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These terms and conditions govern your use of the website alphaminr.com and its related services.
These Terms and Conditions (“Terms”) are a binding contract between you and Alphaminr, (“Alphaminr”, “we”, “us” and “service”). You must agree to and accept the Terms. These Terms include the provisions in this document as well as those in the Privacy Policy. These terms may be modified at any time.
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time.
The Services are intended for your own individual use. You shall only use the Services in a
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scrape data from Alphaminr.
Alphaminr is not a financial advisor and does not provide financial advice of any kind. The service is provided “As is”. The materials and information accessible through the Service are solely for informational purposes. While we strive to provide good information and data, we make no guarantee or warranty as to its accuracy.
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[X]
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Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the fiscal year ended December 31, 2017, or
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[ ]
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Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from ________ to _________.
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Delaware
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26-0241222
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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20880 Stone Oak Parkway
San Antonio, Texas
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78258
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(Address of principal executive offices)
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(Zip code)
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Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. YES [ ] NO [X]
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Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange Act. YES [ ] NO [X]
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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES [ ] NO [X]
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Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).YES [X] NO [ ]
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Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ ]
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Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and "emerging growth company" in Rule 12b-2 of the Exchange Act. Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [X] Smaller reporting company [ ] Emerging growth company [ ]
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or reviews financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [ ]
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Indicate by check mark whether the registrant is a shell company (as defined in Exchange Act Rule 12b-2). YES [ ] NO [X]
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Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. YES [ ] NO [ ]
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As of June 30, 2017, the aggregate market value of the common stock beneficially held by non-affiliates of the registrant was approximately $19.1 million based on the closing sales price of the Class A common stock as reported on the Over-the-Counter Pink Sheets.
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On April 24, 2018, there were 31,935,990 outstanding shares of Class A common stock (including 111,291 shares owned by a subsidiary and excluding 616,296 shares held in treasury), 555,556 outstanding shares of Class B common stock, 58,967,502 outstanding shares of Class C common stock and no outstanding shares of Class D common stock.
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Page
Number
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PART I
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Item 1.
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Item 1A.
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Item 1B.
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Item 2.
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Item 3.
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Item 4.
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PART II
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Item 5.
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Item 6.
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Item 7.
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Item 7A.
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Item 8.
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Item 9.
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Item 9A.
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Item 9B.
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PART III
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Item 10.
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Item 11.
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Item 12.
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Item 13.
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Item 14.
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PART IV
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Item 15.
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Item 16.
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•
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Streaming.
We provide streaming content via the Internet, mobile and other digital platforms through our iHeartRadio platform and our stations' hundreds of websites. We rank among the top streaming networks in the U.S. with regards to Average Active Sessions (“AAS”), Session Starts (“SS”) and Average Time Spent Listening (“ATSL”). AAS and SS measure the level of activity while ATSL measures the ability to keep the audience engaged.
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Websites and Mobile Applications.
We have developed mobile and Internet applications such as the iHeartRadio mobile application available on smart phones and tablets and website as well as websites for our stations and
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On Demand
. In January 2017 we announced the official release of our two new on demand subscription services, iHeartRadio Plus and iHeartRadio All Access - the first fully-differentiated streaming music services that use on demand functionality to make radio truly interactive. Both services provide the best of live radio combined with easy-to-use on demand functionality. iHeartRadio Plus transforms live and custom radio listening with the addition of replay and unlimited skip functionality, the ability to save songs directly to user playlists and search for songs from a library of millions of tracks; iHeartRadio All Access combines the interactive functionality of iHeartRadio Plus with a complete music collection and library linked seamlessly to the radio listening experience, with functionality including the ability to listen offline; build subscribers' personal music libraries; no playback cap; and the ability to delete and sequence their playlist experience as well as manage unlimited playlists.
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Nielsen
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Number
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Market
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of
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Rank
(1)
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Market
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Stations
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1
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New York, NY
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6
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2
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Los Angeles, CA
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8
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3
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Chicago, IL
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6
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4
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San Francisco, CA
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6
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5
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Dallas-Ft. Worth, TX
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6
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6
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Houston-Galveston, TX
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6
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7
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Washington, DC
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5
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8
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Atlanta, GA
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7
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9
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Philadelphia, PA
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6
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10
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Boston, MA
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7
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11
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Miami-Ft. Lauderdale-Hollywood, FL
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7
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12
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Seattle-Tacoma, WA
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8
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13
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Detroit, MI
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6
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14
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Phoenix, AZ
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8
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16
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Minneapolis-St. Paul, MN
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6
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17
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San Diego, CA
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7
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18
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Denver-Boulder, CO
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8
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19
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Tampa-St. Petersburg-Clearwater, FL
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8
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20
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Nassau-Suffolk, NY
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1
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21
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Baltimore, MD
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4
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22
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Portland, OR
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7
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23
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St. Louis, MO
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6
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24
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Charlotte-Gastonia-Rock Hill, NC-SC
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4
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25
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Riverside-San Bernardino, CA
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6
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Total Top 25 Markets
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148
(2)
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(1)
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Source: Fall 2017 NielsenAudio Radio Market Rankings.
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(2)
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Our station in the Nassau-Suffolk, NY market is also represented in the New York, NY Nielsen market. Thus, the actual number of stations in the top 25 markets is 148.
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Year Ended December 31,
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2017
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2016
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2015
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Billboards:
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Bulletins
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59
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%
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59
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%
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58
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%
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Posters
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10
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%
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10
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%
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12
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%
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Transit displays
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16
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%
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16
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%
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15
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%
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Street furniture displays
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7
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%
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7
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%
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6
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%
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Spectaculars/wallscapes
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4
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%
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4
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%
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5
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%
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Other
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4
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%
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4
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%
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4
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%
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Total
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100
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%
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100
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%
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100
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%
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•
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Bulletins.
Bulletins vary in size, with the most common size being 14 feet high by 48 feet wide. Digital bulletins display static messages that resemble standard printed bulletins when viewed, but also allow advertisers to change messages throughout the course of a day, and may display advertisements for multiple customers. Our electronic displays are linked through centralized computer systems to instantaneously and simultaneously change advertising copy as needed. Because of their greater size, impact, high-frequency and 24-hour advertising changes, we typically receive our highest rates for digital bulletins. Almost all of the advertising copy displayed on printed bulletins is computer printed on vinyl and transported to the bulletin where it is secured to the display surface. Bulletins generally are located along major expressways, primary commuting routes and main intersections that are highly visible and heavily trafficked. Our clients may contract for individual bulletins or a network of bulletins, meaning the clients’ advertisements are rotated among bulletins to increase the reach of the campaign. Our client contracts for bulletins, either printed or digital, generally have terms ranging from four weeks to one year.
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Posters.
Printed posters are approximately 11 feet high by 23 feet wide, and the printed junior posters are approximately 5 feet high by 11 feet wide. Digital posters are available in addition to the traditional poster-size and
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Year Ended December 31,
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2017
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2016
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2015
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Street furniture displays
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51
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%
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52
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%
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52
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%
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Billboards
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17
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%
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17
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%
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19
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%
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Transit displays
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11
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%
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10
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%
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9
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%
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Other
(1)
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21
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%
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21
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%
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20
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%
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Total
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100
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%
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100
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%
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100
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%
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(1)
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Includes advertising revenue from retail displays, other small displays, and non-advertising revenue from sales of street furniture equipment, cleaning and maintenance services, operation of SmartBike programs and production revenue.
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Premium
. Digital premium billboards allow advertisers to dynamically change messages throughout the course of a day to more effectively target and engage audiences in key locations, and may display advertisements for multiple customers. Our electronic displays are linked through centralized computer systems to instantaneously and simultaneously change messages throughout the course of a day. Because of their greater size, impact, high frequency and 24-hour advertising changes, digital premium billboards typically deliver our highest rates. Almost all of the advertising copy displayed on printed premium billboards is digitally-printed and transported to the billboard where it is secured to the display surface. Premium billboards generally are located along major expressways, primary commuting routes and main intersections that are highly visible and heavily trafficked. Our clients may contract for individual billboards or a network of billboards.
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Classic
. Digital and printed classic billboards are available in a variety of formats across our markets. Similar to digital premium billboards, classic digital billboards are linked through centralized computer systems to instantaneously and simultaneously change messages throughout the course of a day. Advertising copy for printed classic billboards is digitally printed then transported and secured to the poster surfaces. Classic billboards generally are located in commercial areas on primary and secondary routes near point-of-purchase locations, facilitating advertising campaigns with greater demographic targeting than those displayed on premium billboards. Classic billboards typically deliver lower rates than our premium billboards. Our intent is to combine the creative impact of premium billboards with the additional reach and frequency of classic billboards.
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Local Radio Ownership Rule.
The maximum allowable number of radio stations that may be commonly owned in a market is based on the size of the market. In markets with 45 or more stations, one entity may have an attributable interest in up to eight stations, of which no more than five are in the same service (AM or FM). In markets with 30-44 stations, one entity may have an attributable interest in up to seven stations, of which no more than four are in the same service. In markets with 15-29 stations, one entity may have an attributable interest in up to six stations, of which no more than four are in the same service. In markets with 14 or fewer stations, one entity may have an attributable interest in up to five stations, of which no more than three are in the same service, so long as the entity does not have an interest in more than 50% of all stations in the market. To apply these ownership tiers, the FCC relies on Nielsen Metro Survey Areas, where they exist, and a signal contour-overlap methodology where they do not exist. An FCC rulemaking is pending to determine how to define radio markets for stations located outside Nielsen Metro Survey Areas.
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Newspaper-Broadcast Cross-Ownership Rule.
FCC rules have historically prohibited an individual or entity from having an attributable interest in either a radio or television station and a daily newspaper located in the same market. As noted below, the FCC has recently adopted an order eliminating this prohibition.
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Radio-Television Cross-Ownership Rule.
FCC rules have permitted the common ownership of one television and up to seven same-market radio stations, or up to two television and six same-market radio stations, depending on the number of independent media voices in the market and on whether the television and radio components of the
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our creditors or other third parties may take actions or make decisions that are inconsistent with and detrimental to the plans we believe to be in the best interests of the Company;
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we may be unable to obtain court approval with respect to certain matters in the Chapter 11 Cases from time to time;
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the court may not agree with our objections to positions taken by other parties;
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we may not be able to confirm and consummate a Chapter 11 plan of reorganization or may be delayed in doing so;
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we may not be able to obtain and maintain normal credit terms with vendors, strategic partners and service providers;
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we may not be able to continue to invest in our products and services, which could hurt our competitiveness;
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we may not be able to enter into or maintain contracts that are critical to our operations at competitive rates and terms, if at all;
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we may be exposed to risks associated with third parties seeking and obtaining court approval to (i) terminate or shorten our exclusivity period to propose and confirm a plan of reorganization, (ii) appoint a Chapter 11 trustee or (iii) convert the cases to Chapter 7 liquidation cases; and
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our customers may choose to advertise with our competitors.
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engage in certain transactions with our vendors;
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buy or sell assets outside the ordinary course of business;
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consolidate, merge, sell or otherwise dispose of all or substantially all of our assets;
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grant liens; and
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finance our operations, investments or other capital needs or to engage in other business activities that would be in our interest.
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limiting our ability to borrow additional amounts for working capital, capital expenditures, debt service requirements, execution of our business strategy or other purposes;
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limiting our ability to use operating cash flow in other areas of our business because we must dedicate a substantial portion of these funds to service debt;
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increasing our vulnerability to general adverse economic and industry conditions, including increases in interest rates, particularly given our substantial indebtedness which bears interest at variable rates;
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limiting our ability to capitalize on business opportunities and to react to competitive pressures; and
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limiting our ability or increasing the costs to refinance indebtedness.
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unfavorable fluctuations in operating costs, which we may be unwilling or unable to pass through to our customers;
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our inability to successfully adopt or our being late in adopting technological changes and innovations that offer more attractive advertising or listening alternatives than what we offer, which could result in a loss of advertising
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the impact of potential new royalties charged for terrestrial radio broadcasting, which could materially increase our expenses;
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unfavorable shifts in population and other demographics, which may cause us to lose advertising customers as people migrate to markets where we have a smaller presence or which may cause advertisers to be willing to pay less in advertising fees if the general population shifts into a less desirable age or geographical demographic from an advertising perspective;
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adverse political effects and acts or threats of terrorism or military conflicts; and
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unfavorable changes in labor conditions, which may impair our ability to operate or require us to spend more to retain and attract key employees.
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we expend substantial cost and managerial time and effort to prepare bids and proposals for contracts that we may not win;
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we may be unable to estimate accurately the revenue derived from and the resources and cost structure that will be required to service any contract we win; and
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we may encounter expenses and delays if our competitors challenge awards of contracts to us in competitive bidding, and any such challenge could result in the resubmission of bids on modified specifications, or in the termination, reduction or modification of the awarded contract.
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our dispositions may negatively impact revenues from our national, regional and other sales networks;
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our dispositions may make it difficult to generate cash flows from operations sufficient to meet our anticipated cash requirements, including our and Clear Channel Outdoor Holdings, Inc.'s ("CCOH") debt service requirements;
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our acquisitions may prove unprofitable and fail to generate anticipated cash flows:
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to successfully manage our large portfolio of iHeartMedia, outdoor advertising and other businesses, we may need to:
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recruit additional senior management as we cannot be assured that senior management of acquired businesses will continue to work for us and we cannot be certain that our recruiting efforts will succeed, and
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expand corporate infrastructure to facilitate the integration of our operations with those of acquired businesses, because failure to do so may cause us to lose the benefits of any expansion that we decide to undertake by leading to disruptions in our ongoing businesses or by distracting our management;
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we may enter into markets and geographic areas where we have limited or no experience;
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we may encounter difficulties in the integration of operations and systems; and
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our management’s attention may be diverted from other business concerns.
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potential adverse changes in the diplomatic relations of foreign countries with the United States;
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hostility from local populations;
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the adverse effect of foreign exchange controls;
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government policies against businesses owned by foreigners;
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investment restrictions or requirements;
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expropriations of property without adequate compensation;
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the potential instability of foreign governments;
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the risk of insurrections;
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risks of renegotiation or modification of existing agreements with governmental authorities;
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difficulties collecting receivables and otherwise enforcing contracts with governmental agencies and others in some foreign legal systems;
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withholding and other taxes on remittances and other payments by subsidiaries;
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changes in tax structure and level; and
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changes in laws or regulations or the interpretation or application of laws or regulations.
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the risks and uncertainties associated with the Chapter 11 Cases;
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our ability to generate sufficient cash from operations to fund our operations;
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our ability to propose and implement a business plan;
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our ability to pursue our business strategies during the Chapter 11 Cases;
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the diversion of management’s attention as a result of the Chapter 11 Cases;
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increased levels of employee attrition as a result of the Chapter 11 Cases;
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the impact of a protracted restructuring on our business;
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our ability to obtain sufficient exit financing to emerge from Chapter 11 and operate successfully;
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our ability to obtain confirmation of a Chapter 11 plan of reorganization;
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volatility of our financial results as a result of the Chapter 11 Cases;
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our inability to predict our long-term liquidity requirements and the adequacy of our capital resources;
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the availability of cash to maintain our operations and fund our emergence costs;
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our ability to continue as a going concern;
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the impact of CCOH’s substantial indebtedness;
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the impact of our substantial indebtedness upon emergence from Chapter 11, including the effect of our leverage on our financial position and earnings;
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risks associated with weak or uncertain global economic conditions and their impact on the level of expenditures on advertising;
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other general economic and political conditions in the United States and in other countries in which we currently do business, including those resulting from recessions, political events and acts or threats of terrorism or military conflicts;
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industry conditions, including competition;
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increased competition from alternative media platforms and technologies;
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changes in labor conditions, including programming, program hosts and management;
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fluctuations in operating costs;
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technological changes and innovations;
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shifts in population and other demographics;
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our ability to obtain keep municipal concessions for our street furniture and transit products;
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the impact of future dispositions, acquisitions and other strategic transactions;
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legislative or regulatory requirements;
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regulations and consumer concerns regarding privacy and data protection, and breaches of information security measures;
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restrictions on outdoor advertising of certain products;
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fluctuations in exchange rates and currency values;
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risks of doing business in foreign countries;
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•
|
the identification of a material weakness in our internal control over financial reporting; and
|
|
•
|
certain other factors set forth in our other filings with the SEC.
|
|
Name
|
|
Age
|
|
Position
|
|
Robert W. Pittman
|
|
64
|
|
Chairman and Chief Executive Officer
|
|
Richard J. Bressler
|
|
60
|
|
President, Chief Operating Officer, Chief Financial Officer and Director
|
|
Scott R. Wells
|
|
49
|
|
Chief Executive Officer – Clear Channel Outdoor Americas
|
|
C. William Eccleshare
|
|
62
|
|
Chairman and Chief Executive Officer – Clear Channel Outdoor International
|
|
Steven J. Macri
|
|
49
|
|
Senior Vice President – Corporate Finance
|
|
Scott D. Hamilton
|
|
48
|
|
Senior Vice President, Chief Accounting Officer and Assistant Secretary
|
|
Robert H. Walls, Jr.
|
|
57
|
|
Executive Vice President, General Counsel and Secretary
|
|
|
Class A
Common Stock
Market Price
|
|
Class A
Common Stock
Market Price
|
||||||||||
|
|
High
|
Low
|
|
High
|
Low
|
||||||||
|
2017
|
|
|
2016
|
|
|
||||||||
|
First Quarter................
|
$
|
3.84
|
|
$
|
1.07
|
|
First Quarter..................
|
$
|
1.25
|
|
$
|
0.80
|
|
|
Second Quarter...........
|
3.35
|
|
1.45
|
|
Second Quarter.............
|
1.30
|
|
0.77
|
|
||||
|
Third Quarter..............
|
1.80
|
|
1.26
|
|
Third Quarter................
|
1.47
|
|
1.08
|
|
||||
|
Fourth Quarter............
