,731,000 reported for the fourth
quarter of 2008, primarily as a result of higher broadcasting expenses during
the fourth quarter of 2009, as described above.
The
Company recorded income taxes of Ps. 16,997,000 for the fourth quarter of
2009, compared to the Ps. 17,038,000 recorded for the fourth quarter of
2008.
As a
result of the foregoing, the Company recorded net income for the fourth quarter
of 2009 of Ps. 25,286,000, a 56.2% decline compared to net income of
Ps. 57,693,000 in the fourth quarter of 2008.
Twelve-Month
Results
For the
year ended December 31, 2009, broadcasting revenue was Ps. 785,869,000,
6.9% higher than the Ps. 735,105,000 reported for the same period of 2008.
The increase was mainly attributable to higher advertising expenditures by the
Company’s clients during 2009 compared to the same period in 2008 and to
revenues from KXOS-FM.
The
Company’s broadcasting expenses (excluding depreciation, amortization and
corporate, general and administrative expenses) for the year ended December 31,
2009 were Ps. 595,011,000, 31.5% higher than the Ps. 452,350,000
reported for the same period of 2008. This increase was primarily due to (i)
broadcasting expenses incurred in connection with KXOS-FM, and (ii) higher sales
commissions as a result of the increase in broadcasting revenue during
2009.
Broadcasting
income (i.e., broadcasting revenue minus broadcasting expenses, excluding
depreciation, amortization and corporate, general and administrative expenses)
for the year ended December 31, 2009 was Ps. 190,858,000, 32.5% lower than
the Ps. 282,755,000 reported for the same period of 2008. This decrease was
mainly attributable to the increase in broadcasting expenses, as described
above.
Depreciation
and amortization expenses for the year ended December 31, 2009 were
Ps. 26,024,000, 18.0% lower than the Ps. 31,720,000 reported for the
same period of 2008, as a result of a reduction in the Company’s depreciable
asset base.
The
Company’s corporate, general and administrative expenses for the year ended
December 31, 2009 were Ps. 14,939,000, slightly higher than the
Ps. 14,461,000 reported for the same period of 2008.
2
Grupo
Radio Centro, S.A.B. de C.V.
Fourth
Quarter 2009 and Year-end Results
As a
result of the foregoing, the Company recorded operating income of
Ps. 149,895,000 for the year ended December 31, 2009, 36.6% lower than the
Ps. 236,574,000 reported for the same period of 2008.
Other
expenses, net, for the year ended December 31, 2009 were Ps. 66,495,000,
16.9% higher than the Ps. 56,880,000 reported for the same period of 2008.
This increase was mainly attributable to legal expenses incurred in connection
with the LMA.
The Company’s comprehensive
financing cost for the year ended December 31, 2009 was Ps. 40,615,000,
compared to Ps. 7,678,000 reported for the same period of 2008. This
increase was mainly due to (i) interest expense related to the Company’s
Ps. 200,000,000 loan obtained from Banco Inbursa, S.A. in March 2009 and
(ii) a loss on net foreign exchange loss attributable to an appreciation of the
peso against the U.S. dollar, which resulted in a decline in the peso value of
the Company’s U.S. dollar denominated loan to GRC-LA.
For the
year ended December 31, 2009, the Company recorded income before taxes of
Ps. 42,785,000, compared to Ps. 172,016,000 reported for the same
period of 2008, mainly due to the increases in broadcasting expenses and
comprehensive financing cost, as described above.
The
Company recorded income taxes of Ps. 38,342,000 for the year ended December
31, 2009, compared to Ps. 45,251,000 reported for the same period of 2008,
primarily due to lower taxable income.
As a
result of the foregoing, the Company recorded net income of Ps. 4,443,000
for the year ended December 31, 2009, compared to net income of
Ps. 126,765,000 for the same period of 2008.
Recent
Developments
The
Company will undertake a capital reduction of GRC-LA by returning the capital
contributions of certain members of the Aguirre family, who own the control of
the Company. The Company had previously sold a 49% equity stake in GRC-LA,
for the same amount of this capital reduction, to those Aguirre family members.
As a result of the capital reduction, the Company will become the sole
shareholder of GRC-LA.
Separately,
the Company’s Board of Directors recommended that at the next shareholders’
meeting during March, 2010 the payment of a dividend of Ps. 100 million, or Ps.
