SAN
ANTONIO, Feb. 24, 2025 /PRNewswire/ -- Clear
Channel Outdoor Holdings, Inc. (NYSE: CCO) (the "Company") today
reported financial results for the quarter and year ended
December 31, 2024.
"With the announced agreement to sell our Europe-North segment
as well as the sale of our businesses in Mexico, Chile
and Peru, we continue to execute
on our plan to focus on our higher margin U.S. markets," said
Scott Wells, Chief Executive Officer
of Clear Channel Outdoor Holdings, Inc. "We are following a path
aimed at enhancing our ability to drive organic cash flow with the
ultimate goal of reducing leverage on our balance sheet. These
steps are good progress as we continue to reduce risk and create
optionality through our U.S. focus.
"During the fourth quarter, our America segment delivered record
revenue of $310.7 million,
representing an increase of 4.1%, driven by strength in digital and
local sales. Airports continued to perform well with fourth quarter
revenue increasing 4.3% to $116.0
million, a record against a robust performance in the prior
year comparable period. On a consolidated basis, we delivered
revenue of $426.7 million during the
fourth quarter, representing an increase of 2.6%, which reflects
the loss of a contract in Singapore. AFFO exceeded discretionary capex
for both the quarter and the year, and we expect further expansion
in 2025.
"In the year ahead, our roadmap for growth remains centered on
continuing to innovate and modernize our platform, including
expanding our digital footprint, further leveraging our data and
analytics capabilities and strategically growing our sales force.
We believe these efforts are making our products easier to plan,
buy and measure, elevating our place in the digital advertising
ecosystem and expanding the overall pool of advertisers we can
serve."
Financial Highlights:
Financial highlights for the fourth quarter of 2024 as compared
to the same period of 2023:
(In
millions)
|
Three Months Ended
December 31, 2024
|
|
% Change
|
Revenue:
|
|
|
|
Consolidated
Revenue1
|
$
426.7
|
|
2.6 %
|
America
Revenue
|
310.7
|
|
4.1 %
|
Airports
Revenue
|
116.0
|
|
4.3 %
|
|
|
|
|
Net
Loss:
|
|
|
|
Loss from Continuing
Operations2
|
(1.1)
|
|
NM
|
|
|
|
|
Adjusted
EBITDA3:
|
|
|
|
Adjusted
EBITDA1,3
|
144.8
|
|
2.5 %
|
America Segment
Adjusted EBITDA4
|
137.2
|
|
0.7 %
|
Airports Segment
Adjusted EBITDA4
|
32.8
|
|
8.9 %
|
1
|
Financial highlights
exclude results of discontinued operations. See "Supplemental
Disclosures" section herein for more information.
|
2
|
Percentage changes that
are so large as to not be meaningful have been designated as
"NM."
|
3
|
Adjusted EBITDA is a
non-GAAP financial measure. See "Supplemental Disclosures" section
herein for more information.
|
4
|
Segment Adjusted EBITDA
is a GAAP financial measure. See "Supplemental Disclosures" section
herein for more information.
|
International Sales Processes:
On January 8, 2025, we entered
into a definitive agreement to sell the businesses in our
Europe-North segment to Bauer Radio Limited, a subsidiary of Bauer
Media Group, for a purchase price of $625
million, subject to certain customary adjustments. The
transaction is expected to close in 2025, upon satisfaction of
regulatory approvals. We will use the anticipated net proceeds from
the sale, after payment of transaction-related fees and expenses,
to prepay in full the outstanding CCIBV term loans in the principal
amount of $375 million, plus any
accrued interest. We expect to use the remaining net proceeds
primarily to repay additional debt and/or for other purposes
permitted under the agreements governing the remainder of our
indebtedness.
On February 5, 2025, we completed
the sale of our businesses in Mexico, Peru
and Chile to Global Media US LLC
in a simultaneous sign-and-close transaction. We received
$20 million in cash at closing and
are eligible to receive an additional $1.25
million earn-out, with the consideration subject to further
customary adjustments. We intend to use the net proceeds from the
sale to improve our liquidity position.
The sales process for our remaining Latin American business in
Brazil is ongoing. While we cannot
guarantee the completion of a transaction, we currently expect a
sale to occur within the next year, subject to the satisfaction of
regulatory approvals and other closing conditions, if applicable.
We have also resumed the sales process and marketing efforts for
our business in Spain.