|
1.55
|
|
0.45
|
|
Fourth Quarter..............
|
1.53
|
|
1.11
|
|
||||
|
Period
|
|
Total Number of Shares Purchased
(1)
|
|
Average Price Paid per Share
(1)
|
|
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
|
|
Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs
|
||||||
|
October 1 through October 31
|
|
18,933
|
|
|
$
|
1.36
|
|
|
—
|
|
|
$
|
—
|
|
|
November 1 through November 30
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
|
December 1 through December 31
|
|
10,351
|
|
|
0.60
|
|
|
—
|
|
|
—
|
|
||
|
Total
|
|
29,284
|
|
|
$
|
1.09
|
|
|
—
|
|
|
—
|
|
|
|
(In thousands, except per share data)
|
For the Years Ended December 31,
|
||||||||||||||||||
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
|
Results of Operations Data:
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Revenue
|
$
|
6,170,994
|
|
|
$
|
6,260,062
|
|
|
$
|
6,241,516
|
|
|
$
|
6,318,533
|
|
|
$
|
6,243,044
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Direct operating expenses (excludes depreciation and amortization)
|
2,461,722
|
|
|
2,398,776
|
|
|
2,471,113
|
|
|
2,540,035
|
|
|
2,560,028
|
|
|||||
|
Selling, general and administrative expenses (excludes depreciation and amortization)
|
1,851,646
|
|
|
1,725,899
|
|
|
1,704,352
|
|
|
1,680,938
|
|
|
1,641,462
|
|
|||||
|
Corporate expenses (excludes depreciation and amortization)
|
311,898
|
|
|
341,072
|
|
|
315,143
|
|
|
321,023
|
|
|
316,095
|
|
|||||
|
Depreciation and amortization
|
601,295
|
|
|
635,227
|
|
|
673,991
|
|
|
710,898
|
|
|
730,828
|
|
|||||
|
Impairment charges
(1)
|
10,199
|
|
|
8,000
|
|
|
21,631
|
|
|
24,176
|
|
|
16,970
|
|
|||||
|
Other operating income (expense), net
|
35,704
|
|
|
353,556
|
|
|
94,001
|
|
|
40,031
|
|
|
22,998
|
|
|||||
|
Operating income
|
969,938
|
|
|
1,504,644
|
|
|
1,149,287
|
|
|
1,081,494
|
|
|
1,000,659
|
|
|||||
|
Interest expense
|
1,865,584
|
|
|
1,849,982
|
|
|
1,805,496
|
|
|
1,741,596
|
|
|
1,649,451
|
|
|||||
|
Gain (loss) on investments
|
(4,872
|
)
|
|
(12,907
|
)
|
|
(4,421
|
)
|
|
—
|
|
|
130,879
|
|
|||||
|
Equity in loss of nonconsolidated affiliates
|
(2,855
|
)
|
|
(16,733
|
)
|
|
(902
|
)
|
|
(9,416
|
)
|
|
(77,696
|
)
|
|||||
|
Gain (loss) on extinguishment of debt
|
1,271
|
|
|
157,556
|
|
|
(2,201
|
)
|
|
(43,347
|
)
|
|
(87,868
|
)
|
|||||
|
Other income (expense), net
|
(15,322
|
)
|
|
(73,102
|
)
|
|
13,056
|
|
|
9,104
|
|
|
(21,980
|
)
|
|||||
|
Loss before income taxes
|
(917,424
|
)
|
|
(290,524
|
)
|
|
(650,677
|
)
|
|
(703,761
|
)
|
|
(705,457
|
)
|
|||||
|
Income tax benefit (expense)
|
457,406
|
|
|
50,474
|
|
|
(86,957
|
)
|
|
(58,489
|
)
|
|
121,817
|
|
|||||
|
Consolidated net loss
|
(460,018
|
)
|
|
(240,050
|
)
|
|
(737,634
|
)
|
|
(762,250
|
)
|
|
(583,640
|
)
|
|||||
|
Less amount attributable to noncontrolling interest
|
(66,127
|
)
|
|
56,312
|
|
|
17,140
|
|
|
31,610
|
|
|
23,384
|
|
|||||
|
Net loss attributable to the Company
|
$
|
(393,891
|
)
|
|
$
|
(296,362
|
)
|
|
$
|
(754,774
|
)
|
|
$
|
(793,860
|
)
|
|
$
|
(607,024
|
)
|
|
|
For the Years Ended December 31,
|
||||||||||||||||||
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
|
Net loss per common share:
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Basic:
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Net loss attributable to the Company
|
$
|
(4.64
|
)
|
|
$
|
(3.50
|
)
|
|
$
|
(8.96
|
)
|
|
$
|
(9.46
|
)
|
|
$
|
(7.28
|
)
|
|
Diluted:
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Net loss attributable to the Company
|
$
|
(4.64
|
)
|
|
$
|
(3.50
|
)
|
|
$
|
(8.96
|
)
|
|
$
|
(9.46
|
)
|
|
$
|
(7.28
|
)
|
|
(1)
|
We recorded non-cash impairment charges of
$10.2 million
,
$8.0 million
,
$21.6 million
, $24.2 million and $17.0 million during
2017
,
2016
,
2015
,
2014
and
2013
, respectively. Our impairment charges are discussed more fully in Item 8 of Part II of this Annual Report on Form 10-K.
|
|
(In thousands)
|
As of December 31,
|
||||||||||||||||||
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
|
Balance Sheet Data:
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Current assets
|
$
|
2,067,347
|
|
|
$
|
2,504,687
|
|
|
$
|
2,778,115
|
|
|
$
|
2,109,748
|
|
|
$
|
2,431,162
|
|
|
Property, plant and equipment, net
|
1,884,714
|
|
|
1,948,162
|
|
|
2,212,556
|
|
|
2,699,064
|
|
|
2,897,630
|
|
|||||
|
Total assets
|
12,260,431
|
|
|
12,862,247
|
|
|
13,673,115
|
|
|
13,839,580
|
|
|
14,871,407
|
|
|||||
|
Current liabilities
|
16,354,597
|
|
|
1,674,574
|
|
|
1,659,228
|
|
|
1,364,285
|
|
|
1,763,618
|
|
|||||
|
Long-term debt, net of current maturities
|
5,676,814
|
|
|
20,022,080
|
|
|
20,539,099
|
|
|
20,159,545
|
|
|
19,856,551
|
|
|||||
|
Stockholders' deficit
|
(11,327,455
|
)
|
|
(10,885,475
|
)
|
|
(10,606,681
|
)
|
|
(9,665,208
|
)
|
|
(8,696,635
|
)
|
|||||
|
•
|
Consolidated revenue
decreased
$89.1 million
during
2017
compared to
2016
. Excluding the
$8.6 million
impact from movements in foreign exchange rates, consolidated revenue
decreased
$97.7 million
during
2017
compared to
2016
.
|
|
•
|
In the first quarter of 2017, we sold our Indianapolis, Indiana outdoor market in exchange for certain assets in Atlanta, Georgia with a fair value of
$39.4 million
, plus
$43.1 million
in cash, net of closing costs, resulting in a net gain of
$28.9 million
related to the sale, which is included within Other operating income (expense), net.
|
|
•
|
In the third quarter of 2017, we sold our ownership interest in an Americas outdoor joint venture in Canada, resulting in a net loss on sale of
$12.1 million
, including a
$6.3 million
cumulative translation adjustment, which is included within Other operating income (expense), net.
|
|
•
|
On February 7, 2017,
iHeartCommunications
completed an exchange offer by issuing $476.4 million in aggregate principal amount of 11.25% Priority Guarantee Notes due 2021 in exchange for $476.4 million of aggregate principal amount outstanding of
its
10.0% Senior Notes due 2018. Of the $476.4 million principal amount of 11.25% Priority Guarantee Notes due 2021 issued in the exchange offer, $241.4 million principal amount was issued to subsidiaries of
iHeartCommunications
that participated in the exchange offer.
|
|
•
|
On August 14, 2017, Clear Channel International B.V. (“CCIBV”), an indirect subsidiary of the Company, issued $150.0 million in aggregate principal amount of 8.75% Senior Notes due 2020 (the “New Notes”). The New Notes were issued as additional notes under the indenture governing CCIBV’s existing 8.75% Senior Notes due 2020 and were issued at a premium, resulting in $156.0 million in proceeds.
|
|
•
|
On November 30, 2017,
iHeartCommunications
refinanced its receivables based credit facility and replaced it with a $300.0 million term loan and revolving credit commitments of $250.0 million. As of December 31, 2017, $300.0 million was drawn on the term loan and $105.0 million on the revolving credit commitments for a total of $405.0 million outstanding. The facility has a three-year term, maturing in 2020 and accrues interest at a rate of LIBOR plus
4.75%
.
|
|
•
|
In the fourth quarter of 2017, we exchanged four radio stations in Chattanooga, TN and six radio stations in Richmond, VA for four radio stations in Boston, MA and three radio stations in Seattle, WA.
|
|
(In thousands)
|
Years Ended December 31,
|
|
%
|
||||||
|
|
2017
|
|
2016
|
|
Change
|
||||
|
Revenue
|
$
|
6,170,994
|
|
|
$
|
6,260,062
|
|
|
(1.4)%
|
|
Operating expenses:
|
|
|
|
|
|
||||
|
Direct operating expenses (excludes depreciation and amortization)
|
2,461,722
|
|
|
2,398,776
|
|
|
2.6%
|
||
|
Selling, general and administrative expenses (excludes depreciation and amortization)
|
1,851,646
|
|
|
1,725,899
|
|
|
7.3%
|
||
|
Corporate expenses (excludes depreciation and amortization)
|
311,898
|
|
|
341,072
|
|
|
(8.6)%
|
||
|
Depreciation and amortization
|
601,295
|
|
|
635,227
|
|
|
(5.3)%
|
||
|
Impairment charges
|
10,199
|
|
|
8,000
|
|
|
27.5%
|
||
|
Other operating income, net
|
35,704
|
|
|
353,556
|
|
|
(89.9)%
|
||
|
Operating income
|
969,938
|
|
|
1,504,644
|
|
|
(35.5)%
|
||
|
Interest expense
|
1,865,584
|
|
|
1,849,982
|
|
|
|
||
|
Loss on investments, net
|
(4,872
|
)
|
|
(12,907
|
)
|
|
|
||
|
Equity in loss of nonconsolidated affiliates
|
(2,855
|
)
|
|
(16,733
|
)
|
|
|
||
|
Gain on extinguishment of debt
|
1,271
|
|
|
157,556
|
|
|
|
||
|
Other expense, net
|
(15,322
|
)
|
|
(73,102
|
)
|
|
|
||
|
Loss before income taxes
|
(917,424
|
)
|
|
(290,524
|
)
|
|
|
||
|
Income tax benefit
|
457,406
|
|
|
50,474
|
|
|
|
||
|
Consolidated net loss
|
(460,018
|
)
|
|
(240,050
|
)
|
|
|
||
|
Less amount attributable to noncontrolling interest
|
(66,127
|
)
|
|
56,312
|
|
|
|
||
|
Net loss attributable to the Company
|
$
|
(393,891
|
)
|
|
$
|
(296,362
|
)
|
|
|
|
(In thousands)
|
Years Ended December 31,
|
|
%
|
|||||||
|
|
2017
|
|
2016
|
|
Change
|
|||||
|
Revenue
|
$
|
3,442,963
|
|
|
$
|
3,403,040
|
|
|
1.2
|
%
|
|
Direct operating expenses
|
1,059,123
|
|
|
975,463
|
|
|
8.6
|
%
|
||
|
SG&A expenses
|
1,245,741
|
|
|
1,102,998
|
|
|
12.9
|
%
|
||
|
Depreciation and amortization
|
233,757
|
|
|
243,964
|
|
|
(4.2
|
)%
|
||
|
Operating income
|
$
|
904,342
|
|
|
$
|
1,080,615
|
|
|
(16.3
|
)%
|
|
(In thousands)
|
Years Ended December 31,
|
|
%
|
||||||
|
|
2017
|
|
2016
|
|
Change
|
||||
|
Revenue
|
$
|
1,256,326
|
|
|
$
|
1,278,413
|
|
|
(1.7)%
|
|
Direct operating expenses
|
574,113
|
|
|
570,310
|
|
|
0.7%
|
||
|
SG&A expenses
|
219,467
|
|
|
225,415
|
|
|
(2.6)%
|
||
|
Depreciation and amortization
|
189,707
|
|
|
185,654
|
|
|
2.2%
|
||
|
Operating income
|
$
|
273,039
|
|
|
$
|
297,034
|
|
|
(8.1)%
|
|
(In thousands)
|
Years Ended December 31,
|
|
%
|
||||||
|
|
2017
|
|
2016
|
|
Change
|
||||
|
Revenue
|
$
|
1,334,939
|
|
|
$
|
1,410,471
|
|
|
(5.4)%
|
|
Direct operating expenses
|
828,652
|
|
|
851,748
|
|
|
(2.7)%
|
||
|
SG&A expenses
|
289,170
|
|
|
289,787
|
|
|
(0.2)%
|
||
|
Depreciation and amortization
|
131,224
|
|
|
152,758
|
|
|
(14.1)%
|
||
|
Operating income
|
$
|
85,893
|
|
|
$
|
116,178
|
|
|
(26.1)%
|
|
(In thousands)
|
Years Ended December 31,
|
|
%
|
||||||
|
|
2016
|
|
2015
|
|
Change
|
||||
|
Revenue
|
$
|
6,260,062
|
|
|
$
|
6,241,516
|
|
|
0.3%
|
|
Operating expenses:
|
|
|
|
|
|
||||
|
Direct operating expenses (excludes depreciation and amortization)
|
2,398,776
|
|
|
2,471,113
|
|
|
(2.9)%
|
||
|
Selling, general and administrative expenses (excludes depreciation and amortization)
|
1,725,899
|
|
|
1,704,352
|
|
|
1.3%
|
||
|
Corporate expenses (excludes depreciation and amortization)
|
341,072
|
|
|
315,143
|
|
|
8.2%
|
||
|
Depreciation and amortization
|
635,227
|
|
|
673,991
|
|
|
(5.8)%
|
||
|
Impairment charges
|
8,000
|
|
|
21,631
|
|
|
(63.0)%
|
||
|
Other operating income, net
|
353,556
|
|
|
94,001
|
|
|
276.1%
|
||
|
Operating income
|
1,504,644
|
|
|
1,149,287
|
|
|
30.9%
|
||
|
Interest expense
|
1,849,982
|
|
|
1,805,496
|
|
|
|
||
|
Loss on investments, net
|
(12,907
|
)
|
|
(4,421
|
)
|
|
|
||
|
Equity in loss of nonconsolidated affiliates
|
(16,733
|
)
|
|
(902
|
)
|
|
|
||
|
Gain (loss) on extinguishment of debt
|
157,556
|
|
|
(2,201
|
)
|
|
|
||
|
Other income (expense), net
|
(73,102
|
)
|
|
13,056
|
|
|
|
||
|
Loss before income taxes
|
(290,524
|
)
|
|
(650,677
|
)
|
|
|
||
|
Income tax benefit (expense)
|
50,474
|
|
|
(86,957
|
)
|
|
|
||
|
Consolidated net loss
|
(240,050
|
)
|
|
(737,634
|
)
|
|
|
||
|
Less amount attributable to noncontrolling interest
|
56,312
|
|
|
17,140
|
|
|
|
||
|
Net loss attributable to the Company
|
$
|
(296,362
|
)
|
|
$
|
(754,774
|
)
|
|
|
|
(In thousands)
|
Years Ended December 31,
|
|
%
|
||||||
|
|
2016
|
|
2015
|
|
Change
|
||||
|
Revenue
|
$
|
3,403,040
|
|
|
$
|
3,284,320
|
|
|
3.6%
|
|
Direct operating expenses
|
975,463
|
|
|
972,937
|
|
|
0.3%
|
||
|
SG&A expenses
|
1,102,998
|
|
|
1,065,066
|
|
|
3.6%
|
||
|
Depreciation and amortization
|
243,964
|
|
|
240,207
|
|
|
1.6%
|
||
|
Operating income
|
$
|
1,080,615
|
|
|
$
|
1,006,110
|
|
|
7.4%
|
|
(In thousands)
|
Years Ended December 31,
|
|
%
|
||||||
|
|
2016
|
|
2015
|
|
Change
|
||||
|
Revenue
|
$
|
1,278,413
|
|
|
$
|
1,349,021
|
|
|
(5.2)%
|
|
Direct operating expenses
|
570,310
|
|
|
597,382
|
|
|
(4.5)%
|
||
|
SG&A expenses
|
225,415
|
|
|
233,254
|
|
|
(3.4)%
|
||
|
Depreciation and amortization
|
185,654
|
|
|
204,514
|
|
|
(9.2)%
|
||
|
Operating income
|
$
|
297,034
|
|
|
$
|
313,871
|
|
|
(5.4)%
|
|
(In thousands)
|
Years Ended December 31,
|
|
%
|
||||||
|
|
2016
|
|
2015
|
|
Change
|
||||
|
Revenue
|
$
|
1,410,471
|
|
|
$
|
1,457,183
|
|
|
(3.2)%
|
|
Direct operating expenses
|
851,748
|
|
|
897,520
|
|
|
(5.1)%
|
||
|
SG&A expenses
|
289,787
|
|
|
298,250
|
|
|
(2.8)%
|
||
|
Depreciation and amortization
|
152,758
|
|
|
166,060
|
|
|
(8.0)%
|
||
|
Operating income
|
$
|
116,178
|
|
|
$
|
95,353
|
|
|
21.8%
|
|
(In thousands)
|
Years Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
iHM
|
$
|
904,342
|
|
|
$
|
1,080,615
|
|
|
$
|
1,006,110
|
|
|
Americas outdoor
|
273,039
|
|
|
297,034
|
|
|
313,871
|
|
|||
|
International outdoor
|
85,893
|
|
|
116,178
|
|
|
95,353
|
|
|||
|
Other
|
28,395
|
|
|
43,411
|
|
|
19,314
|
|
|||
|
Impairment charges
|
(10,199
|
)
|
|
(8,000
|
)
|
|
(21,631
|
)
|
|||
|
Corporate expense
(1)
|
(347,236
|
)
|
|
(378,150
|
)
|
|
(357,731
|
)
|
|||
|
Other operating income, net
|
35,704
|
|
|
353,556
|
|
|
94,001
|
|
|||
|
Consolidated operating income
|
$
|
969,938
|
|
|
$
|
1,504,644
|
|
|
$
|
1,149,287
|
|
|
(1)
|
Corporate expenses include expenses related to iHM, Americas outdoor, International outdoor and our Other category, as well as overall executive, administrative and support functions.