0.614535380433443 per share. If approved, the dividend will be paid
approximately 10 days following the shareholders’ meeting.
3
Grupo
Radio Centro, S.A.B. de C.V.
Fourth
Quarter 2009 and Year-end Results
Company
Description
Grupo
Radio Centro owns and/or operates 15 radio stations. Of these 15 radio stations,
12 are located in Mexico City, two AM stations, in Guadalajara and Monterrey,
and one FM station in Los Angeles. 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 or 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. 4910
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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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4
Grupo
Radio Centro, S.A.B. de C.V.
Fourth
Quarter 2009 and Year-end Results
|
GRUPO
RADIO CENTRO, S.A.B. DE C.V.
CONSOLIDATED AUDITED BALANCE
SHEETS
as of December 31, 2009 and
2008
(figures in thousands
of Mexican pesos ("Ps.") and U.S. dollars ("U.S. $")
(1)
|
|
December 31,
|
||||||||||||
|
2009
|
2008
|
|||||||||||
|
U.S. $(1)
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Ps.
|
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
|
13,442 | 175,537 | 93,054 | |||||||||
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Accounts
receivable:
|
||||||||||||
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Broadcasting,
net
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23,333 | 304,701 | 301,101 | |||||||||
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Other
|
526 | 6,863 | 6,225 | |||||||||
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Income
taxes recoverable
|
0 | 0 | 3,007 | |||||||||
| 23,859 | 311,564 | 310,333 | ||||||||||
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Prepaid
expenses
|
9,036 | 117,996 | 38,179 | |||||||||
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Deferred
taxes
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0 | 0 | 0 | |||||||||
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Total
current assets
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46,337 | 605,097 | 441,566 | |||||||||
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Property
and equipment, net
|
35,220 | 459,941 | 465,034 | |||||||||
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Prepaid
expenses
|
2,042 | 26,662 | 0 | |||||||||
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Deferred
charges, net
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233 | 3,039 | 4,850 | |||||||||
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Excess
of cost over book value of net assets of subsidiaries, net
|
63,472 | 828,863 | 828,863 | |||||||||
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Other
assets
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257 | 3,353 | 3,325 | |||||||||
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Total
assets
|
147,561 | 1,926,955 | 1,743,638 | |||||||||
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LIABILITIES
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||||||||||||
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Current:
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||||||||||||
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Notes
payable
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3,209 | 41,903 | 0 | |||||||||
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Advances
from customers
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13,439 | 175,502 | 142,543 | |||||||||
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Suppliers
and other accounts payable
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6,450 | 84,230 | 67,388 | |||||||||
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Taxes
payable
|
4,326 | 56,494 | 18,859 | |||||||||
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Total
current liabilities
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27,424 | 358,129 | 228,790 | |||||||||
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Long-Term:
|
||||||||||||
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Notes
payable
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9,955 | 130,000 | 0 | |||||||||
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Reserve
for labor liabilities
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5,044 | 65,871 | 60,276 | |||||||||
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Deferred
taxes
|
1,262 | 16,476 | 21,782 | |||||||||
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Total
liabilities
|
43,685 | 570,476 | 310,848 | |||||||||
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SHAREHOLDERS' EQUITY
|
||||||||||||
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Capital
stock
|
86,564 | 1,130,410 | 1,130,410 | |||||||||
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Cumulative
earnings
|
16,556 | 216,204 | 257,818 | |||||||||
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Reserve
for repurchase of shares
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3,357 | 43,837 | 43,837 | |||||||||
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Accumulated
Effect by Conversion
|
(14 | ) | (183 | ) | 0 | |||||||
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Minority
interest
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(2,587 | ) | (33,789 | ) | 725 | |||||||
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Total
shareholders' equity
|
103,876 | 1,356,479 | 1,432,790 | |||||||||
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Total
liabilities and Shareholders' equity
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147,561 | 1,926,955 | 1,743,638 | |||||||||
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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. 13.0587 per U.S. dollar, the
rate on December 31, 2009.
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5
Grupo
Radio Centro, S.A.B. de C.V.
Fourth
Quarter 2009 and Year-end Results
|
GRUPO
RADIO CENTRO, S.A.B. DE C.V.