As of December 31, 2024, we have
classified our Europe-North segment and Latin American businesses
as discontinued operations. Our Europe-South segment, including the
business in Spain, was classified
as discontinued operations in 2023. Unless otherwise noted, the
discussion in this earnings release focuses on continuing
operations and excludes discontinued operations.
Guidance:
Our expectations for the first quarter and full year of
2025 are as follows:
|
First Quarter of 2025
|
|
% change from prior
year
|
(in
millions)
|
Low
|
|
High
|
|
Low
|
|
High
|
Consolidated
Revenue1
|
$
329
|
|
$
344
|
|
1 %
|
|
5 %
|
America
|
252
|
|
262
|
|
1 %
|
|
5 %
|
Airports
|
77
|
|
82
|
|
— %
|
|
7 %
|
1
|
Excludes results of
discontinued operations
|
|
Full Year of
2025
|
|
% change from prior
year
|
(in
millions)
|
Low
|
|
High
|
|
Low
|
|
High
|
Consolidated
Revenue1
|
$
1,562
|
|
$
1,607
|
|
4 %
|
|
7 %
|
America
|
1,190
|
|
1,220
|
|
4 %
|
|
7 %
|
Airports
|
372
|
|
387
|
|
3 %
|
|
7 %
|
Loss from Continuing
Operations2
|
(105)
|
|
(95)
|
|
(15) %
|
|
(23) %
|
Adjusted
EBITDA1,3
|
490
|
|
505
|
|
3 %
|
|
6 %
|
AFFO1,2,3
|
73
|
|
83
|
|
25 %
|
|
42 %
|
Capital
Expenditures1
|
75
|
|
85
|
|
(7) %
|
|
5 %
|
1
|
Excludes results of
discontinued operations.
|
2
|
Guidance for loss from
continuing operations and AFFO excludes interest on the CCIBV Term
Loan Facility. Due to uncertainty, the potential impact of reduced
interest expense from any potential anticipated repayment of debt
with the proceeds of the international sales processes is not
reflected in this guidance.
|
3
|
This is a non-GAAP
financial measure. See "Supplemental Disclosures" section herein
for more information.
|
Expected results and estimates may be impacted by factors
outside of the Company's control, and actual results may be
materially different from this guidance. See "Cautionary Statement
Concerning Forward-Looking Statements" herein.
Results:
Revenue:
(In
thousands)
|
Three Months
Ended
December 31,
|
|
%
Change
|
|
Year Ended
December 31,
|
|
%
Change
|
|
2024
|
|
2023
|
|
|
2024
|
|
2023
|
|
Revenue:
|
|
|
|
|
|
|
|
|
|
|
|
America
|
$ 310,705
|
|
$ 298,520
|
|
4.1 %
|
|
$
1,143,510
|
|
$
1,100,846
|
|
3.9 %
|
Airports
|
116,012
|
|
111,213
|
|
4.3 %
|
|
361,488
|
|
311,605
|
|
16.0 %
|
Other
|
2
|
|
6,281
|
|
(100.0) %
|
|
232
|
|
21,735
|
|
(98.9) %
|
Consolidated
Revenue
|
$
426,719
|
|
$
416,014
|
|
2.6 %
|
|
$
1,505,230
|
|
$
1,434,186
|
|
5.0 %
|
Revenue for the fourth quarter of 2024, as compared to the same
period of 2023:
America: Revenue up 4.1%:
- Digital revenue growth driven by new deployments, the new
roadside billboard contract with the New York Metropolitan Transit
Authority ("MTA"), and increased demand
- Digital revenue increased 7.6% to $122.7
million (up from $114.0
million)
- Growth in print billboard revenue also driven by the New York
MTA contract
- National sales accounted for 37.7% of America revenue
Airports: Revenue up 4.3%:
- Strong advertising demand, with growth led by the Port
Authority of New York and
New Jersey, San Francisco
International, and Denver International airports
- Digital revenue increased 1.5% to $74.1
million (up from $73.1
million)
- National sales accounted for 63.9% of Airports revenue
Other: Revenue down due to loss of contract
in Singapore
Direct Operating and SG&A Expenses1:
(In
thousands)
|
Three Months
Ended
December 31,
|
|
%
Change
|
|
Year Ended
December 31,
|
|
%
Change
|
|
2024
|
|
2023
|
|
|
2024
|
|
2023
|
|
Direct operating and
SG&A expenses:
|
America
|
$ 173,518
|
|
$ 162,863
|
|
6.5 %
|
|
$ 656,089
|
|
$ 633,021
|
|
3.6 %
|
Airports
|
83,241
|
|
81,109
|
|
2.6 %
|
|
273,726
|
|
243,383
|
|
12.5 %
|
Other
|
218
|
|
5,968
|
|
(96.3) %
|
|
3,670
|
|
19,402
|
|
(81.1) %
|
Consolidated Direct
operating and SG&A expenses2
|
$
256,977
|
|
$
249,940
|
|
2.8 %
|
|
$
933,485
|
|
$
895,806
|
|
4.2 %
|
1
|
"Direct operating and
SG&A expenses" as presented throughout this earnings release
refers to the sum of direct operating expenses (excluding
depreciation and amortization) and selling, general and
administrative expenses (excluding depreciation and
amortization).