|
|
(In thousands)
|
Years Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
Cash provided by (used for):
|
|
|
|
|
|
||||||
|
Operating activities
|
$
|
(503,740
|
)
|
|
$
|
(13,982
|
)
|
|
$
|
(77,304
|
)
|
|
Investing activities
|
$
|
(236,071
|
)
|
|
$
|
510,915
|
|
|
$
|
30,234
|
|
|
Financing activities
|
$
|
151,335
|
|
|
$
|
(418,231
|
)
|
|
$
|
377,410
|
|
|
|
December 31,
|
||||||
|
(In millions)
|
2017
|
|
2016
|
||||
|
Senior Secured Credit Facilities:
|
|
|
|
||||
|
Term Loan D Facility Due 2019
|
$
|
5,000.0
|
|
|
$
|
5,000.0
|
|
|
Term Loan E Facility Due 2019
|
1,300.0
|
|
|
1,300.0
|
|
||
|
Receivables Based Credit Facility
(1)
|
405.0
|
|
|
330.0
|
|
||
|
9.0% Priority Guarantee Notes Due 2019
|
1,999.8
|
|
|
1,999.8
|
|
||
|
9.0% Priority Guarantee Notes Due 2021
|
1,750.0
|
|
|
1,750.0
|
|
||
|
11.25% Priority Guarantee Notes Due 2021
(2)
|
870.5
|
|
|
575.0
|
|
||
|
9.0% Priority Guarantee Notes Due 2022
|
1,000.0
|
|
|
1,000.0
|
|
||
|
10.625% Priority Guarantee Notes Due 2023
|
950.0
|
|
|
950.0
|
|
||
|
Subsidiary Revolving Credit Facility due 2018
(3)
|
—
|
|
|
—
|
|
||
|
Other Secured Subsidiary Debt
|
8.5
|
|
|
21.0
|
|
||
|
Total Secured Debt
|
$
|
13,283.8
|
|
|
$
|
12,925.8
|
|
|
|
|
|
|
||||
|
14.0% Senior Notes Due 2021
|
1,763.9
|
|
|
1,729.2
|
|
||
|
iHeartCommunications Legacy Notes:
|
|
|
|
||||
|
5.5% Senior Notes Due 2016
(4)
|
—
|
|
|
—
|
|
||
|
6.875% Senior Notes Due 2018
|
175.0
|
|
|
175.0
|
|
||
|
7.25% Senior Notes Due 2027
|
300.0
|
|
|
300.0
|
|
||
|
10.0% Senior Notes Due 2018
(2)
|
47.5
|
|
|
347.0
|
|
||
|
Subsidiary Senior Notes:
|
|
|
|
||||
|
6.5% Series A Senior Notes Due 2022
|
735.8
|
|
|
735.8
|
|
||
|
6.5% Series B Senior Notes Due 2022
|
1,989.2
|
|
|
1,989.2
|
|
||
|
Subsidiary Senior Subordinated Notes:
|
|
|
|
||||
|
7.625% Series A Senior Notes Due 2020
|
275.0
|
|
|
275.0
|
|
||
|
7.625% Series B Senior Notes Due 2020
|
1,925.0
|
|
|
1,925.0
|
|
||
|
Subsidiary 8.75% Senior Notes due 2020
(5)
|
375.0
|
|
|
225.0
|
|
||
|
Other Subsidiary Debt
|
24.6
|
|
|
28.0
|
|
||
|
Purchase accounting adjustments and original issue discount
|
(136.6
|
)
|
|
(167.0
|
)
|
||
|
Long-term debt fees
|
(109.0
|
)
|
|
(123.0
|
)
|
||
|
Total Debt
|
$
|
20,649.2
|
|
|
$
|
20,365.0
|
|
|
Less: Cash and cash equivalents
|
267.1
|
|
|
845.0
|
|
||
|
|
$
|
20,382.1
|
|
|
$
|
19,520.0
|
|
|
(1)
|
On November 30, 2017,
iHeartCommunications
refinanced its receivables based credit facility and replaced it with a new facility providing for a $300.0 million term loan and revolving credit commitments of $250.0 million. On November 30, 2017,
iHeartCommunications
drew $300.0 million on the term loan and $65.0 million on the revolving credit commitments for a total of $365.0 million in borrowings. The facility has a three-year term, maturing in 2020, and accrues interest at a rate of LIBOR plus
4.75%
. On December 27, 2017,
iHeartCommunications
incurred $40.0 million of additional borrowings under the revolving credit loan portion of this facility bringing
its
total outstanding borrowings under this facility to $405.0 million.
|
|
(2)
|
On February 7, 2017,
iHeartCommunications
completed an exchange offer of $476.4 million principal amount of
its
10.0% Senior Notes due 2018 for $476.4 million principal amount of newly-issued 11.25% Priority Guarantee Notes due 2021, which were issued as "additional notes" under the indenture governing the 11.25% Priority Guarantee Notes due 2021. Of the $476.4 million principal amount of 11.25% Priority Guarantee Notes due 2021 issued in the exchange offer, $241.4 million principal amount was issued to subsidiaries of
iHeartCommunications
that participated in the exchange offer. On July 10, 2017,
iHeartCommunications
exchanged $15.6 million principal amount of
its
10.0% Senior Notes
|
|
(3)
|
The subsidiary revolving credit facility provides for borrowings of up to $75.0 million (the revolving credit commitment).
|
|
(4)
|
In December 2016,
iHeartCommunications
repaid at maturity $192.9 million of 5.5% Senior Notes due 2016 and did not pay $57.1 million of the notes held by a subsidiary of ours. The $57.1 million of aggregate principal amount remains outstanding and is eliminated for purposes of consolidation of our financial statements.
|
|
(5)
|
On August 14, 2017, CCIBV, our indirect subsidiary, issued $150.0 million in aggregate principal amount of 8.75% Senior Notes due 2020 (the “New CCIBV Notes”). The New CCIBV Notes were issued as additional notes under the indenture governing CCIBV’s existing 8.75% Senior Notes due 2020.
|
|
•
|
a $5.0 billion term loan D, which matures on January 30, 2019; and
|
|
•
|
a $1.3 billion term loan E, which matures on July 30, 2019.
|
|
•
|
with respect to loans under the term loan D, (i) 5.75% in the case of base rate loans and (ii) 6.75% in the case of Eurocurrency rate loans; and
|
|
•
|
with respect to loans under the term loan E, (i) 6.50% in the case of base rate loans and (ii) 7.50% in the case of Eurocurrency rate loans.
|
|
•
|
a lien on
the
capital stock
of iHeartCommunications
;
|
|
•
|
100% of the capital stock of any future material wholly-owned domestic license subsidiary that is not a “Restricted Subsidiary” under the indenture governing
iHeartCommunications'
legacy notes;
|
|
•
|
certain assets that do not constitute “principal property” (as defined in the indenture governing
iHeartCommunications'
legacy notes);
|
|
•
|
certain specified assets of
iHeartCommunications
and the guarantors that constitute “principal property” (as defined in the indenture governing
iHeartCommunications'
legacy notes) securing obligations under the senior secured credit facilities up to the maximum amount permitted to be secured by such assets without requiring equal and ratable security under the indenture governing
iHeartCommunications'
legacy notes; and
|
|
•
|
a lien on the accounts receivable and related assets securing
iHeartCommunications'
receivables based credit facility that is junior to the lien securing
iHeartCommunications'
obligations under such credit facility.
|
|
|
Four Quarters Ended
|
||
|
(In Millions)
|
December 31, 2017
|
||
|
Consolidated EBITDA (as defined by iHeartCommunications' senior secured credit facilities)
|
$
|
1,589.5
|
|
|
Less adjustments to consolidated EBITDA (as defined by iHeartCommunications' senior secured credit facilities):
|
|||
|
Costs incurred in connection with the closure and/or consolidation of facilities, retention charges, consulting fees and other permitted activities
|
(37.8
|
)
|
|
|
Extraordinary, non-recurring or unusual gains or losses or expenses and severance (as referenced in the definition of consolidated EBITDA in iHeartCommunications' senior secured credit facilities)
|
(43.3
|
)
|
|
|
Non-cash charges
|
(20.4
|
)
|
|
|
Other items
|
66.9
|
|
|
|
Less: Depreciation and amortization, Impairment charges, Other operating income (expense), net, and Share-based compensation expense
|
(585.0
|
)
|
|
|
Operating income
|
969.9
|
|
|
|
Plus: Depreciation and amortization, Impairment charges, Gain (loss) on disposal of operating and fixed assets, and Share-based compensation expense
|
579.1
|
|
|
|
Less: Interest expense
|
(1,865.6
|
)
|
|
|
Less: Current income tax expense
|
(30.8
|
)
|
|
|
Plus: Other income (expense), net
|
(15.3
|
)
|
|
|
Adjustments to reconcile consolidated net loss to net cash provided by operating activities (including Provision for doubtful accounts, Amortization of deferred financing charges and note discounts, net and Other reconciling items, net)
|
25.8
|
|
|
|
Change in assets and liabilities, net of assets acquired and liabilities assumed
|
(166.8
|
)
|
|
|
Net cash used for operating activities
|
$
|
(503.7
|
)
|
|
•
|
incur or guarantee additional debt to persons other than
iHeartCommunications
and
its
subsidiaries (other than CCOH) or issue certain preferred stock;
|
|
•
|
create liens on its restricted subsidiaries’ assets to secure such debt;
|
|
•
|
create restrictions on the payment of dividends or other amounts to CCOH from its restricted subsidiaries that are not guarantors of the CCWH Senior Notes;
|
|
•
|
enter into certain transactions with affiliates; and
|
|
•
|
merge or consolidate with another person, or sell or otherwise dispose of all or substantially all of its assets.
|
|
•
|
incur or guarantee additional debt or issue certain preferred stock;
|
|
•
|
redeem, repurchase or retire CCOH’s subordinated debt;
|
|
•
|
make certain investments;
|
|
•
|
create liens on its or its restricted subsidiaries’ assets to secure debt;
|
|
•
|
create restrictions on the payment of dividends or other amounts to it from its restricted subsidiaries that are not guarantors of the CCWH Senior Notes;
|
|
•
|
enter into certain transactions with affiliates;
|
|
•
|
merge or consolidate with another person, or sell or otherwise dispose of all or substantially all of its assets;
|
|
•
|
sell certain assets, including capital stock of its subsidiaries;
|
|
•
|
designate its subsidiaries as unrestricted subsidiaries; and
|
|
•
|
pay dividends, redeem or repurchase capital stock or make other restricted payments.
|
|
•
|
incur or guarantee additional debt to persons other than
iHeartCommunications
and
its
subsidiaries (other than CCOH) or issue certain preferred stock;
|
|
•
|
create restrictions on the payment of dividends or other amounts to CCOH from its restricted subsidiaries that are not guarantors of the notes;
|
|
•
|
enter into certain transactions with affiliates; and
|
|
•
|
merge or consolidate with another person, or sell or otherwise dispose of all or substantially all of CCOH’s assets.
|
|
•
|
incur or guarantee additional debt or issue certain preferred stock;
|
|
•
|
make certain investments;
|
|
•
|
create restrictions on the payment of dividends or other amounts to CCOH from its restricted subsidiaries that are not guarantors of the notes;
|
|
•
|
enter into certain transactions with affiliates;
|
|
•
|
merge or consolidate with another person, or sell or otherwise dispose of all or substantially all of CCOH’s assets;
|
|
•
|
sell certain assets, including capital stock of CCOH’s subsidiaries;
|
|
•
|
designate CCOH’s subsidiaries as unrestricted subsidiaries; and
|
|
•
|
pay dividends, redeem or repurchase capital stock or make other restricted payments.
|
|
(In millions)
|
Years Ended December 31,
|
|||||||
|
|
2017
|
|
2016
|
|
2015
|
|||
|
iHM
|
58.1
|
|
|
73.2
|
|
|
63.8
|
|
|
Americas outdoor advertising
|
74.6
|
|
|
81.4
|
|
|
82.2
|
|
|
International outdoor advertising
|
146.4
|
|
|
143.8
|
|
|
132.6
|
|
|
Corporate and Other
|
12.9
|
|
|
16.3
|
|
|
17.8
|
|
|
Total capital expenditures
|
292.0
|
|
|
314.7
|
|
|
296.4
|
|
|
(In thousands)
|
Payments due by Period
|
||||||||||||||||||
|
Contractual Obligations
|
Total
|
|
2018
|
|
2019-2020
|
|
2021-2022
|
|
Thereafter
|
||||||||||
|
Long-term Debt:
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Secured Debt
|
$
|
13,283,883
|
|
|
$
|
12,870,997
|
|
|
$
|
405,553
|
|
|
$
|
594
|
|
|
$
|
6,739
|
|
|
Senior Notes due 2021
(2)
|
1,886,585
|
|
|
1,886,585
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
|
iHeartCommunications Legacy Notes:
|
475,000
|
|
|
475,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
|
Senior Notes due 2018
(1)
|
47,482
|
|
|
47,482
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
|
CCWH Senior Notes
|
2,725,000
|
|
|
—
|
|
|
—
|
|
|
2,725,000
|
|
|
—
|
|
|||||
|
CCWH Senior Subordinated Notes
|
2,200,000
|
|
|
—
|
|
|
2,200,000
|
|
|
—
|
|
|
—
|
|
|||||
|
CCIBV Senior Notes
|
375,000
|
|
|
—
|
|
|
375,000
|
|
|
—
|
|
|
—
|
|
|||||
|
Other Long-term Debt
|
24,615
|
|
|
10,478
|
|
|
8,795
|
|
|
5,342
|
|
|
—
|
|
|||||
|
Interest payments on long-term debt
(3)
|
5,228,607
|
|
|
1,801,439
|
|
|
2,338,893
|
|
|
923,223
|
|
|
165,052
|
|
|||||
|
Non-cancelable operating leases
|
4,089,643
|
|
|
492,013
|
|
|
859,994
|
|
|
687,576
|
|
|
2,050,060
|
|
|||||
|
Non-cancelable contracts
|
2,045,981
|
|
|
492,177
|
|
|
721,802
|
|
|
438,289
|
|
|
393,713
|
|
|||||
|
Employment/talent contracts
|
223,678
|
|
|
81,753
|
|
|
121,615
|
|
|
20,310
|
|
|
—
|
|
|||||
|
Capital expenditures
|
68,110
|
|
|
38,444
|
|
|
10,699
|
|
|
9,090
|
|
|
9,877
|
|
|||||
|
Unrecognized tax benefits
(4)
|
112,429
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
112,429
|
|
|||||
|
Other long-term obligations
(5)
|
367,779
|
|
|
8,438
|
|
|
44,470
|
|
|
49,322
|
|
|
265,549
|
|
|||||
|
Total
|
$
|
33,153,792
|
|
|
$
|
18,204,806
|
|
|
$
|
7,086,821
|
|
|
$
|
4,858,746
|
|
|
$
|
3,003,419
|
|
|
(1)
|
iHeartCommunications
repaid the 10.0% Senior Notes due 2018 in full on January 16, 2018.
|
|
(2)
|
Beginning on August 1, 2018 and continuing with each interest payment thereafter, we are required to make certain applicable high yield discount obligation (“AHYDO”) catch-up payments on the principal amount outstanding of Senior Notes due 2021. AHYDO payments of $133.1 million are due in the years 2019-2020. The table includes the current principal amount of Senior Notes due 2021 and reflects the assumption of additional PIK notes of $122.7 million to be issued at each successive interest payment date in the future until maturity. The Senior Notes due 2021 balance reflects the Company's obligations as of
December 31, 2017
|
|
(3)
|
Interest payments on long-term debt reflect the Company's obligations as of
December 31, 2017
. Interest payments on the senior secured credit facilities assume the interest rate is held constant over the remaining term. During the Chapter 11 Cases interest obligations will not be paid on the Debtors' debt agreements.
|
|
(4)
|
The non-current portion of the unrecognized tax benefits is included in the “Thereafter” column as we cannot reasonably estimate the timing or amounts of additional cash payments, if any, at this time. For additional information, see Note 7 included in Item 8 of Part II of this Annual Report on Form 10-K.
|
|
(5)
|
Other long-term obligations includes $47.1 million related to asset retirement obligations recorded pursuant to ASC 410-20, which assumes the underlying assets will be removed at some period over the next 55 years. Also included are $320.7 million of various other long-term obligations.
|
|
•
|
Revenue growth sales forecasts and published by BIA Financial Network, Inc. (“BIA”), varying by market, were used for the initial four-year period;
|
|
•
|
2.0% revenue growth was assumed beyond the initial four-year period;
|
|
•
|
Revenue was grown proportionally over a build-up period, reaching market revenue forecast by year 3;
|
|
•
|
Operating margins of 12.5% in the first year gradually climb to the industry average margin in year 3 of up to 25.0%, depending on market size; and
|
|
•
|
Assumed discount rates of 8.0% for the 13 largest markets and 8.5% for all other markets.