CONSOLIDATED
AUDITED STATEMENTS OF INCOME
for the three-month and
twelve-month periods ended December 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)
|
|
4th Quarter
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Accumulated 12 months
|
|||||||||||||||||||||||
|
2009
|
2008
|
2009
|
2008
|
|||||||||||||||||||||
|
U.S. $(1)
|
Ps.
|
Ps.
|
U.S. $(1)
|
Ps.
|
Ps.
|
|||||||||||||||||||
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Broadcasting
revenue (2)
|
19,977 | 260,873 | 231,342 | 60,180 | 785,869 | 735,105 | ||||||||||||||||||
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Broadcasting
expenses, excluding depreciation, amortization and corporate,
general and administrative expenses
|
13,239 | 172,883 | 124,842 | 45,564 | 595,011 | 452,350 | ||||||||||||||||||
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Broadcasting
income
|
6,738 | 87,990 | 106,500 | 14,616 | 190,858 | 282,755 | ||||||||||||||||||
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Depreciation
and amortization
|
495 | 6,466 | 7,944 | 1,993 | 26,024 | 31,720 | ||||||||||||||||||
|
Corporate,
general and administrative expenses
|
350 | 4,574 | 4,461 | 1,144 | 14,939 | 14,461 | ||||||||||||||||||
|
Operating
income
|
5,893 | 76,950 | 94,095 | 11,479 | 149,895 | 236,574 | ||||||||||||||||||
|
Other
income (expenses), net
|
(1,585 | ) | (20,695 | ) | (17,539 | ) | (5,092 | ) | (66,495 | ) | (56,880 | ) | ||||||||||||
|
Comprehensive
financing cost:
|
||||||||||||||||||||||||
|
Interest
expense
|
(516 | ) | (6,738 | ) | (2,276 | ) | (1,802 | ) | (23,528 | ) | (8,376 | ) | ||||||||||||
|
Interest income
(2)
|
(11 | ) | (142 | ) | (34 | ) | 4 | 53 | 228 | |||||||||||||||
|
Gain
(loss) on foreign currency exchange, net
|
(543 | ) | (7,092 | ) | 485 | (1,313 | ) | (17,140 | ) | 470 | ||||||||||||||
| (1,070 | ) | (13,972 | ) | (1,825 | ) | (3,111 | ) | (40,615 | ) | (7,678 | ) | |||||||||||||
|
Income
before income taxes
|
3,238 | 42,283 | 74,731 | 3,276 | 42,785 | 172,016 | ||||||||||||||||||
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Income
taxes
|
1,302 | 16,997 | 17,038 | 2,936 | 38,342 | 45,251 | ||||||||||||||||||
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Net
(loss) income
|
1,936 | 25,286 | 57,693 | 340 | 4,443 | 126,765 | ||||||||||||||||||
|
Net
(loss) income applicable to:
|
||||||||||||||||||||||||
|
Majority
interest
|
3,301 | 43,109 | 57,673 | 4,471 | 58,386 | 126,720 | ||||||||||||||||||
|
Minority
interest
|
(1,365 | ) | (17,823 | ) | 20 | (4,131 | ) | (53,943 | ) | 45 | ||||||||||||||
| 1,936 | 25,286 | 57,693 | 340 | 4,443 | 126,765 | |||||||||||||||||||
|
Net
income per Series A Share (3)
|
0.027 | 0.3588 | 0.7787 | |||||||||||||||||||||
|
Net
income per ADS (3)
|
0.247 | 3.2292 | 7.0083 | |||||||||||||||||||||
|
Weighted average
common shares outstanding (000's) (3)
|
162,725 | 162,725 | ||||||||||||||||||||||
|
(1)
|
Peso
amounts have been translated into U.S. dollars, solely for the convenience
of the reader, at the rate of Ps. 13.0587 per U.S. dollar, the
rate on December 31, 2009.
|
|
(2)
|
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 air time 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 air
time
has been transmitted. Interest earned and treated as broadcasting revenue
for the fourth quarter of 2009 and 2008 was Ps. 1,799,000 and
Ps. 2,130,000, respectively. Interest earned and treated as broadcasting
revenue for the twelve months ended December 31, 2009 and 2008
was Ps. 5,419,000 and Ps. 6,510,000,
respectively.
|
|
(3)
|
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.
|
6
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.
|
Grupo
Radio Centro, S.A.B. de C.V.
|
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(Registrant)
|
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Date:
February 24, 2010
|
By:
|
/s/ Pedro Beltrán Nasr
|
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Name: Pedro Beltrán Nasr
|
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|
Title: Chief Financial
Officer
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