|
2
|
Includes restructuring
and other costs of $0.2 million and $1.1 million during the three
months ended December 31, 2024 and 2023, respectively, and $3.0
million and $1.1 million during the years ended December 31, 2024
and 2023, respectively.
|
Direct operating and SG&A expenses for the fourth quarter of
2024, as compared to the same period of 2023:
America: Direct operating and SG&A
expenses up 6.5%:
- Higher compensation costs driven by higher variable-incentive
compensation, increased headcount and pay increases
- Site lease expense increased 3.6% to $92.7 million (up from $89.5 million), mainly driven by the New York MTA
contract
- Higher production, installation and maintenance costs due to
revenue growth
Airports: Direct operating and SG&A
expenses up 2.6%:
- Site lease expense increased 3.2% to $67.0 million (up from $64.9 million), driven by lower rent abatements
and higher revenue
Other: Direct operating and SG&A
expenses down due to loss of contract in Singapore
Corporate Expenses:
(In
thousands)
|
Three Months
Ended
December 31,
|
|
%
Change
|
|
Year Ended
December 31,
|
|
%
Change
|
|
2024
|
|
2023
|
|
|
2024
|
|
2023
|
|
Corporate
expenses1
|
$
31,681
|
|
$
30,791
|
|
2.9 %
|
|
$ 126,904
|
|
$ 129,248
|
|
(1.8) %
|
1
|
Includes restructuring
and other costs of $0.8 million and $0.4 million during the three
months ended December 31, 2024 and 2023, respectively, and $4.9
million and $20.6 million during the years ended December 31, 2024
and 2023, respectively. Restructuring and other costs for the year
ended December 31, 2023 include an expense of $19.0 million
recorded for the resolution of the investigation of the Company's
former indirect, non-wholly-owned subsidiary, Clear Media
Limited.
|
Corporate expenses for the fourth quarter of 2024 up 2.9%
compared to the same period of 2023, primarily due to higher
property and casualty insurance expense.
Income (Loss):
(In
thousands)
|
Three Months
Ended
December 31,
|
|
%
Change
|
|
Year Ended
December 31,
|
|
%
Change
|
|
2024
|
|
2023
|
|
|
2024
|
|
2023
|
|
Income (loss) from
continuing operations1
|
$
(1,052)
|
|
$
431
|
|
NM
|
|
$
(123,764)
|
|
$
(159,444)
|
|
(22.4) %
|
Consolidated net income
(loss)1,2
|
(16,605)
|
|
26,003
|
|
NM
|
|
(175,878)
|
|
(308,816)
|
|
(43.0) %
|
1
|
Percentage changes that
are so large as to not be meaningful have been designated as
"NM."
|
2
|
Includes income (loss)
from discontinued operations.
|
Adjusted EBITDA1:
(In
thousands)
|
Three Months
Ended
December 31,
|
|
%
Change
|
|
Year Ended
December 31,
|
|
%
Change
|
|
2024
|
|
2023
|
|
|
2024
|
|
2023
|
|
Segment Adjusted
EBITDA2:
|
America
|
$ 137,174
|
|
$ 136,157
|
|
0.7 %
|
|
$ 487,990
|
|
$ 468,370
|
|
4.2 %
|
Airports
|
32,771
|
|
30,106
|
|
8.9 %
|
|
87,860
|
|
68,226
|
|
28.8 %
|
Other3
|
(39)
|
|
894
|
|
NM
|
|
(1,142)
|
|
2,914
|
|
NM
|
Total Segment Adjusted
EBITDA
|
169,906
|
|
167,157
|
|
1.6 %
|
|
574,708
|
|
539,510
|
|
6.5 %
|
Adjusted Corporate
expenses1
|
(25,101)
|
|
(25,932)
|
|
(3.2) %
|
|
(98,950)
|
|
(91,151)
|
|
8.6 %
|
Adjusted
EBITDA1
|
$
144,805
|
|
$
141,225
|
|
2.5 %
|
|
$
475,758
|
|
$
448,359
|
|
6.1 %
|
1
|
This is a non-GAAP
financial measure. See "Supplemental Disclosures" section herein
for more information.