|
|
•
|
Industry revenue growth forecasts between 0.5% and 3.5% were used for the initial four-year period;
|
|
•
|
3.0% revenue growth was assumed beyond the initial four-year period;
|
|
•
|
Revenue was grown over a build-up period, reaching maturity by year 2;
|
|
•
|
Operating margins gradually climb to the industry average margin of up to 55.9%, depending on market size, by year 3; and
|
|
•
|
Assumed discount rate of 7.5%.
|
|
(In thousands)
|
|
Revenue
|
|
Profit
|
|
Discount
|
||||||
|
Description
|
|
Growth Rate
|
|
Margin
|
|
Rates
|
||||||
|
FCC license
|
|
$
|
485,735
|
|
|
$
|
183,700
|
|
|
$
|
549,775
|
|
|
Billboard permits
|
|
$
|
1,107,600
|
|
|
$
|
161,800
|
|
|
$
|
1,118,300
|
|
|
•
|
Expected cash flows underlying our business plans for the periods
2017
through
2021
. Our cash flow assumptions are based on detailed, multi-year forecasts performed by each of our operating segments, and reflect the advertising outlook across our businesses.
|
|
•
|
Cash flows beyond
2021
are projected to grow at a perpetual growth rate, which we estimated at 2.0% for our iHM segment, 3.0% for our Americas outdoor and International outdoor segments, and 2.0% for our Other segment (beyond 2024).
|
|
•
|
In order to risk adjust the cash flow projections in determining fair value, we utilized a discount rate of approximately 8.0% to 11.5% for each of our reporting units.
|
|
(In thousands)
|
|
Revenue
|
|
Profit
|
|
Discount
|
||||||
|
Description
|
|
Growth Rate
|
|
Margin
|
|
Rates
|
||||||
|
iHM
|
|
$
|
1,180,000
|
|
|
$
|
310,000
|
|
|
$
|
1,150,000
|
|
|
Americas Outdoor
|
|
$
|
820,000
|
|
|
$
|
170,000
|
|
|
$
|
780,000
|
|
|
International Outdoor
|
|
$
|
260,000
|
|
|
$
|
210,000
|
|
|
$
|
220,000
|
|
|
(In thousands)
|
December 31,
|
|
December 31,
|
||||
|
|
2017
|
|
2016
|
||||
|
CURRENT ASSETS
|
|
|
|
||||
|
Cash and cash equivalents
|
$
|
267,109
|
|
|
$
|
845,030
|
|
|
Accounts receivable, net of allowance of $48,450 in 2017 and $33,882 in 2016
|
1,508,370
|
|
|
1,364,404
|
|
||
|
Prepaid expenses
|
209,330
|
|
|
184,586
|
|
||
|
Assets held for sale
|
—
|
|
|
55,602
|
|
||
|
Other current assets
|
82,538
|
|
|
55,065
|
|
||
|
Total Current Assets
|
2,067,347
|
|
|
2,504,687
|
|
||
|
PROPERTY, PLANT AND EQUIPMENT
|
|
|
|
||||
|
Structures, net
|
1,180,882
|
|
|
1,196,676
|
|
||
|
Other property, plant and equipment, net
|
703,832
|
|
|
751,486
|
|
||
|
INTANGIBLE ASSETS AND GOODWILL
|
|
|
|
||||
|
Indefinite-lived intangibles - licenses
|
2,451,813
|
|
|
2,413,899
|
|
||
|
Indefinite-lived intangibles - permits
|
977,152
|
|
|
960,966
|
|
||
|
Other intangibles, net
|
550,056
|
|
|
740,508
|
|
||
|
Goodwill
|
4,051,082
|
|
|
4,066,575
|
|
||
|
OTHER ASSETS
|
|
|
|
||||
|
Other assets
|
278,267
|
|
|
227,450
|
|
||
|
Total Assets
|
$
|
12,260,431
|
|
|
$
|
12,862,247
|
|
|
CURRENT LIABILITIES
|
|
|
|
||||
|
Accounts payable
|
$
|
163,449
|
|
|
$
|
142,600
|
|
|
Accrued expenses
|
764,275
|
|
|
724,793
|
|
||
|
Accrued interest
|
268,102
|
|
|
264,170
|
|
||
|
Deferred income
|
186,404
|
|
|
200,103
|
|
||
|
Current portion of long-term debt
|
14,972,367
|
|
|
342,908
|
|
||
|
Total Current Liabilities
|
16,354,597
|
|
|
1,674,574
|
|
||
|
Long-term debt
|
5,676,814
|
|
|
20,022,080
|
|
||
|
Deferred income taxes
|
959,390
|
|
|
1,457,095
|
|
||
|
Other long-term liabilities
|
597,085
|
|
|
593,973
|
|
||
|
Commitments and contingent liabilities (Note 6)
|
|
|
|
|
|
||
|
STOCKHOLDERS’ DEFICIT
|
|
|
|
||||
|
Noncontrolling interest
|
42,764
|
|
|
135,778
|
|
||
|
Class A Common Stock, par value $.001 per share, authorized 400,000,000 shares, issued 32,626,168 and 31,502,448 shares in 2017 and 2016, respectively
|
32
|
|
|
31
|
|
||
|
Class B Common Stock, par value $.001 per share, authorized 150,000,000 shares, issued 555,556 shares in 2017 and 2016
|
1
|
|
|
1
|
|
||
|
Class C Common Stock, par value $.001 per share, authorized 100,000,000 shares, issued 58,967,502 shares in 2017 and 2016
|
59
|
|
|
59
|
|
||
|
Class D Common Stock, par value $.001 per share, authorized 200,000,000 shares, no shares issued in 2017 and 2016
|
—
|
|
|
—
|
|
||
|
Additional paid-in capital
|
2,072,566
|
|
|
2,070,603
|
|
||
|
Accumulated deficit
|
(13,127,843
|
)
|
|
(12,733,952
|
)
|
||
|
Accumulated other comprehensive loss
|
(312,560
|
)
|
|
(355,876
|
)
|
||
|
Cost of shares (610,991 in 2017 and 389,920 in 2016) held in treasury
|
(2,474
|
)
|
|
(2,119
|
)
|
||
|
Total Stockholders' Deficit
|
(11,327,455
|
)
|
|
(10,885,475
|
)
|
||
|
Total Liabilities and Stockholders' Deficit
|
$
|
12,260,431
|
|
|
$
|
12,862,247
|
|
|
(In thousands, except per share data)
|
Years Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
Revenue
|
$
|
6,170,994
|
|
|
$
|
6,260,062
|
|
|
$
|
6,241,516
|
|
|
Operating expenses:
|
|
|
|
|
|
||||||
|
Direct operating expenses (excludes depreciation and amortization)
|
2,461,722
|
|
|
2,398,776
|
|
|
2,471,113
|
|
|||
|
Selling, general and administrative expenses (excludes depreciation and amortization)
|
1,851,646
|
|
|
1,725,899
|
|
|
1,704,352
|
|
|||
|
Corporate expenses (excludes depreciation and amortization)
|
311,898
|
|
|
341,072
|
|
|
315,143
|
|
|||
|
Depreciation and amortization
|
601,295
|
|
|
635,227
|
|
|
673,991
|
|
|||
|
Impairment charges
|
10,199
|
|
|
8,000
|
|
|
21,631
|
|
|||
|
Other operating income, net
|
35,704
|
|
|
353,556
|
|
|
94,001
|
|
|||
|
Operating income
|
969,938
|
|
|
1,504,644
|
|
|
1,149,287
|
|
|||
|
Interest expense
|
1,865,584
|
|
|
1,849,982
|
|
|
1,805,496
|
|
|||
|
Loss on investments, net
|
(4,872
|
)
|
|
(12,907
|
)
|
|
(4,421
|
)
|
|||
|
Equity in loss of nonconsolidated affiliates
|
(2,855
|
)
|
|
(16,733
|
)
|
|
(902
|
)
|
|||
|
Gain (loss) on extinguishment of debt
|
1,271
|
|
|
157,556
|
|
|
(2,201
|
)
|
|||
|
Other income (expense), net
|
(15,322
|
)
|
|
(73,102
|
)
|
|
13,056
|
|
|||
|
Loss before income taxes
|
(917,424
|
)
|
|
(290,524
|
)
|
|
(650,677
|
)
|
|||
|
Income tax benefit (expense)
|
457,406
|
|
|
50,474
|
|
|
(86,957
|
)
|
|||
|
Consolidated net loss
|
(460,018
|
)
|
|
(240,050
|
)
|
|
(737,634
|
)
|
|||
|
Less amount attributable to noncontrolling interest
|
(66,127
|
)
|
|
56,312
|
|
|
17,140
|
|
|||
|
Net loss attributable to the Company
|
$
|
(393,891
|
)
|
|
$
|
(296,362
|
)
|
|
$
|
(754,774
|
)
|
|
Other comprehensive income (loss), net of tax:
|
|
|
|
|
|
||||||
|
Foreign currency translation adjustments
|
45,661
|
|
|
21,983
|
|
|
(114,906
|
)
|
|||
|
Unrealized holding gain (loss) on marketable securities
|
(414
|
)
|
|
(576
|
)
|
|
553
|
|
|||
|
Other adjustments to comprehensive income (loss)
|
6,720
|
|
|
(11,814
|
)
|
|
(10,266
|
)
|
|||
|
Reclassification adjustments
|
5,441
|
|
|
46,730
|
|
|
808
|
|
|||
|
Other comprehensive income (loss)
|
57,408
|
|
|
56,323
|
|
|
(123,811
|
)
|
|||
|
Comprehensive loss
|
(336,483
|
)
|
|
(240,039
|
)
|
|
(878,585
|
)
|
|||
|
Less amount attributable to noncontrolling interest
|
14,092
|
|
|
(2,208
|
)
|
|
(22,410
|
)
|
|||
|
Comprehensive loss attributable to the Company
|
$
|
(350,575
|
)
|
|
$
|
(237,831
|
)
|
|
$
|
(856,175
|
)
|
|
|
|
|
|
|
|
||||||
|
Net loss attributable to the Company per common share:
|
|
|
|
|
|
||||||
|
Basic
|
$
|
(4.64
|
)
|
|
$
|
(3.50
|
)
|
|
$
|
(8.96
|
)
|
|
Weighted average common shares outstanding - Basic
|
84,967
|
|
|
84,569
|
|
|
84,278
|
|
|||
|
Diluted
|
$
|
(4.64
|
)
|
|
$
|
(3.50
|
)
|
|
$
|
(8.96
|
)
|
|
Weighted average common shares outstanding - Diluted
|
84,967
|
|
|
84,569
|
|
|
84,278
|
|
|||
|
(In thousands, except per share data)
|
|
|
|
Controlling Interest
|
|
|
||||||||||||||||||||||||||||||
|
|
Common Shares
(1)
|
|
Non-
controlling
Interest
|
|
Common
Stock
|
|
Additional
Paid-in
Capital
|
|
Accumulated
Deficit
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|
Treasury
Stock
|
|
|
|||||||||||||||||||||
|
|
Class C
Shares
|
|
Class B
Shares
|
|
Class A
Shares
|
|
|
|
|
|
|
|
Total
|
|||||||||||||||||||||||
|
Balances at
December 31, 2014 |
58,967,502
|
|
|
555,556
|
|
|
29,307,583
|
|
|
$
|
224,533
|
|
|
$
|
89
|
|
|
$
|
2,102,822
|
|
|
$
|
(11,682,816
|
)
|
|
$
|
(308,590
|
)
|
|
$
|
(1,246
|
)
|
|
$
|
(9,665,208
|
)
|
|
Consolidated net income (loss)
|
|
|
|
|
|
|
17,140
|
|
|
—
|
|
|
—
|
|
|
(754,774
|
)
|
|
—
|
|
|
—
|
|
|
(737,634
|
)
|
||||||||||
|
Issuance of restricted stock
|
|
|
|
|
987,874
|
|
|
2,886
|
|
|
1
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
(671
|
)
|
|
2,215
|
|
|||||||||
|
Amortization of share-based compensation
|
|
|
|
|
|
|
8,502
|
|
|
—
|
|
|
2,565
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11,067
|
|
||||||||||
|
Purchases of additional noncontrolling interest
|
|
|
|
|
|
|
(1,978
|
)
|
|
—
|
|
|
(36,403
|
)
|
|
—
|
|
|
(4,416
|
)
|
|
—
|
|
|
(42,797
|
)
|
||||||||||
|
Dividend declared and paid to noncontrolling interests
|
|
|
|
|
|
|
(52,384
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(52,384
|
)
|
||||||||||
|
Other
|
|
|
|
|
|
|
1,871
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,871
|
|
||||||||||
|
Other comprehensive loss
|
|
|
|
|
|
|
(22,410
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(101,401
|
)
|
|
—
|
|
|
(123,811
|
)
|
||||||||||
|
Balances at
December 31, 2015 |
58,967,502
|
|
|
555,556
|
|
|
30,295,457
|
|
|
$
|
178,160
|
|
|
$
|
90
|
|
|
$
|
2,068,983
|
|
|
$
|
(12,437,590
|
)
|
|
$
|
(414,407
|
)
|
|
$
|
(1,917
|
)
|
|
$
|
(10,606,681
|
)
|
|
Consolidated net income (loss)
|
|
|
|
|
|
|
56,312
|
|
|
—
|
|
|
—
|
|
|
(296,362
|
)
|
|
—
|
|
|
—
|
|
|
(240,050
|
)
|
||||||||||
|
Issuance of restricted stock
|
|
|
|
|
1,206,991
|
|
|
(1,366
|
)
|
|
1
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
(199
|
)
|
|
(1,565
|
)
|
|||||||||
|
Amortization of share-based compensation
|
|
|
|
|
|
|
10,291
|
|
|
—
|
|
|
2,842
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,133
|
|
||||||||||
|
Purchases of additional noncontrolling interest
|
|
|
|
|
|
|
1,224
|
|
|
—
|
|
|
(1,224
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||||
|
Disposal of noncontrolling interest
|
|
|
|
|
|
|
(36,846
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(36,846
|
)
|
||||||||||
|
Dividend declared and paid to noncontrolling interests
|
|
|
|
|
|
|
(70,412
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(70,412
|
)
|
||||||||||
|
Other
|
|
|
|
|
|
|
623
|
|
|
—
|
|
|
3
|
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
623
|
|
||||||||||
|
Other comprehensive income (loss)
|
|
|
|
|
|
|
(2,208
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
58,531
|
|
|
—
|
|
|
56,323
|
|
||||||||||
|
Balances at
December 31, 2016 |
58,967,502
|
|
|
555,556
|
|
|
31,502,448
|
|
|
$
|
135,778
|
|
|
$
|
91
|
|
|
$
|
2,070,603
|
|
|
$
|
(12,733,952
|
)
|
|
$
|
(355,876
|
)
|
|
$
|
(2,119
|
)
|
|
$
|
(10,885,475
|
)
|
|
Consolidated net loss
|
|
|
|
|
|
|
(66,127
|
)
|
|
—
|
|
|
—
|
|
|
(393,891
|
)
|
|
—
|
|
|
—
|
|
|
(460,018
|
)
|
||||||||||
|
Issuance of restricted stock
|
|
|
|
|
1,123,720
|
|
|
(1,468
|
)
|
|
1
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
(355
|
)
|
|
(1,823
|
)
|
|||||||||
|
Amortization of share-based compensation
|
|
|
|
|
|
|
9,590
|
|
|
—
|
|
|
2,488
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12,078
|
|
||||||||||
|
Purchases of additional noncontrolling interest
|
|
|
|
|
|
|
(703
|
)
|
|
—
|
|
|
(524
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,227
|
)
|
||||||||||
|
Disposal of noncontrolling interest
|
|
|
|
|
|
|
(2,439
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,439
|
)
|
||||||||||
|
Dividend declared and paid to noncontrolling interests
|
|
|
|
|
|
|
(46,151
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(46,151
|
)
|
||||||||||
|
Other
|
|
|
|
|
|
|
192
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
192
|
|
||||||||||
|
Other comprehensive income
|
|
|
|
|
|
|
14,092
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
43,316
|
|
|
—
|
|
|
57,408
|
|
||||||||||
|
Balances at
December 31, 2017 |
58,967,502
|
|
|
555,556
|
|
|
32,626,168
|
|
|
$
|
42,764
|
|
|
$
|
92
|
|
|
$
|
2,072,566
|
|
|
$
|
(13,127,843
|
)
|
|
$
|
(312,560
|
)
|
|
$
|
(2,474
|
)
|
|
$
|
(11,327,455
|
)
|
|
(In thousands)
|
Years Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
Cash flows from operating activities:
|
|
|
|
|
|
||||||
|
Consolidated net loss
|
$
|
(460,018
|
)
|
|
$
|
(240,050
|
)
|
|
$
|
(737,634
|
)
|
|
Reconciling items:
|
|
|
|
|
|
||||||
|
Impairment charges
|
10,199
|
|
|
8,000
|
|
|
21,631
|
|
|||
|
Depreciation and amortization
|
601,295
|
|
|
635,227
|
|
|
673,991
|
|
|||
|
Deferred taxes
|
(488,217
|
)
|
|
(98,127
|
)
|
|
27,848
|
|
|||
|
Provision for doubtful accounts
|
38,944
|
|
|
27,390
|
|
|
30,579
|
|
|||
|
Amortization of deferred financing charges and note discounts, net
|
57,474
|
|
|
69,951
|
|
|
63,838
|
|
|||
|
Share-based compensation
|
