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Cablevision Systems Corp/NY, et al. – ‘8-K’ for 5/5/16 – EX-99.1

On:  Thursday, 5/5/16, at 9:15am ET   ·   For:  5/5/16   ·   Accession #:  1628280-16-15570   ·   File #s:  1-09046, 1-14764

Previous ‘8-K’:  ‘8-K’ on / for 2/25/16   ·   Next & Latest:  ‘8-K’ on / for 6/21/16

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 5/05/16  Cablevision Systems Corp/NY       8-K:2,9     5/05/16    2:344K                                   Workiva Inc Wde… FA01/FA
          CSC Holdings LLC

Current Report   —   Form 8-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     21K 
 2: EX-99.1     Miscellaneous Exhibit                               HTML    126K 


EX-99.1   —   Miscellaneous Exhibit


This exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



  Exhibit  
                     Exhibit 99.1    
                                            
FOR IMMEDIATE RELEASE
                        


CABLEVISION SYSTEMS CORPORATION
REPORTS FIRST QUARTER 2016 RESULTS
*
Delivered the best first quarter performance in customer relationships since 2012, following total customer growth for the full year 2015
*
Gained 19,000 high-speed data customers more HSD additions than first quarter 2015 and 2014 combined
*
Continued improvements in service quality, with a 33% reduction in trouble call truck rolls compared to the prior year period
*
Became the first cable provider to activate a channel dedicated to Hulu that is available on all current-generation set top boxes
*
Increases in consolidated net revenue, adjusted operating cash flow (“AOCF”)1, and operating income
*
Industry-leading Average Monthly Cable Revenue per Customer ("RPC") of $157.91
*
Partnered with FourthWall Media to expand advanced data analytics reach beyond the New York DMA


Bethpage, NY, May 5, 2016 - Cablevision Systems Corporation (NYSE:CVC) today reported results for the first quarter ended March 31, 2016.

Cablevision continued to grow customer relationships during the first quarter with a net gain of 9,000, marking six months of sequential total customer growth. In addition, the Company had more high-speed data customers in the New York market than ever before, gaining 19,000 since the end of 2015. First quarter 2016 net video customer results improved nearly 50% compared to the prior year period. Additionally, Cablevision experienced the lowest quarterly churn in more than eight years, while continuing its disciplined pricing strategies.

First quarter consolidated net revenues increased 1.6% to $1.641 billion, consolidated AOCF increased 5.6% to $479.4 million and consolidated operating income increased 12.3% to $251.3 million, all compared with the prior year period.

Cablevision CEO James L. Dolan said, “Cablevision had an excellent first quarter. The Company continued to build momentum with solid improvements in service quality and subscriber growth, and achieved the best first quarter performance in customer relationships since 2012. The transformation of the Optimum experience over the past three years reflects the success of our management team and employees in providing the best products, services and experience to our customers. In addition, we are moving full speed ahead towards the completion of our transaction with Altice, and are proceeding through the regulatory process as expected."



1.
See definition of adjusted operating cash flow (“AOCF”) included in the discussion of non-GAAP financial measures on page 4 of this earnings release.

Page 1 of 11


Cable
Cable includes our Optimum-branded digital cable television, high-speed Internet and voice services as well as Optimum WiFi, the nation's most robust WiFi network with more than 1.5 million access points.

Cable net revenues for the first quarter 2016 increased 2.0% to $1.480 billion, primarily due to rate initiatives and continued disciplined pricing strategies, and an increase in high-speed data customers, partially offset by fewer video and voice customers compared to the prior year period. AOCF increased 5.7% to $472.2 million and operating income increased 11.6% to $281.4 million, both compared with the prior year period. First quarter AOCF primarily reflects the increase in revenue and a decrease in marketing costs, partially offset by higher programming costs, as compared to the prior year period.

Customer Data

The following table illustrates the change in the Cable customer base during the first quarter of 2016:
(rounded to nearest thousand)
Total


Net Gain/(Loss)
Total
 
 
 
 
Total Customers(a)
3,120
9
3,129
 
 

 
Video
2,594
(15)
2,579
High-Speed Data
2,809
19
2,828
Voice
2,193
(8)
2,185
 
 

 
Serviceable Passings
5,080
10
5,090

(a)
Total customers are defined as the number of households/businesses that receive at least one of the Company's services.


Customer Service
During the first quarter of 2016, Cablevision continued to improve the customer experience through its service initiatives which have resulted in 33% fewer trouble call truck rolls and 42% fewer repeat trouble calls, compared to the same period in 2015. Since these initiatives were implemented more than three years ago, the Company has reduced the number of trouble call truck rolls by 36% and has reduced the number of repeat trouble calls by 52%.