|
2
|
Segment Adjusted EBITDA
is a GAAP financial measure. See "Supplemental Disclosures" section
herein for more information.
|
3
|
Percentage changes that
are so large as to not be meaningful have been designated as
"NM."
|
AFFO1:
(In
thousands)
|
Three Months
Ended
December 31,
|
|
%
Change
|
|
Year Ended
December 31,
|
|
%
Change
|
|
2024
|
|
2023
|
|
|
2024
|
|
2023
|
|
AFFO1
|
$
36,861
|
|
$
36,506
|
|
1.0 %
|
|
$
58,611
|
|
$
39,192
|
|
49.5 %
|
1
|
This is a non-GAAP
financial measure. See "Supplemental Disclosures" section herein
for more information.
|
Capital Expenditures:
(In
thousands)
|
Three Months
Ended
December 31,
|
|
%
Change
|
|
Year Ended
December 31,
|
|
%
Change
|
|
2024
|
|
2023
|
|
|
2024
|
|
2023
|
|
Capital
expenditures:
|
America
|
$
27,675
|
|
$
23,587
|
|
17.3 %
|
|
$
63,354
|
|
$
75,431
|
|
(16.0) %
|
Airports
|
5,985
|
|
9,668
|
|
(38.1) %
|
|
12,619
|
|
20,050
|
|
(37.1) %
|
Other1
|
—
|
|
54
|
|
NM
|
|
13
|
|
298
|
|
NM
|
Corporate
|
1,579
|
|
1,544
|
|
2.3 %
|
|
4,731
|
|
5,714
|
|
(17.2) %
|
Consolidated
capital expenditures
|
$
35,239
|
|
$
34,853
|
|
1.1 %
|
|
$
80,717
|
|
$
101,493
|
|
(20.5) %
|
1
|
Percentage changes that
are so large as to not be meaningful have been designated as
"NM."
|
Markets and Displays:
As of December 31, 2024, we operated more than 61,800 print
and digital out-of-home advertising displays in the U.S. as part of
our continuing operations. As of December 31, 2024, we had
presence in 81 Designated Market Areas ("DMAs") in the U.S.,
including 43 of the top 50 U.S. markets.
|
Number of digital
displays added
(removed), net, in
fourth quarter
|
|
Total number of
displays as of December 31, 2024
|
|
|
Digital
|
|
Printed
|
|
Total
|
America1:
|
|
|
|
|
|
|
|
Billboards2
|
33
|
|
1,930
|
|
33,023
|
|
34,953
|
Other
displays3
|
(33)
|
|
576
|
|
13,205
|
|
13,781
|
Airports4
|
(40)
|
|
2,610
|
|
10,531
|
|
13,141
|
Total
displays
|
(40)
|
|
5,116
|
|
56,759
|
|
61,875
|
1
|
As of December 31,
2024, our America segment had presence in 28 U.S. DMAs.
|
2
|
Billboards includes
bulletins, posters, spectaculars and wallscapes.
|
3
|
Other displays includes
street furniture and transit displays. The decrease in digital
displays in the fourth quarter was due to the voluntary termination
of a lease to operate certain digital urban panels in one
market.
|
4
|
As of December 31,
2024, our Airports segment had displays across nearly 200
commercial and private airports in the U.S. and the Caribbean. The
net decrease in digital displays in the fourth quarter was
primarily due to screen removals at two airports undergoing
redevelopment.
|
Clear Channel International
B.V.
Clear Channel International B.V. ("CCIBV"), an indirect
wholly-owned subsidiary of the Company and the borrower under the
CCIBV Term Loan Facility, includes the operations of our European
businesses, which have been classified as discontinued operations.
Until September 17, 2024, it also
included operations in Singapore,
which were sold to another indirect foreign wholly-owned subsidiary
of the Company. Historically, the financial results of the
Singapore operations were
immaterial to CCIBV's consolidated results.