12,078
|
|
|
13,133
|
|
|
11,067
|
|
|||
|
Gain on disposal of operating and other assets
|
(44,461
|
)
|
|
(365,710
|
)
|
|
(107,186
|
)
|
|||
|
Loss on investments
|
4,872
|
|
|
12,907
|
|
|
4,421
|
|
|||
|
Equity in loss of nonconsolidated affiliates
|
2,855
|
|
|
16,733
|
|
|
902
|
|
|||
|
(Gain) loss on extinguishment of debt
|
(1,271
|
)
|
|
(157,556
|
)
|
|
2,201
|
|
|||
|
Barter and trade income
|
(42,210
|
)
|
|
(38,323
|
)
|
|
(14,372
|
)
|
|||
|
Other reconciling items, net
|
(28,448
|
)
|
|
71,443
|
|
|
(14,118
|
)
|
|||
|
Changes in operating assets and liabilities, net of effects of acquisitions and dispositions:
|
|
|
|
|
|
||||||
|
Increase in accounts receivable
|
(149,347
|
)
|
|
(14,469
|
)
|
|
(121,574
|
)
|
|||
|
Increase in prepaid expenses and other current assets
|
(28,433
|
)
|
|
(2,753
|
)
|
|
(20,631
|
)
|
|||
|
Increase (decrease) in accrued expenses
|
4,133
|
|
|
(2,862
|
)
|
|
(15,841
|
)
|
|||
|
Increase in accounts payable
|
15,736
|
|
|
3,065
|
|
|
27,385
|
|
|||
|
Increase in accrued interest
|
41,006
|
|
|
20,809
|
|
|
59,608
|
|
|||
|
Increase (decrease) in deferred income
|
(26,533
|
)
|
|
23,661
|
|
|
23,516
|
|
|||
|
Changes in other operating assets and liabilities
|
(23,394
|
)
|
|
3,549
|
|
|
7,065
|
|
|||
|
Net cash used for operating activities
|
(503,740
|
)
|
|
(13,982
|
)
|
|
(77,304
|
)
|
|||
|
Cash flows from investing activities:
|
|
|
|
|
|
||||||
|
Purchases of other investments
|
(26,890
|
)
|
|
(29,031
|
)
|
|
(29,006
|
)
|
|||
|
Proceeds from sale of other investments
|
5,071
|
|
|
5,367
|
|
|
579
|
|
|||
|
Purchases of property, plant and equipment
|
(291,966
|
)
|
|
(314,717
|
)
|
|
(296,380
|
)
|
|||
|
Proceeds from disposal of assets
|
82,987
|
|
|
856,981
|
|
|
414,278
|
|
|||
|
Purchases of other operating assets
|
(1,213
|
)
|
|
(4,414
|
)
|
|
(29,159
|
)
|
|||
|
Change in other, net
|
(4,060
|
)
|
|
(3,271
|
)
|
|
(30,078
|
)
|
|||
|
Net cash provided by (used for) investing activities
|
(236,071
|
)
|
|
510,915
|
|
|
30,234
|
|
|||
|
Cash flows from financing activities:
|
|
|
|
|
|
||||||
|
Draws on credit facilities
|
100,000
|
|
|
100,000
|
|
|
350,000
|
|
|||
|
Payments on credit facilities
|
(25,909
|
)
|
|
(2,100
|
)
|
|
(123,849
|
)
|
|||
|
Proceeds from long-term debt
|
156,000
|
|
|
6,856
|
|
|
1,172,777
|
|
|||
|
Payments on long-term debt
|
(9,946
|
)
|
|
(421,263
|
)
|
|
(931,420
|
)
|
|||
|
Payments to repurchase noncontrolling interests
|
(1,227
|
)
|
|
—
|
|
|
(42,797
|
)
|
|||
|
Dividends and other payments to noncontrolling interests
|
(46,477
|
)
|
|
(89,631
|
)
|
|
(30,871
|
)
|
|||
|
Change in other, net
|
(21,106
|
)
|
|
(12,093
|
)
|
|
(16,430
|
)
|
|||
|
Net cash provided by (used for) financing activities
|
151,335
|
|
|
(418,231
|
)
|
|
377,410
|
|
|||
|
Effect of exchange rate changes on cash
|
10,555
|
|
|
(6,350
|
)
|
|
(14,686
|
)
|
|||
|
Net increase (decrease) in cash and cash equivalents
|
(577,921
|
)
|
|
72,352
|
|
|
315,654
|
|
|||
|
Cash and cash equivalents at beginning of period
|
845,030
|
|
|
772,678
|
|
|
457,024
|
|
|||
|
Cash and cash equivalents at end of period
|
$
|
267,109
|
|
|
$
|
845,030
|
|
|
$
|
772,678
|
|
|
SUPPLEMENTAL DISCLOSURES:
|
|
|
|
|
|
||||||
|
Cash paid during the year for interest
|
$
|
1,772,405
|
|
|
$
|
1,764,776
|
|
|
$
|
1,686,988
|
|
|
Cash paid during the year for taxes
|
35,505
|
|
|
44,844
|
|
|
52,169
|
|
|||
|
(In millions)
|
Years Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
Trade and barter revenues
|
$
|
243.3
|
|
|
$
|
165.8
|
|
|
$
|
133.5
|
|
|
Trade and barter expenses
|
205.1
|
|
|
115.1
|
|
|
112.1
|
|
|||
|
(In thousands)
|
December 31,
|
|
December 31,
|
||||
|
|
2017
|
|
2016
|
||||
|
Land, buildings and improvements
|
$
|
562,702
|
|
|
$
|
570,566
|
|
|
Structures
|
2,864,442
|
|
|
2,684,673
|
|
||
|
Towers, transmitters and studio equipment
|
356,664
|
|
|
350,760
|
|
||
|
Furniture and other equipment
|
707,163
|
|
|
622,848
|
|
||
|
Construction in progress
|
74,810
|
|
|
91,655
|
|
||
|
|
4,565,781
|
|
|
4,320,502
|
|
||
|
Less: accumulated depreciation
|
2,681,067
|
|
|
2,372,340
|
|
||
|
Property, plant and equipment, net
|
$
|
1,884,714
|
|
|
$
|
1,948,162
|
|
|
(In thousands)
|
December 31, 2017
|
|
December 31, 2016
|
||||||||||||
|
|
Gross Carrying Amount
|
|
Accumulated Amortization
|
|
Gross Carrying Amount
|
|
Accumulated Amortization
|
||||||||
|
Transit, street furniture and other outdoor contractual rights
|
$
|
548,918
|
|
|
$
|
(440,284
|
)
|
|
$
|
563,863
|
|
|
$
|
(426,752
|
)
|
|
Customer / advertiser relationships
|
1,226,314
|
|
|
(1,133,251
|
)
|
|
1,222,519
|
|
|
(1,012,380
|
)
|
||||
|
Talent contracts
|
161,962
|
|
|
(138,728
|
)
|
|
319,384
|
|
|
(281,060
|
)
|
||||
|
Representation contracts
|
77,507
|
|
|
(62,753
|
)
|
|
253,511
|
|
|
(229,413
|
)
|
||||
|
Permanent easements
|
162,920
|
|
|
—
|
|
|
159,782
|
|
|
—
|
|
||||
|
Other
|
372,292
|
|
|
(224,841
|
)
|
|
390,171
|
|
|
(219,117
|
)
|
||||
|
Total
|
$
|
2,549,913
|
|
|
$
|
(1,999,857
|
)
|
|
$
|
2,909,230
|
|
|
$
|
(2,168,722
|
)
|
|
(In thousands)
|
|
||
|
2018
|
$
|
131,681
|
|
|
2019
|
44,972
|
|
|
|
2020
|
38,307
|
|
|
|
2021
|
33,618
|
|
|
|
2022
|
28,742
|
|
|
|
(In thousands)
|
iHM
|
|
Americas Outdoor Advertising
|
|
International Outdoor Advertising
|
|
Other
|
|
Consolidated
|
||||||||||
|
Balance as of December 31, 2015
|
$
|
3,288,481
|
|
|
$
|
534,683
|
|
|
$
|
223,892
|
|
|
$
|
81,831
|
|
|
$
|
4,128,887
|
|
|
Impairment
|
—
|
|
|
—
|
|
|
(7,274
|
)
|
|
—
|
|
|
(7,274
|
)
|
|||||
|
Dispositions
|
—
|
|
|
(6,934
|
)
|
|
(30,718
|
)
|
|
—
|
|
|
(37,652
|
)
|
|||||
|
Foreign currency
|
—
|
|
|
(1,998
|
)
|
|
(5,051
|
)
|
|
—
|
|
|
(7,049
|
)
|
|||||
|
Assets held for sale
|
—
|
|
|
(10,337
|
)
|
|
—
|
|
|
—
|
|
|
(10,337
|
)
|
|||||
|
Balance as of December 31, 2016
|
$
|
3,288,481
|
|
|
$
|
515,414
|
|
|
$
|
180,849
|
|
|
$
|
81,831
|
|
|
$
|
4,066,575
|
|
|
Impairment
|
—
|
|
|
—
|
|
|
(1,591
|
)
|
|
—
|
|
|
(1,591
|
)
|
|||||
|
Acquisitions
|
2,442
|
|
|
2,252
|
|
|
—
|
|
|
—
|
|
|
4,694
|
|
|||||
|
Dispositions
|
(35,715
|
)
|
|
—
|
|
|
(1,817
|
)
|
|
—
|
|
|
(37,532
|
)
|
|||||
|
Foreign currency
|
—
|
|
|
777
|
|
|
18,070
|
|
|
—
|
|
|
18,847
|
|
|||||
|
Assets held for sale
|
—
|
|
|
89
|
|
|
—
|
|
|
—
|
|
|
89
|
|
|||||
|
Balance as of December 31, 2017
|
$
|
3,255,208
|
|
|
$
|
518,532
|
|
|
$
|
195,511
|
|
|
$
|
81,831
|
|
|
$
|
4,051,082
|
|
|
(In thousands)
|
Notes Receivable
|
|
Equity Method Investments
|
|
Cost Method Investments
|
|
Marketable Equity Securities
|
|
Total Investments
|
|||||||||||
|
Balance at December 31, 2015
|
$
|
156
|
|
|
$
|
27,710
|
|
|
$
|
58,802
|
|
2,326,000
|
|
$
|
2,326
|
|
|
$
|
88,994
|
|
|
Cash advances
|
—
|
|
|
2,993
|
|
|
—
|
|
|
—
|
|
|
2,993
|
|
||||||
|
Acquisitions
|
917
|
|
|
7,531
|
|
|
26,086
|
|
|
—
|
|
|
34,534
|
|
||||||
|
Equity in loss
|
—
|
|
|
(16,733
|
)
|
|
—
|
|
|
—
|
|
|
(16,733
|
)
|
||||||
|
Disposals
|
(76
|
)
|
|
(2,476
|
)
|
|
(1,000
|
)
|
|
—
|
|
|
(3,552
|
)
|
||||||
|
Foreign currency transaction adjustment
|
—
|
|
|
(45
|
)
|
|
(196
|
)
|
|
(35
|
)
|
|
(276
|
)
|
||||||
|
Distributions received
|
—
|
|
|
(3,709
|
)
|
|
—
|
|
|
—
|
|
|
(3,709
|
)
|
||||||
|
Impairment of investments
|
—
|
|
|
—
|
|
|
(14,798
|
)
|
|
—
|
|
|
(14,798
|
)
|
||||||
|
Unrealized holding loss on marketable securities
|
—
|
|
|
—
|
|
|
—
|
|
|
(576
|
)
|
|
(576
|
)
|
||||||
|
Other
|
(865
|
)
|
|
(794
|
)
|
|
2,772
|
|
|
—
|
|
|
1,113
|
|
||||||
|
Balance at December 31, 2016
|
$
|
132
|
|
|
$
|
14,477
|
|
|
$
|
71,666
|
|
|
$
|
1,715
|
|
|
$
|
87,990
|
|
|
|
Cash advances
|
—
|
|
|
2,248
|
|
|
—
|
|
|
—
|
|
|
2,248
|
|
||||||
|
Acquisitions
|
13,602
|
|
|
10,361
|
|
|
11,560
|
|
|
—
|
|
|
35,523
|
|
||||||
|
Equity in loss
|
—
|
|
|
(2,855
|
)
|
|
—
|
|
|
—
|
|
|
(2,855
|
)
|
||||||
|
Disposals
|
(188
|
)
|
|
—
|
|
|
(628
|
)
|
|
—
|
|
|
(816
|
)
|
||||||
|
Foreign currency transaction adjustment
|
—
|
|
|
145
|
|
|
380
|
|
|
243
|
|
|
768
|
|
||||||
|
Distributions received
|
—
|
|
|
(775
|
)
|
|
—
|
|
|
—
|
|
|
(775
|
)
|
||||||
|
Impairment of investments
|
(671
|
)
|
|
—
|
|
|
(4,202
|
)
|
|
—
|
|
|
(4,873
|
)
|
||||||
|
Unrealized holding loss on marketable securities
|
—
|
|
|
—
|
|
|
—
|
|
|
(414
|
)
|
|
(414
|
)
|
||||||
|
Other
|
917
|
|
|
794
|
|
|
—
|
|
|
—
|
|
|
1,711
|
|
||||||
|
Balance at December 31, 2017
|
$
|
13,792
|
|
|
$
|
24,395
|
|
|
$
|
78,776
|
|
|
$
|
1,544
|
|
|
$
|
118,507
|
|
|
|
(In thousands)
|
Years Ended December 31,
|
||||||
|
|
2017
|
|
2016
|
||||
|
Beginning balance
|
$
|
42,491
|
|
|
$
|
48,056
|
|
|
Adjustment due to changes in estimates
|
2,317
|
|
|
(5,343
|
)
|
||
|
Accretion of liability
|
3,555
|
|
|
5,090
|
|
||
|
Liabilities settled
|
(2,880
|
)
|
|
(4,310
|
)
|
||
|
Foreign Currency
|
2,501
|
|
|
(1,002
|
)
|
||
|
Ending balance
|
47,984
|
|
|
42,491
|
|
||
|
Less: current portion
|
891
|
|
|
424
|
|
||
|
Long-term portion of asset retirement obligation
|
$
|
47,093
|
|
|
$
|
42,067
|
|
|
(In thousands)
|
December 31,
|
|
December 31,
|
||||
|
|
2017
|
|
2016
|
||||
|
Senior Secured Credit Facilities
|
$
|
6,300,000
|
|
|
$
|
6,300,000
|
|
|
Receivables Based Credit Facility Due 2019
(1)
|
405,000
|
|
|
330,000
|
|
||
|
Priority Guarantee Notes
|
6,570,361
|
|
|
6,274,815
|
|
||
|
Subsidiary Revolving Credit Facility Due 2018
|
—
|
|
|
—
|
|
||
|
Other Secured Subsidiary Debt
|
8,522
|
|
|
20,987
|
|
||
|
Total Consolidated Secured Debt
|
13,283,883
|
|
|
12,925,802
|
|
||
|
|
|
|
|
||||
|
14.0% Senior Notes Due 2021
|
1,763,925
|
|
|
1,729,168
|
|
||
|
Legacy Notes
(2)
|
475,000
|
|
|
475,000
|
|
||
|
10.0% Senior Notes Due 2018
|
47,482
|
|
|
347,028
|
|
||
|
Subsidiary Senior Notes
|
5,300,000
|
|
|
5,150,000
|
|
||
|
Other Subsidiary Debt
|
24,615
|
|
|
27,954
|
|
||
|
Purchase accounting adjustments and original issue discount
|
(136,653
|
)
|
|
(166,961
|
)
|
||
|
Long-term debt fees
|
(109,071
|
)
|
|
(123,003
|
)
|
||
|
|
20,649,181
|
|
|
20,364,988
|
|
||
|
Less: current portion
|
14,972,367
|
|
|
342,908
|
|
||
|
Total long-term debt
|
$
|
5,676,814
|
|
|
$
|
20,022,080
|
|
|
(1)
|
On November 30, 2017,
iHeartCommunications
refinanced its receivables based credit facility and replaced it with a
$300.0 million
term loan and revolving credit commitments of
$250.0 million
. On November 30, 2017,
$300.0 million
was drawn on the term loan and
$65.0 million
on the revolving credit commitments for a total of
$365.0 million
. The facility has a
three
-year term, maturing in 2020 and accrues interest at a rate of LIBOR plus
4.75%
. On December 27, 2017,
iHeartCommunications
incurred
$40.0 million
of additional borrowings under the revolving credit loan portion of
its
new receivables based credit facility bringing
its
total outstanding borrowings under this facility to
$405.0 million
.
|
|
(2)
|
The Legacy Notes amount does not include
$57.1 million
aggregate principal amount of
5.5%
Senior Notes due 2016, which matured on December 15, 2016 and continue to remain outstanding. These notes are held by a subsidiary of the Company and are eliminated for purposes of consolidation of the Company’s financial statements.
|
|
(In thousands)
|
|
|
December 31,
|
|
December 31,
|
||||
|
|
Maturity Date
|
|
2017
|
|
2016
|
||||
|
Term Loan D
|
1/30/2019
|
|
$
|
5,000,000
|
|
|
$
|
5,000,000
|
|
|
Term Loan E
|
7/30/2019
|
|
1,300,000
|
|
|
1,300,000
|
|
||
|
Total Senior Secured Credit Facilities
|
|
|
$
|
6,300,000
|
|
|
$
|
6,300,000
|
|
|
•
|
with respect to loans under the term loan D, (i)
5.75%
in the case of base rate loans and (ii)
6.75%
in the case of Eurocurrency rate loans; and
|
|
•
|
with respect to loans under the term loan E, (i)
6.50%
in the case of base rate loans and (ii)
7.50%
in the case of Eurocurrency rate loans.
|
|
•
|
a lien on
the
capital stock
of iHeartCommunications
;
|
|
•
|
100%
of the capital stock of any future material wholly-owned domestic license subsidiary that is not a “Restricted Subsidiary” under the indenture governing
iHeartCommunications'
Legacy Notes;
|
|
•
|
certain assets that do not constitute “principal property” (as defined in the indenture governing
iHeartCommunications'
Legacy Notes);
|
|
•
|
certain specified assets of
iHeartCommunications
and the guarantors that constitute “principal property” (as defined in the indenture governing
iHeartCommunications'
Legacy Notes) securing obligations under the senior secured credit facilities up to the maximum amount permitted to be secured by such assets without requiring equal and ratable security under the indenture governing
iHeartCommunications'
Legacy Notes; and
|
|
•
|
a lien on the accounts receivable and related assets securing
iHeartCommunications'
receivables based credit facility that is junior to the lien securing
iHeartCommunications'
obligations under such credit facility.