Lightpath
Lightpath is an industry leader in providing advanced Ethernet-based data, Internet, voice, video transport solutions and managed services to large and mid-sized organizations throughout the New York metropolitan area.

The company operates one of the densest metro area fiber networks in the U.S., with more than 7,000 lit locations. In the education market, Lightpath’s popular Hosted Voice, Private Fiber Network and comprehensive data services offer an attractive solution for schools to provide premium connectivity for staff and students.
 
For the first quarter 2016, Lightpath net revenues increased 0.7% to $91.8 million, AOCF was essentially flat at $43.4 million and operating income increased 5.0% to $20.2 million, each as compared with the prior year period. First quarter results primarily reflect an increase in revenue from Ethernet services.


Page 2 of 11


Other
Other principally consists of Newsday, News 12 Networks, Cablevision Media Sales Corporation and certain other businesses and unallocated corporate costs.

First quarter net revenues decreased 4.5% to $78.1 million, primarily due to lower advertising revenue at Newsday. The AOCF deficit increased 0.6% to $36.1 million and operating loss increased 5.8% to $50.4 million, all compared with the prior year period. First quarter AOCF reflects lower revenue at Newsday and merger related costs of $1.4 million, partially offset by lower Newsday and corporate costs. If the merger related costs were excluded, the AOCF deficit would have improved 3.3% and operating loss would have increased 2.9%.


Other Matters
On September 16, 2015, Cablevision and Altice N.V. entered into a definitive agreement pursuant to which Altice has agreed to acquire Cablevision for $34.90 in cash for each share of Cablevision Class A and Class B common stock.

Assuming timely satisfaction of the necessary closing conditions, the acquisition by Altice is currently expected to close in the second quarter of 2016.

Due to the pending acquisition by Altice and the terms of the merger agreement, Cablevision has suspended its stock repurchase program and does not anticipate declaring or paying any dividends during the pendency of the acquisition.

For additional information, please refer to our SEC filings at www.cablevision.com.


Page 3 of 11



Non-GAAP Financial Measures
We define adjusted operating cash flow (“AOCF”), which is a non-GAAP financial measure, as operating income (loss) before depreciation and amortization (including impairments), excluding share-based compensation expense and restructuring charges or credits. Because it is based upon operating income (loss), AOCF 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 allows investors to better track the performance of the various operating units of our business without regard to expense associated with awards that are not expected to be made in cash, in the case of restricted shares, restricted stock units and stock options, and the distortive effects of fluctuating stock prices in the case of liability classified awards.

We present AOCF as a measure of our ability to service our debt and make continuing investments, including in our capital infrastructure. We believe AOCF is an appropriate measure for evaluating the operating performance of our business segments and the Company on a consolidated basis. AOCF and similar measures with similar titles are common performance measures used by investors, analysts and peers to compare performance in our industry. Internally, we use net revenues and AOCF measures as the most important indicators of our business performance, and evaluate management’s effectiveness with specific reference to these indicators. AOCF should be viewed as a supplement to and not a substitute for operating income (loss), net income (loss), 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 AOCF 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 AOCF to operating income (loss), please see page 7 of this release.

We define Consolidated Free Cash Flow from Continuing Operations (“Free Cash Flow”), which is a non-GAAP financial measure, as net cash from operating activities (continuing operations) plus any excess tax benefit related to share-based awards less capital expenditures (continuing operations), all of which are reported in our Consolidated Statement of Cash Flows. Net cash from operating activities excludes net cash from operating activities of our discontinued operations. We believe the most comparable GAAP financial measure of our liquidity is net cash from operating activities. We believe that Free Cash Flow is useful as an indicator of our overall liquidity, as the amount of Free Cash Flow generated in any period is representative of cash that is available for debt repayment and other discretionary and non-discretionary cash uses. It is also one of several indicators of our ability to make investments and/or return capital to our shareholders. We also believe that Free Cash Flow is one of several benchmarks used by analysts and investors who follow our industry for comparison of our liquidity with other companies in our industry, although our measure of Free Cash Flow may not be directly comparable to similar measures reported by other companies.