Previously, we reported results of the Europe-South businesses
as discontinued operations in the CCIBV Consolidated Statement of
Income (Loss), consistent with the Company's Consolidated Statement
of Income (Loss). However, because all CCIBV businesses are now
sold or held for sale and are classified as discontinued operations
in the Company's consolidated financial statements, we are now
reporting CCIBV consolidated results, including businesses that are
sold or held for sale, as summarized below.
CCIBV results for the fourth quarter of 2024, compared to the
same period of 2023:
- Revenue decreased 13.7% to $224.2
million (from $259.8 million),
primarily due to the sale of the business in France on October 31,
2023.
- Operating income was $42.5
million, compared to $38.4
million in the same period of 2023.
Liquidity and Financial
Position:
Cash and Cash Equivalents:
As of December 31, 2024, we had
$164.3 million of cash and cash
equivalents, including $54.6 million held by discontinued
operations (our businesses in Europe and Latin
America) and $3.3 million
held by our continuing operations subsidiaries outside the U.S.,
primarily in the Caribbean.
The following table summarizes our cash flows for the year ended
December 31, 2024 on a consolidated basis, including both
continuing and discontinued operations:
(In
thousands)
|
Year Ended
December 31,
2024
|
Net cash provided by
operating activities
|
$
79,746
|
Net cash used for
investing activities1
|
(155,939)
|
Net cash used for
financing activities
|
(8,176)
|
Effect of exchange rate
changes on cash, cash equivalents and restricted cash
|
(4,100)
|
Net decrease in cash,
cash equivalents and restricted cash
|
$
(88,469)
|
|
|
Cash paid for
interest
|
$
434,520
|
Cash paid for income
taxes, net of refunds
|
$
16,150
|
1
|
Includes capital
expenditures of $61.7 million and net payments for the acquisition
of businesses and assets of $17.6 million related to discontinued
operations.
|
Debt:
Assuming no additional refinancing, new debt issuance or
principal prepayments, we expect cash interest payments of
approximately $422 million in 2025, including $28 million
related to the CCIBV Term Loan Facility. Upon the sale of the
Europe-North businesses, we will use the anticipated net proceeds,
after payment of transaction-related fees and expenses, to prepay
the full $375 million principal amount of the CCIBV Term Loan
Facility, plus any accrued interest, in accordance with the CCIBV
Credit Agreement. Excluding interest on the CCIBV Term Loan
Facility, we expect annual cash interest payments of approximately
$394 million in 2025 and $393 million in 2026.
Our next scheduled debt maturity is in April 2027, when the $375 million principal
amount of the CCIBV Term Loan Facility becomes due. However, as
previously described, we will prepay this balance in full using a
portion of the net proceeds from the sale of the Europe-North
businesses, which we expect to complete in 2025. Following that,
our next debt maturity will occur in August
2027, when the $1.25 billion aggregate principal of the
CCOH 5.125% Senior Secured Notes becomes due.
For additional details regarding our outstanding debt balance,
please refer to Table 3 in this earnings release.
TABLE 1 - Financial Highlights of Clear
Channel Outdoor Holdings, Inc. and its Subsidiaries:
(In
thousands)
|
Three Months
Ended
December 31,
|
|
Year Ended
December 31,
|
|
2024
|
|
2023
|
|
2024
|
|
2023
|
Revenue
|
$
426,719
|
|
$
416,014
|
|
$
1,505,230
|
|
$
1,434,186
|
Operating
expenses:
|
|
|
|
|
|
|
|
Direct operating
expenses1
|
191,250
|
|
185,968
|
|
680,578
|
|
660,336
|
Selling, general and
administrative expenses1
|
65,727
|
|
63,972
|
|
252,907
|
|
235,470
|
Corporate
expenses1
|
31,681
|
|
30,791
|
|
126,904
|
|
129,248
|
Depreciation and
amortization
|
43,223
|
|
43,364
|
|
173,998
|
|
196,811
|
Other operating
income, net
|
(5,294)
|
|
(3,693)
|
|
(8,340)
|
|
(4,488)
|
Operating
income
|
100,132
|
|
95,612
|
|
279,183
|
|
216,809
|
Interest expense,
net
|
(100,064)
|
|
(101,619)
|
|
(401,541)
|
|
(398,050)
|
Gain (loss) on
extinguishment of debt
|
—
|
|
—
|
|
(2,393)
|
|
3,817
|
Other income (expense),
net2
|
842
|
|
(2,528)
|
|
(8,378)
|
|
(5,699)
|
Income (loss) from
continuing operations before income taxes
|
910
|
|
(8,535)
|
|
(133,129)
|
|
(183,123)
|
Income tax benefit
(expense) attributable to continuing operations
|
(1,962)
|
|
8,966
|
|
9,365
|
|
23,679
|
Income (loss) from
continuing operations
|
(1,052)
|
|
431
|
|
(123,764)
|
|
(159,444)
|
Income (loss) from
discontinued operations3
|
(15,553)
|
|
25,572
|
|
(52,114)
|
|
(149,372)
|
Consolidated net income
(loss)
|
(16,605)
|
|
26,003
|
|
(175,878)
|
|
(308,816)
|
Less: Net income
attributable to noncontrolling interests
|
1,272
|
|
1,226
|
|
3,376
|
|
2,106
|
Net income (loss)
attributable to the Company
|
$
(17,877)
|
|
$
24,777
|
|
$
(179,254)
|
|
$
(310,922)
|
1
|
Excludes depreciation
and amortization.