|
|
•
|
incur additional indebtedness;
|
|
•
|
create liens on assets;
|
|
•
|
engage in mergers, consolidations, liquidations and dissolutions;
|
|
•
|
sell assets;
|
|
•
|
pay dividends and distributions or repurchase
iHeartCommunications'
capital stock;
|
|
•
|
make investments, loans, or advances;
|
|
•
|
prepay certain junior indebtedness;
|
|
•
|
engage in certain transactions with affiliates;
|
|
•
|
amend material agreements governing certain junior indebtedness; and
|
|
•
|
change lines of business.
|
|
•
|
incur additional indebtedness;
|
|
•
|
create liens on assets;
|
|
•
|
engage in mergers, consolidations, liquidations and dissolutions;
|
|
•
|
sell assets;
|
|
•
|
pay dividends and distributions or repurchase capital stock;
|
|
•
|
make investments, loans, or advances;
|
|
•
|
prepay certain junior indebtedness;
|
|
•
|
engage in certain transactions with affiliates;
|
|
•
|
amend material agreements governing certain junior indebtedness; and
|
|
•
|
change lines of business.
|
|
(In thousands)
|
|
|
|
|
|
|
December 31,
|
|
December 31,
|
||||
|
|
Maturity Date
|
|
Interest Rate
|
|
Interest Payment Terms
|
|
2017
|
|
2016
|
||||
|
9.0% Priority Guarantee Notes due 2019
|
12/15/2019
|
|
9.0%
|
|
Payable semi-annually in arrears on June 15 and December 15 of each year
|
|
$
|
1,999,815
|
|
|
$
|
1,999,815
|
|
|
9.0% Priority Guarantee Notes due 2021
|
3/1/2021
|
|
9.0%
|
|
Payable semi-annually in arrears on March 1 and September 1 of each year
|
|
1,750,000
|
|
|
1,750,000
|
|
||
|
11.25% Priority Guarantee Notes due 2021
|
3/1/2021
|
|
11.25%
|
|
Payable semi-annually in arrears on March 1 and September 1 of each year
|
|
870,546
|
|
|
575,000
|
|
||
|
9.0% Priority Guarantee Notes due 2022
|
9/15/2022
|
|
9.0%
|
|
Payable semi-annually in arrears on March 15 and September 15 of each year
|
|
1,000,000
|
|
|
1,000,000
|
|
||
|
10.625% Priority Guarantee Notes due 2023
|
3/15/2023
|
|
10.625%
|
|
Payable semi-annually in arrears on March 15 and September 15 of each year
|
|
950,000
|
|
|
950,000
|
|
||
|
Total Priority Guarantee Notes
|
|
|
|
|
$
|
6,570,361
|
|
|
$
|
6,274,815
|
|
||
|
(In thousands)
|
December 31,
|
|
December 31,
|
||||
|
|
2017
|
|
2016
|
||||
|
6.875% Senior Notes Due 2018
|
175,000
|
|
|
175,000
|
|
||
|
7.25% Senior Notes Due 2027
|
300,000
|
|
|
300,000
|
|
||
|
Total Legacy Notes
|
$
|
475,000
|
|
|
$
|
475,000
|
|
|
(In thousands)
|
|
|
|
|
|
|
December 31,
|
|
December 31,
|
||||
|
|
Maturity Date
|
|
Interest Rate
|
|
Interest Payment Terms
|
|
2017
|
|
2016
|
||||
|
CCWH Senior Notes:
|
|
|
|
|
|
|
|
|
|
||||
|
6.5% Series A Senior Notes Due 2022
|
11/15/2022
|
|
6.5%
|
|
Payable to the trustee weekly in arrears and to noteholders on May 15 and November 15 of each year
|
|
$
|
735,750
|
|
|
$
|
735,750
|
|
|
6.5% Series B Senior Notes Due 2022
|
11/15/2022
|
|
6.5%
|
|
Payable to the trustee weekly in arrears and to noteholders on May 15 and November 15 of each year
|
|
1,989,250
|
|
|
1,989,250
|
|
||
|
CCWH Senior Subordinated Notes:
|
|
|
|
|
|
|
|
|
|||||
|
7.625% Series A Senior Notes Due 2020
|
3/15/2020
|
|
7.625%
|
|
Payable to the trustee weekly in arrears and to noteholders on March 15 and September 15 of each year
|
|
275,000
|
|
|
275,000
|
|
||
|
7.625% Series B Senior Notes Due 2020
|
3/15/2020
|
|
7.625%
|
|
Payable to the trustee weekly in arrears and to noteholders on March 15 and September 15 of each year
|
|
1,925,000
|
|
|
1,925,000
|
|
||
|
Total CCWH Notes
|
|
|
|
|
|
|
$
|
4,925,000
|
|
|
$
|
4,925,000
|
|
|
Clear Channel International B.V. Senior Notes:
|
|
|
|
|
|
|
|||||||
|
8.75% Senior Notes
Due 2020
|
12/15/2020
|
|
8.75%
|
|
Payable semi-annually in arrears on June 15 and December 15 of each year
|
|
$
|
375,000
|
|
|
$
|
225,000
|
|
|
Total Subsidiary Senior Notes
|
|
|
|
|
|
|
$
|
5,300,000
|
|
|
$
|
5,150,000
|
|
|
•
|
incur or guarantee additional debt or issue certain preferred stock;
|
|
•
|
make certain investments;
|
|
•
|
in case of the Senior Notes, create liens on its restricted subsidiaries’ assets to secure such debt;
|
|
•
|
create restrictions on the payment of dividends or other amounts to it from its restricted subsidiaries that are not guarantors of the notes;
|
|
•
|
enter into certain transactions with affiliates;
|
|
•
|
merge or consolidate with another person, or sell or otherwise dispose of all or substantially all of its assets;
|
|
•
|
sell certain assets, including capital stock of its subsidiaries; and
|
|
•
|
in the case of the Series B CCWH Senior Notes and the Series B CCWH Senior Subordinated Notes, pay dividends, redeem or repurchase capital stock or make other restricted payments.
|
|
•
|
pay dividends, redeem stock or make other distributions or investments;
|
|
•
|
incur additional debt or issue certain preferred stock;
|
|
•
|
transfer or sell assets;
|
|
•
|
create liens on assets;
|
|
•
|
engage in certain transactions with affiliates;
|
|
•
|
create restrictions on dividends or other payments by the restricted subsidiaries; and
|
|
•
|
merge, consolidate or sell substantially all of Clear Channel International B.V.’s assets.
|
|
(in thousands)
|
|
||
|
2018
|
$
|
15,167,882
|
|
|
2019
|
4,376
|
|
|
|
2020
|
2,984,972
|
|
|
|
2021
|
5,654
|
|
|
|
2022
|
2,725,282
|
|
|
|
Thereafter
|
6,739
|
|
|
|
Total
(1) (2)
|
$
|
20,894,905
|
|
|
(1)
|
Excludes purchase accounting adjustments and original issue discount of
$136.6 million
and long-term debt fees of
$109.1 million
, which are amortized through interest expense over the life of the underlying debt obligations.
|
|
(2)
|
Excludes certain estimated applicable high yield discount obligation (“AHYDO”) catch-up payments on the principal amount outstanding of Senior Notes due 2021 of
$64.7 million
and
$68.4 million
in 2019 and 2020, respectively.
|
|
(In thousands)
|
|
|
|
|
Capital
|
|
|
||||||||
|
|
Non-Cancelable
|
|
Non-Cancelable
|
|
Expenditure
|
|
Employment/Talent
|
||||||||
|
|
Operating Leases
|
|
Contracts
|
|
Commitments
|
|
Contracts
|
||||||||
|
2018
|
$
|
492,013
|
|
|
$
|
492,177
|
|
|
$
|
38,444
|
|
|
$
|
81,753
|
|
|
2019
|
446,396
|
|
|
409,343
|
|
|
7,928
|
|
|
61,603
|
|
||||
|
2020
|
413,598
|
|
|
312,459
|
|
|
2,771
|
|
|
60,012
|
|
||||
|
2021
|
368,399
|
|
|
267,834
|
|
|
4,499
|
|
|
20,310
|
|
||||
|
2022
|
319,177
|
|
|
170,455
|
|
|
4,591
|
|
|
—
|
|
||||
|
Thereafter
|
2,050,060
|
|
|
393,713
|
|
|
9,877
|
|
|
—
|
|
||||
|
Total
|
$
|
4,089,643
|
|
|
$
|
2,045,981
|
|
|
$
|
68,110
|
|
|
$
|
223,678
|
|
|
(In thousands)
|
Years Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
Current - Federal
|
$
|
(2,136
|
)
|
|
$
|
(190
|
)
|
|
$
|
(31
|
)
|
|
Current - foreign
|
(30,159
|
)
|
|
(44,555
|
)
|
|
(46,188
|
)
|
|||
|
Current - state
|
1,484
|
|
|
(2,908
|
)
|
|
(12,890
|
)
|
|||
|
Total current expense
|
(30,811
|
)
|
|
(47,653
|
)
|
|
(59,109
|
)
|
|||
|
|
|
|
|
|
|
||||||
|
Deferred - Federal
|
491,239
|
|
|
38,715
|
|
|
(30,719
|
)
|
|||
|
Deferred - foreign
|
(2,533
|
)
|
|
56,747
|
|
|
5,269
|
|
|||
|
Deferred - state
|
(489
|
)
|
|
2,665
|
|
|
(2,398
|
)
|
|||
|
Total deferred benefit (expense)
|
488,217
|
|
|
98,127
|
|
|
(27,848
|
)
|
|||
|
Income tax benefit (expense)
|
$
|
457,406
|
|
|
$
|
50,474
|
|
|
$
|
(86,957
|
)
|
|
(In thousands)
|
2017
|
|
2016
|
||||
|
Deferred tax liabilities:
|
|
|
|
||||
|
Intangibles and fixed assets
|
$
|
1,281,995
|
|
|
$
|
2,018,159
|
|
|
Long-term debt
|
—
|
|
|
37,205
|
|
||
|
Investments
|
16,484
|
|
|
—
|
|
||
|
Other
|
9,868
|
|
|
10,159
|
|
||
|
Total deferred tax liabilities
|
1,308,347
|
|
|
2,065,523
|
|
||
|
|
|
|
|
||||
|
Deferred tax assets:
|
|
|
|
||||
|
Accrued expenses
|
105,823
|
|
|
155,037
|
|
||
|
Long-term debt
|
49,767
|
|
|
—
|
|
||
|
Investments
|
—
|
|
|
5,458
|
|
||
|
Net operating loss carryforwards
|
1,106,319
|
|
|
1,384,175
|
|
||
|
Bad debt reserves
|
11,731
|
|
|
10,137
|
|
||
|
Other
|
27,654
|
|
|
43,545
|
|
||
|
Total gross deferred tax assets
|
1,301,294
|
|
|
1,598,352
|
|
||
|
Less: Valuation allowance
|
952,337
|
|
|
989,924
|
|
||
|
Total deferred tax assets
|
348,957
|
|
|
608,428
|
|
||
|
Net deferred tax liabilities
|
$
|
959,390
|
|
|
$
|
1,457,095
|
|
|
(In thousands)
|
Years Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
US
|
$
|
(952,436
|
)
|
|
$
|
(349,876
|
)
|
|
$
|
(700,520
|
)
|
|
Foreign
|
35,012
|
|
|
59,352
|
|
|
49,843
|
|
|||
|
Total loss before income taxes
|
$
|
(917,424
|
)
|
|
$
|
(290,524
|
)
|
|
$
|
(650,677
|
)
|
|
|
Years Ended December 31,
|
|||||||||||||||||||
|
(In thousands)
|
2017
|
|
2016
|
|
2015
|
|||||||||||||||
|
|
Amount
|
|
Percent
|
|
Amount
|
|
Percent
|
|
Amount
|
|
Percent
|
|||||||||
|
Income tax benefit at statutory rates
|
$
|
321,098
|
|
|
35.0
|
%
|
|
$
|
101,683
|
|
|
35.0
|
%
|
|
$
|
227,737
|
|
|
35.0
|
%
|
|
State income taxes, net of federal tax effect
|
7,667
|
|
|
0.8
|
%
|
|
6,372
|
|
|
2.2
|
%
|
|
17,795
|
|
|
2.7
|
%
|
|||
|
Foreign income taxes
|
(20,438
|
)
|
|
(2.2
|
)%
|
|
(21,477
|
)
|
|
(7.4
|
)%
|
|
(23,474
|
)
|
|
(3.6
|
)%
|
|||
|
Nondeductible items
|
(6,659
|
)
|
|
(0.7
|
)%
|
|
(5,760
|
)
|
|
(2.0
|
)%
|
|
(5,764
|
)
|
|
(0.9
|
)%
|
|||
|
Changes in valuation allowance and other estimates
|
(350,407
|
)
|
|
(38.2
|
)%
|
|
(31,229
|
)
|
|
(10.7
|
)%
|
|
(302,935
|
)
|
|
(46.6
|
)%
|
|||
|
U.S. tax reform
|
510,064
|
|
|
55.6
|
%
|
|
—
|
|
|
—
|
%
|
|
—
|
|
|
—
|
%
|
|||
|
Other, net
|
(3,919
|
)
|
|
(0.4
|
)%
|
|
885
|
|
|
0.3
|
%
|
|
(316
|
)
|
|
—
|
%
|
|||
|
Income tax benefit (expense)
|
$
|
457,406
|
|
|
49.9
|
%
|
|
$
|
50,474
|
|
|
17.4
|
%
|
|
$
|
(86,957
|
)
|
|
(13.4
|
)%
|
|
(In thousands)
|
Years Ended December 31,
|
||||||
|
Unrecognized Tax Benefits
|
2017
|
|
2016
|
||||
|
Balance at beginning of period
|
$
|
97,962
|
|
|
$
|
103,208
|
|
|
Increases for tax position taken in the current year
|
7,366
|
|
|
10,094
|
|
||
|
Increases for tax positions taken in previous years
|
2,172
|
|
|
3,024
|
|
||
|
Decreases for tax position taken in previous years
|
(5,306
|
)
|
|
(11,157
|
)
|
||
|
Decreases due to settlements with tax authorities
|
(225
|
)
|
|
(1,007
|
)
|
||
|
Decreases due to lapse of statute of limitations
|
(15,264
|
)
|
|
(6,200
|
)
|
||
|
Balance at end of period
|
$
|
86,705
|
|
|
$
|
97,962
|
|
|
(In thousands)
|
The Company
|
|
Noncontrolling
Interests
|
|
Consolidated
|
||||||
|
Balances as of January 1, 2017
|
$
|
(11,021,253
|
)
|
|
$
|
135,778
|
|
|
$
|
(10,885,475
|
)
|
|
Net income (loss)
|
(393,891
|
)
|
|
(66,127
|
)
|
|
(460,018
|
)
|
|||
|
Dividends and other payments to noncontrolling interests
|
—
|
|
|
(46,151
|
)
|
|
(46,151
|
)
|
|||
|
Purchase of additional noncontrolling interests
|
(524
|
)
|
|
(703
|
)
|
|
(1,227
|
)
|
|||
|
Disposal of noncontrolling interests
|
—
|
|
|
(2,439
|
)
|
|
(2,439
|
)
|
|||
|
Share-based compensation
|
2,488
|
|
|
9,590
|
|
|
12,078
|
|
|||
|
Foreign currency translation adjustments
|
32,809
|
|
|
12,852
|
|
|
45,661
|
|
|||
|
Unrealized holding loss on marketable securities
|
(370
|
)
|
|
(44
|
)
|
|
(414
|
)
|
|||
|
Other adjustments to comprehensive loss
|
6,013
|
|
|
707
|
|
|
6,720
|
|
|||
|
Reclassifications adjustments
|
4,864
|
|
|
577
|
|
|
5,441
|
|
|||
|
Other, net
|
(355
|
)
|
|
(1,276
|
)
|
|
(1,631
|
)
|
|||
|
Balances as of December 31, 2017
|
$
|
(11,370,219
|
)
|
|
$
|
42,764
|
|
|
$
|
(11,327,455
|
)
|
|
(In thousands)
|
The Company
|
|
Noncontrolling
Interests
|
|
Consolidated
|
||||||
|
Balances as of January 1, 2016
|
$
|
(10,784,841
|
)
|
|
$
|
178,160
|
|
|
$
|
(10,606,681
|
)
|
|
Net income (loss)
|
(296,362
|
)
|
|
56,312
|
|
|
(240,050
|
)
|
|||
|
Dividends and other payments to noncontrolling interests
|
—
|
|
|
(70,412
|
)
|
|
(70,412
|
)
|
|||
|
Purchase of additional noncontrolling interests
|
(1,224
|
)
|
|
1,224
|
|
|
—
|
|
|||
|
Disposal of noncontrolling interests
|
—
|
|
|
(36,846
|
)
|
|
(36,846
|
)
|
|||
|
Share-based compensation
|
2,842
|
|
|
10,291
|
|
|
13,133
|
|
|||
|
Foreign currency translation adjustments
|
27,343
|
|
|
(5,360
|
)
|
|
21,983
|
|
|||
|
Unrealized holding gain on marketable securities
|
(518
|
)
|
|
(58
|
)
|
|
(576
|
)
|
|||
|
Other adjustments to comprehensive loss
|
(10,622
|
)
|
|
(1,192
|
)
|
|
(11,814
|
)
|
|||
|
Reclassifications adjustments
|
42,328
|
|
|
4,402
|
|
|
46,730
|
|
|||
|
Other, net
|
(199
|
)
|
|
(743
|
)
|
|
(942
|
)
|
|||
|
Balances as of December 31, 2016
|
$
|
(11,021,253
|
)
|
|
$
|
135,778
|
|
|
$
|
(10,885,475
|
)
|
|
(In thousands, except per share data)
|
Options
|
|
Price
|
|
Weighted
Average
Remaining
Contractual Term
|
|||
|
Outstanding, January 1, 2017
|
2,092
|
|
|
$
|
35.09
|
|
|
2.6 years
|
|
Granted
|
—
|
|
|
|
|
|
|
|
|
Exercised
|
—
|
|
|
|
|
|
|
|
|
Forfeited
|
—
|
|
|
|
|
|
|
|
|
Expired
|
—
|
|
|
|
|
|
|
|
|
Outstanding, December 31, 2017
(1)
|
2,092
|
|
|
35.09
|
|
|
1.6 years
|
|
|
Exercisable
|
1,549
|
|
|
35.14
|
|
|
2.0 years
|
|
|
Expected to Vest
|
543
|
|
|
34.94
|
|
|
0.7 years
|
|
|
(1)
|
Non-cash compensation expense has not been recorded with respect to
0.5 million
shares as the vesting of these options is subject to performance conditions that have not yet been determined probable to meet.