Page 4 of 11



ABOUT CABLEVISION
Cablevision Systems Corporation (NYSE: CVC) is a leading media and telecommunications company, serving millions of households and businesses throughout the greater New York area. Providing quality products that keep customers connected, Cablevision offers Optimum-branded digital cable television, high-speed Internet and voice services as well as Optimum WiFi, the nation's most robust WiFi network. Cablevision’s Lightpath subsidiary is a premier provider of integrated business communications solutions for larger companies. Through its local media and programming properties – News 12 Networks and Newsday Media Group – Cablevision also delivers news and information created specifically for the communities it serves. Additional information about Cablevision is available at www.cablevision.com.

This earnings 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, including the risks and uncertainties associated with the expected timing and likelihood of the consummation of the pending acquisition by Altice, including regarding the timing, receipt and terms and conditions of any required governmental approvals or that the pending acquisition with Altice will not be consummated at all, and the risks that the proposed acquisition by Altice and its announcement could have an adverse effect on the ability of Cablevision to retain and hire key personnel and maintain relationships with its suppliers and customers and on its operating results and businesses generally, and that actual results or developments may differ materially from those in the forward-looking statements as a result of various factors, including financial community and rating agency perceptions of the Company and its business, operations, financial condition and the industries in which it operates and the factors described in the Company’s filings with the Securities and Exchange Commission, including the sections entitled "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:
Charles Schueler
 
Cindi Buckwalter
 
Executive Vice President
 
Senior Vice President
 
Media and Community Relations
 
Investor Relations
 
(516) 803-1013
 
(516) 803-2264


Due to the pending acquisition by Altice, Cablevision will discontinue conference calls to discuss its quarterly and annual results during the pendency of the acquisition.

For additional information, please visit Cablevision’s Investor Relations website at www.cablevision.com.

Page 5 of 11


CABLEVISION SYSTEMS CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Dollars in thousands, except per share data)
(Unaudited)
 
Three Months Ended March 31,
 
2016
 
2015
 
 
 
 
Revenues, net
$
1,640,757

 
$
1,614,771

 
 
 
 
Operating expenses
 
 
 
Technical and operating
810,961

 
795,888

Selling, general and administrative
365,051

 
376,764

Restructuring expense (credits)
1,037

 
(532
)
Depreciation and amortization
212,453

 
218,900

Operating income
251,255

 
223,751

Other income (expense):
 
 
 
Interest expense, net
(148,482
)
 
(145,012
)
Gain (loss) on investments, net
100,365

 
(33,071
)
Gain (loss) on equity derivative contracts, net
(48,012
)
 
46,166

Miscellaneous, net
1,971

 
1,007

Income from continuing operations before income taxes
157,097

 
92,841

Income tax expense
(62,786
)
 
(37,940
)
Income from continuing operations, net of income taxes
94,311

 
54,901

Loss from discontinued operations, net of income taxes (a)

 
(10,502
)
Net income
94,311

 
44,399

Net loss attributable to noncontrolling interests
66

 
234

Net income attributable to Cablevision Systems Corporation stockholders
$
94,377

 
$
44,633

 
 
 
 
Basic income (loss) per share attributable to Cablevision Systems Corporation stockholders:
 
 
 
Income from continuing operations, net of income taxes
$
0.35

 
$
0.21

Loss from discontinued operations, net of income taxes
$

 
$
(0.04
)
Net income
$
0.35

 
$
0.17

Basic weighted average common shares (in thousands)
271,092

 
267,919

Diluted income (loss) per share attributable to Cablevision Systems Corporation stockholders:
 
 
 
Income from continuing operations, net of income taxes
$
0.34

 
$
0.20

Loss from discontinued operations, net of income taxes
$

 
$
(0.04
)
Net income
$
0.34

 
$
0.16

Diluted weighted average common shares (in thousands)
279,013

 
274,370

Amounts attributable to Cablevision Systems Corporation stockholders:
 
 
 
Income from continuing operations, net of income taxes
$
94,377

 
$
55,135

Loss from discontinued operations, net of income taxes (a)

 
(10,502
)
Net income
$
94,377

 
$
44,633

Cash dividends declared per share of common stock (b)
$

 
$
0.15


(a)
The Company recorded an expense of $10,502, net of income taxes, during the three months ended March 31, 2015, with respect to the decision in a case relating to Rainbow Media Holdings LLC, a business whose operations were previously discontinued.
(b)
Pursuant to the terms of the merger agreement with Altice, Cablevision does not anticipate paying any dividends during the pendency of the acquisition.