|
|
(In thousands, except per share data)
|
Options
|
|
Weighted Average Grant Date Fair Value
|
|||
|
Unvested, January 1, 2017
|
543
|
|
|
$
|
19.61
|
|
|
Granted
|
—
|
|
|
|
|
|
|
Vested
(1)
|
—
|
|
|
|
|
|
|
Forfeited
|
—
|
|
|
|
|
|
|
Unvested, December 31, 2017
|
543
|
|
|
19.61
|
|
|
|
(1)
|
The total fair value of the options vested during the years ended
December 31, 2017
,
2016
and
2015
was
$0.0 million
,
$0.2 million
and
$0.3 million
, respectively.
|
|
(In thousands, except per share data)
|
Awards
|
|
Price
|
|||
|
Outstanding, January 1, 2017
|
5,772
|
|
|
$
|
4.43
|
|
|
Granted
|
1,438
|
|
|
1.75
|
|
|
|
Vested (restriction lapsed)
|
(677
|
)
|
|
4.57
|
|
|
|
Forfeited
|
(314
|
)
|
|
4.09
|
|
|
|
Outstanding, December 31, 2017
|
6,219
|
|
|
3.81
|
|
|
|
|
Years Ended December 31,
|
||||
|
|
2017
|
|
2016
|
|
2015
|
|
Expected volatility
|
42%
|
|
42% – 44%
|
|
37% – 56%
|
|
Expected life in years
|
6.3
|
|
6.3
|
|
6.3
|
|
Risk-free interest rate
|
2.12%
|
|
1.12% – 1.41%
|
|
1.70% – 2.07%
|
|
Dividend yield
|
—%
|
|
—%
|
|
—%
|
|
(In thousands, except per share data)
|
Options
|
|
Price
(3)
|
|
Weighted
Average
Remaining
Contractual
Term
|
|
Aggregate
Intrinsic
Value
|
|||||
|
Outstanding, January 1, 2017
|
5,033
|
|
|
$
|
7.04
|
|
|
4.9 years
|
|
$
|
2,539
|
|
|
Granted
(1)
|
4
|
|
|
4.25
|
|
|
|
|
|
|||
|
Exercised
(2)
|
(71
|
)
|
|
3.10
|
|
|
|
|
|
|||
|
Forfeited
|
(96
|
)
|
|
6.85
|
|
|
|
|
|
|||
|
Expired
|
(760
|
)
|
|
12.49
|
|
|
|
|
|
|||
|
Outstanding, December 31, 2017
|
4,110
|
|
|
6.10
|
|
|
4.1 years
|
|
$
|
2,378
|
|
|
|
Exercisable
|
3,392
|
|
|
6.01
|
|
|
3.4 years
|
|
$
|
2,359
|
|
|
|
Expected to vest
|
718
|
|
|
6.52
|
|
|
7.5 years
|
|
$
|
19
|
|
|
|
(1)
|
The weighted average grant date fair value of CCOH options granted during the years ended
December 31, 2017
,
2016
and
2015
was
$2.04
,
$2.82
and
$4.25
per share, respectively.
|
|
(2)
|
Cash received from option exercises during the years ended
December 31, 2017
,
2016
and
2015
was
$0.2 million
,
$0.6 million
and
$3.8 million
, respectively. The total intrinsic value of the options exercised during the years ended
December 31, 2017
,
2016
and
2015
was
$0.2 million
,
$0.4 million
and
$2.8 million
, respectively.
|
|
(3)
|
Reflects the weighted average exercise price per share.
|
|
(In thousands, except per share data)
|
Options
|
|
Weighted Average Grant Date Fair Value
|
|||
|
Unvested, January 1, 2017
|
1,164
|
|
|
$
|
4.25
|
|
|
Granted
|
4
|
|
|
2.04
|
|
|
|
Vested
(1)
|
(354
|
)
|
|
4.37
|
|
|
|
Forfeited
|
(96
|
)
|
|
4.15
|
|
|
|
Unvested, December 31, 2017
|
718
|
|
|
4.19
|
|
|
|
(1)
|
The total fair value of CCOH options vested during the years ended
December 31, 2017
,
2016
and
2015
was
$1.6 million
,
$2.7 million
and
$4.2 million
, respectively.
|
|
(In thousands, except per share data)
|
Awards
|
|
Price
|
|||
|
Outstanding, January 1, 2017
|
2,743
|
|
|
$
|
7.63
|
|
|
Granted
|
2,539
|
|
|
4.30
|
|
|
|
Vested (restriction lapsed)
|
(1,040
|
)
|
|
7.16
|
|
|
|
Forfeited
|
(342
|
)
|
|
7.39
|
|
|
|
Outstanding, December 31, 2017
|
3,900
|
|
|
5.61
|
|
|
|
(In thousands, except per share data)
|
Years Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
NUMERATOR:
|
|
|
|
|
|
||||||
|
Net loss attributable to the Company – common shares
|
$
|
(393,891
|
)
|
|
$
|
(296,362
|
)
|
|
$
|
(754,774
|
)
|
|
|
|
|
|
|
|
||||||
|
DENOMINATOR:
|
|
|
|
|
|
||||||
|
Weighted average common shares outstanding – basic
|
84,967
|
|
|
84,569
|
|
|
84,278
|
|
|||
|
Stock options and restricted stock
(1)
:
|
—
|
|
|
—
|
|
|
—
|
|
|||
|
Weighted average common shares outstanding – diluted
|
84,967
|
|
|
84,569
|
|
|
84,278
|
|
|||
|
|
|
|
|
|
|
||||||
|
Net loss attributable to the Company per common share:
|
|
|
|
|
|
||||||
|
Basic
|
$
|
(4.64
|
)
|
|
$
|
(3.50
|
)
|
|
$
|
(8.96
|
)
|
|
Diluted
|
$
|
(4.64
|
)
|
|
$
|
(3.50
|
)
|
|
$
|
(8.96
|
)
|
|
(1)
|
8.3 million
,
7.9 million
and
7.2 million
stock options and restricted shares were outstanding at
December 31, 2017
,
2016
and
2015
, respectively, that were not included in the computation of diluted earnings per share because to do so would have been anti-dilutive.
|
|
(In thousands)
|
Years Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
Foreign exchange gain (loss)
|
$
|
29,223
|
|
|
$
|
(69,880
|
)
|
|
$
|
15,468
|
|
|
Other
|
(44,545
|
)
|
|
(3,222
|
)
|
|
(2,412
|
)
|
|||
|
Total other income (expense), net
|
$
|
(15,322
|
)
|
|
$
|
(73,102
|
)
|
|
$
|
13,056
|
|
|
(In thousands)
|
Years Ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
Pension adjustments and other
|
$
|
(314
|
)
|
|
$
|
(1,044
|
)
|
|
$
|
1,585
|
|
|
Total (increase) decrease in deferred tax liabilities
|
$
|
(314
|
)
|
|
$
|
(1,044
|
)
|
|
$
|
1,585
|
|
|
(In thousands)
|
As of December 31,
|
||||||
|
|
2017
|
|
2016
|
||||
|
Inventory
|
$
|
22,470
|
|
|
$
|
22,068
|
|
|
Deposits
|
7,516
|
|
|
2,717
|
|
||
|
Restricted cash
|
26,096
|
|
|
680
|
|
||
|
Other
|
26,456
|
|
|
29,600
|
|
||
|
Total other current assets
|
$
|
82,538
|
|
|
$
|
55,065
|
|
|
(In thousands)
|
As of December 31,
|
||||||
|
|
2017
|
|
2016
|
||||
|
Investments in, and advances to, nonconsolidated affiliates
|
$
|
24,395
|
|
|
$
|
14,477
|
|
|
Other investments
|
80,320
|
|
|
73,381
|
|
||
|
Notes receivable
|
13,792
|
|
|
132
|
|
||
|
Prepaid expenses
|
3,423
|
|
|
—
|
|
||
|
Deposits
|
24,686
|
|
|
20,963
|
|
||
|
Prepaid rent
|
68,991
|
|
|
70,603
|
|
||
|
Non-qualified plan assets
|
12,116
|
|
|
10,733
|
|
||
|
Restricted cash
|
18,095
|
|
|
20,474
|
|
||
|
Other
|
32,449
|
|
|
16,687
|
|
||
|
Total other assets
|
$
|
278,267
|
|
|
$
|
227,450
|
|
|
(In thousands)
|
As of December 31,
|
||||||
|
|
2017
|
|
2016
|
||||
|
Unrecognized tax benefits
|
$
|
112,429
|
|
|
$
|
115,078
|
|
|
Asset retirement obligation
|
47,093
|
|
|
42,067
|
|
||
|
Non-qualified plan liabilities
|
12,116
|
|
|
10,733
|
|
||
|
Deferred income
|
149,284
|
|
|
154,246
|
|
||
|
Deferred rent
|
183,782
|
|
|
177,335
|
|
||
|
Employee related liabilities
|
52,212
|
|
|
55,460
|
|
||
|
Other
|
40,169
|
|
|
39,054
|
|
||
|
Total other long-term liabilities
|
$
|
597,085
|
|
|
$
|
593,973
|
|
|
(In thousands)
|
As of December 31,
|
||||||
|
|
2017
|
|
2016
|
||||
|
Cumulative currency translation adjustment
|
$
|
(282,588
|
)
|
|
$
|
(319,696
|
)
|
|
Cumulative unrealized gain on securities
|
1,058
|
|
|
1,428
|
|
||
|
Cumulative other adjustments
|
(31,030
|
)
|
|
(37,608
|
)
|
||
|
Total accumulated other comprehensive loss
|
$
|
(312,560
|
)
|
|
$
|
(355,876
|
)
|
|
(In thousands)
|
iHM
|
|
Americas Outdoor Advertising
|
|
International Outdoor Advertising
|
|
Other
|
|
Corporate and other reconciling items
|
|
Eliminations
|
|
Consolidated
|
||||||||||||||
|
Year Ended December 31, 2017
|
|||||||||||||||||||||||||||
|
Revenue
|
$
|
3,442,963
|
|
|
$
|
1,256,326
|
|
|
$
|
1,334,939
|
|
|
$
|
143,684
|
|
|
$
|
—
|
|
|
$
|
(6,918
|
)
|
|
$
|
6,170,994
|
|
|
Direct operating expenses
|
1,059,123
|
|
|
574,113
|
|
|
828,652
|
|
|
—
|
|
|
—
|
|
|
(166
|
)
|
|
2,461,722
|
|
|||||||
|
Selling, general and administrative expenses
|
1,245,741
|
|
|
219,467
|
|
|
289,170
|
|
|
100,322
|
|
|
—
|
|
|
(3,054
|
)
|
|
1,851,646
|
|
|||||||
|
Corporate expenses
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
315,596
|
|
|
(3,698
|
)
|
|
311,898
|
|
|||||||
|
Depreciation and amortization
|
233,757
|
|
|
189,707
|
|
|
131,224
|
|
|
14,967
|
|
|
31,640
|
|
|
—
|
|
|
601,295
|
|
|||||||
|
Impairment charges
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10,199
|
|
|
—
|
|
|
10,199
|
|
|||||||
|
Other operating income, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
35,704
|
|
|
—
|
|
|
35,704
|
|
|||||||
|
Operating income (loss)
|
$
|
904,342
|
|
|
$
|
273,039
|
|
|
$
|
85,893
|
|
|
$
|
28,395
|
|
|
$
|
(321,731
|
)
|
|
$
|
—
|
|
|
$
|
969,938
|
|
|
Intersegment revenues
|
$
|
—
|
|
|
$
|
6,918
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
6,918
|
|
|
Segment assets
|
$
|
7,318,941
|
|
|
$
|
2,969,326
|
|
|
$
|
1,449,365
|
|
|
$
|
167,493
|
|
|
$
|
355,528
|
|
|
$
|
(222
|
)
|
|
$
|
12,260,431
|
|
|
Capital expenditures
|
$
|
58,057
|
|
|
$
|
74,580
|
|
|
$
|
146,392
|
|
|
$
|
890
|
|
|
$
|
12,047
|
|
|
$
|
—
|
|
|
$
|
291,966
|
|
|
Share-based compensation expense
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
12,078
|
|
|
$
|
—
|
|
|
$
|
12,078
|
|
|
Year Ended December 31, 2016
|
|||||||||||||||||||||||||||
|
Revenue
|
$
|
3,403,040
|
|
|
$
|
1,278,413
|
|
|
$
|
1,410,471
|
|
|
$
|
171,593
|
|
|
$
|
—
|
|
|
$
|
(3,455
|
)
|
|
$
|
6,260,062
|
|
|
Direct operating expenses
|
975,463
|
|
|
570,310
|
|
|
851,748
|
|
|
1,255
|
|
|
—
|
|
|
—
|
|
|
2,398,776
|
|
|||||||
|
Selling, general and administrative expenses
|
1,102,998
|
|
|
225,415
|
|
|
289,787
|
|
|
109,623
|
|
|
—
|
|
|
(1,924
|
)
|
|
1,725,899
|
|
|||||||
|
Corporate expenses
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
342,603
|
|
|
(1,531
|
)
|
|
341,072
|
|
|||||||
|
Depreciation and amortization
|
243,964
|
|
|
185,654
|
|
|
152,758
|
|
|
17,304
|
|
|
35,547
|
|
|
—
|
|
|
635,227
|
|
|||||||
|
Impairment charges
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,000
|
|
|
—
|
|
|
8,000
|
|
|||||||
|
Other operating income, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
353,556
|
|
|
—
|
|
|
353,556
|
|
|||||||
|
Operating income (loss)
|
$
|
1,080,615
|
|
|
$
|
297,034
|
|
|
$
|
116,178
|
|
|
$
|
43,411
|
|
|
$
|
(32,594
|
)
|
|
$
|
—
|
|
|
$
|
1,504,644
|
|
|
Intersegment revenues
|
$
|
—
|
|
|
$
|
3,455
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
3,455
|
|
|
Segment assets
|
$
|
7,392,872
|
|
|
$
|
3,175,355
|
|
|
$
|
1,342,356
|
|
|
$
|
237,435
|
|
|
$
|
714,445
|
|
|
$
|
(216
|
)
|
|
$
|
12,862,247
|
|
|
Capital expenditures
|
$
|
73,221
|
|
|
$
|
81,401
|
|
|
$
|
143,788
|
|
|
$
|
2,460
|
|
|
$
|
13,847
|
|
|
$
|
—
|
|
|
$
|
314,717
|
|
|
Share-based compensation expense
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
13,133
|
|
|
$
|
—
|
|
|
$
|
13,133
|
|
|
Year Ended December 31, 2015
|
|||||||||||||||||||||||||||
|
Revenue
|
$
|
3,284,320
|
|
|
$
|
1,349,021
|
|
|
$
|
1,457,183
|
|
|
$
|
153,736
|
|
|
$
|
—
|
|
|
$
|
(2,744
|
)
|
|
$
|
6,241,516
|
|
|
Direct operating expenses
|
972,937
|
|
|
597,382
|
|
|
897,520
|
|
|
3,274
|
|
|
—
|
|
|
—
|
|
|
2,471,113
|
|
|||||||
|
Selling, general and administrative expenses
|
1,065,066
|
|
|
233,254
|
|
|
298,250
|
|
|
110,526
|
|
|
—
|
|
|
(2,744
|
)
|
|
1,704,352
|
|
|||||||
|
Corporate expenses
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
315,143
|
|
|
—
|
|
|
315,143
|
|
|||||||
|
Depreciation and amortization
|
240,207
|
|
|
204,514
|
|
|
166,060
|
|
|
20,622
|
|
|
42,588
|
|
|
—
|
|
|
673,991
|
|
|||||||
|
Impairment charges
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
21,631
|
|
|
—
|
|
|
21,631
|
|
|||||||
|
Other operating income, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
94,001
|
|
|
—
|
|
|
94,001
|
|
|||||||
|
Operating income (loss)
|
$
|
1,006,110
|
|
|
$
|
313,871
|
|
|
$
|
95,353
|
|
|
$
|
19,314
|
|
|
$
|
(285,361
|
)
|
|
$
|
—
|
|
|
$
|
1,149,287
|
|
|
Intersegment revenues
|
$
|
—
|
|
|
$
|
2,744
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,744
|
|
|
Segment assets
|
$
|
7,522,998
|
|
|
$
|
3,567,764
|
|
|
$
|
1,573,161
|
|
|
$
|
229,067
|
|
|
$
|
976,417
|
|
|
$
|
(196,292
|
)
|
|
$
|
13,673,115
|
|
|
Capital expenditures
|
$
|
63,814
|
|
|
$
|
82,165
|
|
|
$
|
132,554
|
|
|
$
|
2,039
|
|
|
$
|
15,808
|
|
|
$
|
—
|
|
|
$
|
296,380
|
|
|
Share-based compensation expense
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
11,067
|
|
|
$
|
—
|
|
|
$
|
11,067
|
|
|
(In thousands, except per share data)
|
|||||||||||||||||||||||||||||||
|
|
Three Months Ended
March 31,
|
|
Three Months Ended
June 30,
|
|
Three Months Ended
September 30,
|
|
Three Months Ended
December 31,
|
||||||||||||||||||||||||
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||||||||||
|
Revenue
|
$
|
1,329,322
|
|
|
$
|
1,361,798
|
|
|
$
|
1,590,368
|
|
|
$
|
1,614,472
|
|
|
$
|
1,537,416
|
|
|
$
|
1,566,582
|
|
|
$
|
1,713,888
|
|
|
$
|
1,717,210
|
|
|
Operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
|
Direct operating expenses
|
571,262
|
|
|
566,664
|
|
|
614,377
|
|
|
613,186
|
|
|
621,895
|
|
|
591,740
|
|
|
654,188
|
|
|
627,186
|
|
||||||||
|
Selling, general and administrative expenses
|
450,619
|
|
|
425,568
|
|
|
447,290
|
|
|
434,581
|
|
|
438,654
|
|
|
421,700
|
|
|
515,083
|
|
|
444,050
|
|
||||||||
|
Corporate expenses
|
78,362
|
|
|
77,859
|
|
|
77,158
|
|
|
87,657
|
|
|
77,967
|
|
|
86,832
|
|
|
78,411
|
|
|
88,724
|
|
||||||||
|
Depreciation and amortization
|
146,106
|
|
|
155,456
|
|
|
147,795
|
|
|
162,144
|
|
|
149,749
|
|
|
158,453
|
|
|
157,645
|
|
|
159,174
|
|
||||||||
|
Impairment charges
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,631
|
|
|
8,000
|
|
|
2,568
|
|
|
—
|
|
||||||||
|
Other operating income, net
|
31,084
|
|
|
284,463
|
|
|
6,916
|
|
|
(64,190
|
)
|
|
(13,215
|
)
|
|
(505
|
)
|
|
10,919
|
|
|
133,788
|
|
||||||||
|
Operating income
|
114,057
|
|
|
420,714
|
|
|
310,664
|
|
|
252,714
|
|
|
228,305
|
|
|
299,352
|
|
|
316,912
|
|
|
531,864
|
|
||||||||
|
Interest expense
|
455,337
|
|
|
463,950
|
|
|
463,160
|
|
|
465,991
|
|
|
470,250
|
|
|
459,852
|
|
|
476,837
|
|
|
460,189
|
|
||||||||
|
Gain (loss) on investments, net
|
(125
|
)
|
|
—
|
|
|
(135
|
)
|
|
—
|
|
|
(2,173
|
)
|
|
(13,767
|
)
|
|
(2,439
|
)
|
|
860
|
|
||||||||
|
Equity in earnings (loss) of nonconsolidated affiliates
|
(242
|
)
|
|
(433
|
)
|
|
240
|
|
|
(1,610
|
)
|
|
(2,238
|
)
|
|
1,117
|
|
|
(615
|
)
|
|
(15,807
|
)
|
||||||||
|
Gain (loss) on extinguishment of debt
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
157,556
|
|
|
1,271
|
|
|
—
|
|
||||||||
|
Other income (expense), net
|
(15,249
|
)
|
|
(5,712
|
)
|
|
1,782
|
|
|
(34,019
|
)
|
|
2,223
|
|
|
(7,323
|
)
|
|
(4,078
|
)
|
|
(26,048
|
)
|
||||||||
|
Income (loss) before income taxes
|
(356,896
|
)
|
|
(49,381
|
)
|
|
(150,609
|
)
|
|
(248,906
|
)
|
|
(244,133
|
)
|
|
(22,917
|
)
|
|
(165,786
|
)
|
|
30,680
|
|
||||||||
|
Income tax benefit (expense)
|
(30,684
|
)
|
|
(9,493
|
)
|
|
(17,408
|
)
|
|
(27,137
|
)
|
|
(2,051
|
)
|
|
(5,613
|
)
|
|
507,549
|
|
|
92,717
|
|
||||||||
|
Consolidated net income (loss)
|
(387,580
|
)
|
|
(58,874
|
)
|
|
(168,017
|
)
|
|
(276,043
|
)
|
|
(246,184
|
)
|
|
(28,530
|
)
|
|
341,763
|
|
|
123,397
|
|
||||||||
|
Less amount attributable to noncontrolling interest
|
635
|
|
|
29,622
|
|
|
6,020
|
|
|
2,857
|
|
|
1,993
|
|
|
6,471
|
|
|
(74,775
|
)
|
|
17,362
|
|
||||||||
|
Net income (loss)attributable to the Company
|
$
|
(388,215
|
)
|
|
$
|
(88,496
|
)
|
|
$
|
(174,037
|
)
|
|
$
|
(278,900
|
)
|
|
$
|
(248,177
|
)
|
|
$
|
(35,001
|
)
|
|
$
|
416,538
|
|
|
$
|
106,035
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
|
Net income (loss) to the Company per common share:
|
|||||||||||||||||||||||||||||||
|
Basic
|
$
|
(4.58
|
)
|
|
$
|
(1.05
|
)
|
|
$
|
(2.05
|
)
|
|
$
|
(3.30
|
)
|
|
$
|
(2.92
|
)
|
|
$
|
(0.41
|
)
|
|
$
|
4.89
|
|
|
$
|
1.25
|
|
|
Diluted
|
$
|
(4.58
|
)
|
|
$
|
(1.05
|
)
|
|
$
|
(2.05
|
)
|
|
$
|
(3.30
|
)
|
|
$
|
(2.92
|
)
|
|
$
|
(0.41
|
)
|
|
$
|
4.85
|
|
|
$
|
1.24
|
|
|
The Company's Class A common shares are quoted for trading on the OTC / Pink Sheets Bulletin Board under the symbol IHRT.
|
|||||||||||||||||||||||||||||||
|
Plan Category
|
|
Number of Securities to be issued upon exercise of outstanding options, warrants and rights
|
|
Weighted-Average exercise price of outstanding options, warrants and rights
(1)
|
|
Number of Securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (A))
|
||||
|
Equity Compensation Plans approved by security holders
(2)
|
|
8,310,781
(3)
|
|
|
$
|
35.09
|
|
|
2,244,693
|
|
|
Equity Compensation Plans not approved by security holders
|
|
—
|
|
—
|
|
—
|
||||
|
Total
|
|
8,310,781
|
|
|
$
|
35.09
|
|
|
2,244,693
|
|
|
(1)
|
The weighted-average exercise price is calculated based solely on the exercise prices of the outstanding options and does not reflect the shares that will be issued upon the vesting of outstanding awards of restricted stock, which have no exercise price.
|
|
(2)
|
Represents the 2008 Executive Incentive Plan and the 2015 Executive Long-Term Incentive Plan. The 2008 Executive Incentive Plan automatically terminated (other than with respect to outstanding awards) upon stockholder approval of the 2015 Executive Long-Term Incentive Plan at our Annual Stockholder Meeting held on May 18, 2015 and, as a result, there are no shares available for grant under the 2008 Executive Incentive Plan.
|
|
(3)
|
This number includes shares subject to outstanding awards granted, of which 2,092,126 shares are subject to outstanding options and 6,218,655 shares are subject to outstanding restricted shares.
|
|
(In thousands)
|
|
|
|
Charges
|
|
|
|
|
|
|
||||||||||
|
|
|
Balance at
|
|
to Costs,
|
|
Write-off
|
|
|
|
Balance
|
||||||||||
|
|
|
Beginning
|
|
Expenses
|
|
of Accounts
|
|
|
|
at End of
|
||||||||||
|
Description
|
|
of period
|
|
and other
|
|
Receivable
|
|
Other
(1)
|
|
Period
|
||||||||||
|
Year ended December 31, 2015
|
|
$
|
32,396
|
|
|
$
|
30,579
|
|
|
$
|
26,310
|
|
|
$
|
(1,776
|
)
|
|
$
|
34,889
|
|
|
Year ended December 31, 2016
|
|
$
|
34,889
|
|
|
$
|
27,390
|
|
|
$
|
27,898
|
|
|
$
|
(499
|
)
|
|
$
|
33,882
|
|
|
Year ended December 31, 2017
|
|
$
|
33,882
|
|
|
$
|
38,944
|
|
|
$
|
25,800
|
|
|
$
|
1,424
|
|
|
$
|
48,450
|
|
|
(1)
|
Primarily foreign currency adjustments and acquisition and/or divestiture activity.
|
|
(In thousands)
|
|
|
|
Charges
|
|
|
|
|
|
|
||||||||||
|
|
|
Balance at
|
|
to Costs,
|
|
|
|
|
|
Balance
|
||||||||||
|
|
|
Beginning
|
|
Expenses
|
|
|
|
|
|
at end of
|
||||||||||
|
Description
|
|
of Period
|
|
and other
(1)
|
|
Reversal
(2)
|
|
Adjustments
(3)
|
|
Period
|
||||||||||
|
Year ended December 31, 2015
|
|
$
|
655,658
|
|
|
$
|
314,098
|
|
|
$
|
(457
|
)
|
|
$
|
(24,723
|
)
|
|
$
|
944,576
|
|
|
Year ended December 31, 2016
|
|
$
|
944,576
|
|
|
$
|
109,285
|
|
|
$
|
(49,577
|
)
|
|
$
|
(14,360
|
)
|
|
$
|
989,924
|
|
|
Year ended December 31, 2017
|
|
$
|
989,924
|
|
|
$
|
319,429
|
|
|
$
|
(12,155
|
)
|
|
$
|
(344,861
|
)
|
|
$
|
952,337
|
|
|
(1)
|
During
2015
,
2016
and
2017
, the Company recorded valuation allowances on deferred tax assets attributable to net operating losses in certain foreign jurisdictions. In addition, during
2015
,
2016
and
2017
the Company recorded a valuation allowance of
$305.3 million
,
$61.5 million
and
$387.7 million
, respectively, on a portion of its deferred tax assets attributable to federal and state net operating loss carryforwards due to the uncertainty of the ability to utilize those losses in future periods.
|
|
(2)
|
During
2015
,
2016
and
2017
, the Company realized the tax benefits associated with certain foreign deferred tax assets, primarily related to foreign loss carryforwards, on which a valuation allowance was previously recorded. The associated valuation allowance was reversed in the period in which, based on the weight of available evidence, it is more-likely-than-not that the deferred tax asset will be realized. During 2016, the Company released valuation allowances in France in the amount of
$43.3 million
.
|
|
(3)
|
During
2015
,
2016
and
2017
, the Company adjusted certain valuation allowances as a result of changes in tax rates in certain jurisdictions and as a result of the expiration of carryforward periods for net operating loss carryforwards. During 2017, the Company adjusted the carrying value of its U.S. federal deferred tax balance due to the U.S. federal tax reform bill that was enacted in 2017. The tax bill reduced the U.S. federal corporate tax rate to 21% and resulted in a reduction to the valuation allowance balance of
$336.3 million
during the period.
|
|
Exhibit
Number
|
|
Description
|
|
3.1
|
|
|
|
3.2
|
|
|
|
4.1
|
|
|
|
4.2
|
|
|
|
4.3
|
|
|
|
4.4
|
|
|
|
4.5
|
|
|
|
4.6
|
|
|
|
4.7
|
|
|
|
4.8
|
|
|
|
4.9
|
|
|
|
4.10
|
|
|
|
4.11
|
|
|
|
4.12
|
|
|
|
4.13
|
|
|
|
4.14
|
|
|
|
4.15
|
|
|
|
4.16
|
|
|
|
4.17
|
|
|
|
4.18
|
|
|
|
4.19
|
|
|
|
4.20
|
|
|
|
4.21
|
|
|
|
4.22
|
|
|
|
4.23
|
|
|
|
4.24
|
|
|
|
4.25
|
|
|
|
4.26
|
|
|
|
4.27
|
|
|
|
4.28
|
|
|
|
4.29
|
|
|
|
4.30
|
|
|
|
4.31
|
|
|
|
4.32
|
|
|
|
10.1
|
|
|
|
10.2
|
|
|
|
10.3
|
|
|
|
10.4
|
|
|
|
10.5
|
|
|
|
10.6
|
|
|
|
10.7
|
|
|
|
10.8
|
|
|
|
10.9
|
|
|
|
10.10
|
|
|
|
10.11
|
|
|
|
10.12
|
|
|
|
10.13
|
|
|
|
10.14
|
|
|
|
10.15
|
|
|
|
10.16
|
|
|
|
10.17
|
|
|
|
10.18
|
|
|
|
10.19
|
|
|
|
10.20§
|
|
|
|
10.21§
|
|
|
|
10.22
|
|
|
|
10.23§
|
|
|
|
10.24§
|
|
|
|
10.25§
|
|
|
|
10.26§
|
|
|
|
10.27§
|
|
|
|
10.28§
|
|
|
|
10.29§
|
|
|
|
10.30§
|
|
|
|
10.31§
|
|
|
|
10.32§
|
|
|
|
10.33§
|
|
|
|
10.34§
|
|
|
|
10.35§
|
|
|
|
10.36§
|
|
|
|
10.37§
|
|
|
|
10.38§
|
|
|
|
10.39§
|
|
|
|
10.40§
|
|
|
|
10.41§
|
|
|
|
10.42§
|
|
|
|
10.43§
|
|
|
|
10.44§
|
|
|
|
10.45§
|
|
|
|
10.46§
|
|
|
|
10.47§
|
|
|
|
10.48§
|
|
|
|
10.49§
|
|
|
|
10.50§
|
|
|
|
10.51§
|
|
|
|
10.52§
|
|
|
|
10.53§
|
|
|
|
10.54§
|
|
|
|
10.55§
|
|
|
|
10.56§
|
|
|
|
10.57§
|
|
|
|
10.58§
|
|
|
|
10.59§
|
|
|
|
10.60§
|
|
|
|
10.61§
|
|
|
|
10.62§
|
|
|
|
10.63§
|
|
|
|
10.64§
|
|
|
|
10.65§
|
|
|
|
10.66§
|
|
|
|
10.67§
|
|
|
|
10.68§
|
|
|
|
10.69§
|
|
|
|
10.70§
|
|
|
|
10.71§
|
|
|
|
10.72§
|
|
|
|
10.73§
|
|
|
|
10.74§
|
|
|
|
10.75§
|
|
|
|
10.76§
|
|
|
|
10.77§
|
|
|
|
10.78§
|
|
|
|
10.79
|
|
|
|
10.80§
|
|
|
|
10.81§
|
|
|
|
10.82§
|
|
|
|
10.83
|
|
|
|
10.84§
|
|
|
|
10.85§
|
|
|
|
10.86§
|
|
|
|
10.87§
|
|
|
|
10.88§
|
|
|
|
10.89
|
|
|
|
10.90
|
|
|
|
10.91
|
|
|
|
10.92§
|
|
|
|
10.93§
|
|
|
|
10.94
|
|
|
|
10.95§
|
|
|
|
10.96§
|
|
|
|
10.97
|
|
|
|
21*
|
|
|
|
23*
|
|
|
|
24*
|
|
Power of Attorney (included on signature page).
|
|
31.1*
|
|
|
|
31.2*
|
|
|
|
32.1**
|
|
|
|
32.2**
|
|
|
|
101.INS*
|
|
XBRL Instance Document.
|
|
101.SCH*
|
|
XBRL Taxonomy Extension Schema Document.
|
|
101.CAL*
|
|
XBRL Taxonomy Extension Calculation Linkbase Document.
|
|
101.DEF*
|
|
XBRL Taxonomy Extension Definition Linkbase Document.
|
|
101.LAB*
|
|
XBRL Taxonomy Extension Label Linkbase Document.
|
|
101.PRE*
|
|
XBRL Taxonomy Extension Presentation Linkbase Document.
|
|
|
By:
/s/ Robert W. Pittman
|
|
|
Robert W. Pittman
|
|
|
Chairman and Chief Executive Officer
|
|
Name
|
Title
|
Date
|
|
/s/ Robert W. Pittman
Robert W. Pittman
|
Chairman and Chief Executive Officer (Principal Executive Officer) and Director
|
May 3, 2018
|
|
/s/ Richard J. Bressler
Richard J. Bressler
|
President, Chief Operating Officer, Chief Financial Officer (Principal Financial Officer) and Director
|
May 3, 2018
|
|
/s/ Scott D. Hamilton
Scott D. Hamilton
|
Senior Vice President, Chief Accounting Officer (Principal Accounting Officer) and Assistant Secretary
|
May 3, 2018
|
|
/s/ David C. Abrams
David C. Abrams
|
Director
|
May 3, 2018
|
|
/s/ John N. Belitsos
John N. Belitsos
|
Director
|
May 3, 2018
|
|
/s/ Frederic F. Brace
Frederic F. Brace
|
Director
|
May 3, 2018
|
|
/s/ James C. Carlisle
James C. Carlisle
|
Director
|
May 3, 2018
|
|
/s/ John P. Connaughton
John P. Connaughton
|
Director
|
May 3, 2018
|
|
/s/ Charles H. Cremens
Charles H. Cremens
|
Director
|
May 3, 2018
|
|
/s/ Matthew J. Freeman
Matthew J. Freeman
|
Director
|
May 3, 2018
|
|
/s/ Laura Grattan
Laura Grattan
|
Director
|
May 3, 2018
|
|
/s/ Blair E. Hendrix
Blair E. Hendrix
|
Director
|
May 3, 2018
|
|
/s/ Jonathon S. Jacobson
Jonathon S. Jacobson
|
Director
|
May 3, 2018
|
|
/s/ Scott M. Sperling
Scott M. Sperling
|
Director
|
May 3, 2018
|
No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
| FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
|---|
| DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
|---|
No information found
No Customers Found
No Suppliers Found
Price
Yield
| Owner | Position | Direct Shares | Indirect Shares |
|---|