Page 6 of 11



CABLEVISION SYSTEMS CORPORATION
RECONCILIATION OF OPERATING INCOME TO ADJUSTED OPERATING CASH FLOW AND CONSOLIDATED FREE CASH FLOW FROM CONTINUING OPERATIONS
(Dollars in thousands)
(Unaudited)


RECONCILIATION OF OPERATING INCOME TO ADJUSTED OPERATING CASH FLOW(a) 

        
 
Three Months Ended March 31,
 
2016
 
2015
 
 
 
 
Operating income
$
251,255

 
$
223,751

Share-based compensation
14,697

 
11,911

Restructuring expense (credits)
1,037

 
(532
)
Depreciation and amortization
212,453

 
218,900

Adjusted operating cash flow
$
479,442

 
$
454,030





CONSOLIDATED FREE CASH FLOW FROM CONTINUING OPERATIONS(a) 

 
Three Months Ended March 31,
 
2016
 
2015
 
 
 
 
 
 
 
 
   Net cash provided by operating activities(b)
$
152,554

 
$
215,334

   Add: excess tax benefits related to share-based awards

 
275

   Less: capital expenditures(c)
(148,652
)
 
(166,631
)
   Consolidated free cash flow from continuing operations
$
3,902

 
$
48,978


(a)
See Non-GAAP Financial Measures on page 4 of this release for a definition and discussion of Adjusted Operating Cash Flow and Consolidated Free Cash Flow from Continuing Operations.
(b)
The level of net cash provided by operating activities will continue to depend on a number of variables in addition to our operating performance, including the amount and timing of our interest payments and other working capital items.
(c)
See page 11 of this release for additional details relating to capital expenditures.




Page 7 of 11


CABLEVISION SYSTEMS CORPORATION
CONSOLIDATED RESULTS FROM CONTINUING OPERATIONS
(Dollars in thousands)
(Unaudited)


REVENUES, NET


 
Three Months Ended March 31,
 
%
 
2016
 
2015
 
Change
 
 
 
 
 
 
Cable
$
1,480,119

 
$
1,451,538

 
2.0
 %
Lightpath
91,804

 
91,124

 
0.7
 %
Other(a)
78,097

 
81,780

 
(4.5
)%
Eliminations(b)
(9,263
)
 
(9,671
)
 
4.2
 %
      Total Cablevision
$
1,640,757

 
$
1,614,771

 
1.6
 %





ADJUSTED OPERATING CASH FLOW AND OPERATING INCOME (LOSS)


 
Adjusted Operating
Cash Flow
 
 
 
Operating Income (Loss)
 
 
 
Three Months Ended March 31,
 
%
 
Three Months Ended March 31,
 
%
 
2016
 
2015
 
Change
 
2016
 
2015
 
Change
 
 
 
 
 
 
 
 
 
 
 
 
Cable
$
472,199

 
$
446,555

 
5.7
 %
 
$
281,422

 
$
252,099

 
11.6
 %
Lightpath
43,387

 
43,395

 
0.0
 %
 
20,234

 
19,275

 
5.0
 %
Other(c)
(36,144
)
 
(35,920
)
 
(0.6
)%
 
(50,401
)
 
(47,623
)
 
(5.8
)%
      Total Cablevision
$
479,442

 
$
454,030

 
5.6
 %
 
$
251,255

 
$
223,751

 
12.3
 %





(a)
Represents revenues of Newsday, News 12 Networks, Cablevision Media Sales Corporation and certain other entities.
(b)
Represents inter-segment revenues.
(c)
Includes unallocated corporate general and administrative costs and the operating results of Newsday, News 12 Networks, Cablevision Media Sales Corporation and certain other entities.









Page 8 of 11


CABLEVISION SYSTEMS CORPORATION
SUMMARY OF CABLE OPERATING STATISTICS
(Unaudited)


CABLE
 
 
 
 
 
 
 
 
(in thousands)
 
 
 
 
 
   Total Customers(a)
3,129

 
3,120

 
3,112

   Video Customers
2,579

 
2,594

 
2,653

   High-Speed Data Customers
2,828

 
2,809

 
2,767

   Voice Customers
2,185

 
2,193

 
2,215

 
 
 
 
 
 
 
 
 
 
 
 
Serviceable Passings (in thousands)(b)
5,090

 
5,080

 
5,055

 
 
 
 
 
 
Penetration
 
 
 
 
 
Total Customers to Serviceable Passings
61.5
%
 
61.4
%
 
61.6
%
Video Customers to Serviceable Passings
50.7
%
 
51.1
%
 
52.5
%
High-Speed Data Customers to Serviceable Passings
55.6
%
 
55.3
%
 
54.7
%
Voice Customers to Serviceable Passings
42.9
%
 
43.2
%
 
43.8
%
 
 
 
 
 
 
 
Revenues for the three months ended
(dollars in millions)
 
 
 
 
 
 
 
 
 
 
 
   Video(c)
$
785

 
$
782

 
$
801

   High-Speed Data
402

 
375

 
363

   Voice
224

 
226

 
232

   Advertising
30

 
38

 
31

   Other(d)
39

 
35

 
25

      Total Cable Revenue
$
1,480

 
$
1,456

 
$
1,452


 
 
 
 
 
 
 

Average Monthly Cable Revenue per Customer (“RPC”)(e)
$
157.91

 
$
155.88

 
$
155.34




(a)
Represents the number of households/businesses that receive at least one of the Company's services.
(b)
Includes residential passings, as well as commercial establishments that have connected to our cable distribution network.
(c)
Includes equipment rental, DVR, franchise fees, video-on-demand and pay-per-view revenue.
(d)
Includes installation revenue, advertising sales commissions, home shopping and other product offerings.
(e)
RPC is calculated by dividing average monthly Cable GAAP revenue for the quarter by the average number of total customers for the quarter.

Page 9 of 11


CABLEVISION SYSTEMS CORPORATION
CAPITALIZATION AND LEVERAGE
(Dollars in thousands)
(Unaudited)




CAPITALIZATION

 
 
 
Cash and cash equivalents
$
933,457

 
 
Credit facility debt
$
2,500,453

Senior notes and debentures
5,805,397

Collateralized indebtedness
1,191,324

Capital lease obligations and notes payable
50,902

   Debt
$
9,548,076




LEVERAGE

Debt
$
9,548,076

Less: Collateralized indebtedness of unrestricted subsidiaries(a)
1,191,324

          Cash and cash equivalents
933,457

   Net debt
$
7,423,295

 
 
 
Leverage Ratios(b)
Consolidated net debt to AOCF leverage ratio(a)(c)
3.9x

Restricted Group leverage ratio (Credit Facility Test)(d)(e)
2.6x

CSC Holdings notes and debentures leverage ratio(e)(f)
2.9x

Cablevision senior notes leverage ratio(e)(g)
4.6x



(a)
Collateralized indebtedness is excluded from the leverage calculation because it is viewed as a forward sale of the stock of an unaffiliated company and the Company's only obligation at maturity is to deliver, at its option, the stock or its cash equivalent.
(b)
Leverage ratios are based on face amount of outstanding debt.
(c)
AOCF is annualized based on the first quarter 2016 results, as reported.
(d)
Reflects the net debt to cash flow ratio as defined in the CSC Holdings’ credit facility debt agreement (which excludes approximately $2.8 billion of Cablevision’s senior notes and the debt and cash flows related to CSC Holdings’ unrestricted subsidiaries). The annualized AOCF (as defined) used in the Restricted Group leverage ratio was $1.986 billion.
(e)
Includes CSC Holdings’ guarantee of Newsday LLC’s $480 million senior secured credit facility.
(f)
Reflects the debt to cash flow ratio applicable under CSC Holdings' senior notes and debentures indentures (which excludes approximately $2.8 billion of Cablevision’s senior notes and the debt and cash flows related to CSC Holdings’ unrestricted subsidiaries). The annualized AOCF (as defined) used in the CSC Holdings' notes and debentures leverage ratio was $1.984 billion.
(g)
Adjusts the debt to cash flow ratio as calculated under the CSC Holdings' notes and debentures leverage ratio to include approximately $2.8 billion of Cablevision’s senior notes plus $611 million of Cablevision’s senior notes that were contributed to Newsday Holdings LLC.

Page 10 of 11


CABLEVISION SYSTEMS CORPORATION
CAPITAL EXPENDITURES
(Dollars in thousands)
(Unaudited)


 
Three Months Ended March 31,
 
2016
 
2015
 
 
 
 
 
 
 
 
Customer premise equipment
$
34,750

 
$
42,593

Scalable infrastructure
41,510

 
39,983

Line extensions
7,505

 
6,481

Upgrade/rebuild
10,594

 
12,141

Support
25,232

 
32,373

   Cable
119,591

 
133,571

   Lightpath
21,157

 
23,732

   Other(a)
7,904

 
9,328

   Total Cablevision
$
148,652

 
$
166,631





(a)
Other primarily includes Newsday, News 12 Networks, Cablevision Media Sales Corporation and Corporate.



Page 11 of 11

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘8-K’ Filing    Date    Other Filings
Filed on / For Period End:5/5/1610-Q
3/31/1610-Q
12/31/1510-K,  10-K/A,  5
9/16/158-K
3/31/1510-Q
 List all Filings 
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