|
2
|
Other income (expense),
net, includes debt modification expense of $10.0 million for the
year ended December 31, 2024 and $4.4 million for the year ended
December 31, 2023 related to the debt transactions completed by the
Company in March 2024 and August 2023, respectively.
|
3
|
Loss from discontinued
operations for the three months and year ended December 31, 2024
includes a $44.4 million loss related to the classification of the
Brazil business as held for sale. For the three months ended
December 31, 2023, income from discontinued operations reflects an
$11.4 million loss on the disposal of the France business. For the
year ended December 31, 2023, loss from discontinued operations
reflects a net loss on disposal of $104.5 million, primarily from
the disposal of the France business, partially offset by gains from
the sales of the businesses in Switzerland and Italy. The remaining
income (loss) from discontinued operations for each period reflects
the results from the Company's European and Latin American
businesses.
|
Weighted Average Shares Outstanding
(In
thousands)
|
Three Months
Ended
December 31,
|
|
Year Ended
December 31,
|
|
2024
|
|
2023
|
|
2024
|
|
2023
|
Weighted average common
shares outstanding – Basic
|
489,122
|
|
483,027
|
|
487,651
|
|
481,727
|
Weighted average common
shares outstanding – Diluted
|
489,122
|
|
489,132
|
|
487,651
|
|
481,727
|
TABLE 2 - Selected Balance Sheet Information:
(In
thousands)
|
December 31,
2024
|
|
December 31,
2023
|
Cash and cash
equivalents
|
$
109,707
|
|
$
171,776
|
Total current
assets1
|
1,659,044
|
|
957,401
|
Property, plant and
equipment, net
|
479,987
|
|
489,734
|
Total
assets2
|
4,804,263
|
|
4,722,475
|
Current liabilities
(excluding current portion of long-term
debt)3
|
1,271,630
|
|
883,324
|
Long-term debt
(including current portion of long-term debt)
|
5,660,305
|
|
5,630,294
|
Stockholders'
deficit
|
(3,639,783)
|
|
(3,450,743)
|
1
|
Total current assets
include assets of discontinued operations of $1,176.0 million and
$434.0 million as of December 31, 2024 and December 31, 2023,
respectively.
|
2
|
Total assets include
assets of discontinued operations of $1,176.0 million and $1,212.3
million as of December 31, 2024 and December 31, 2023,
respectively.
|
3
|
Current liabilities
includes liabilities of discontinued operations of $775.2 million
and $402.6 million as of December 31, 2024 and December 31, 2023,
respectively.
|
TABLE 3 - Total Debt:
(In
thousands)
|
Maturity
|
|
December 31,
2024
|
|
December 31,
2023
|
Receivables-Based
Credit Facility1
|
August 2026
|
|
$
—
|
|
$
—
|
Revolving Credit
Facility2
|
August 2026
|
|
—
|
|
—
|
Term Loan
Facility3
|
August 2028
|
|
425,000
|
|
1,260,000
|
Clear Channel Outdoor
Holdings 5.125% Senior Secured Notes
|
August 2027
|
|
1,250,000
|
|
1,250,000
|
Clear Channel Outdoor
Holdings 9.000% Senior Secured Notes
|
September
2028
|
|
750,000
|
|
750,000
|
Clear Channel Outdoor
Holdings 7.875% Senior Secured Notes3
|
April 2030
|
|
865,000
|
|
—
|
Clear Channel Outdoor
Holdings 7.750% Senior Notes
|
April 2028
|
|
995,000
|
|
995,000
|
Clear Channel Outdoor
Holdings 7.500% Senior Notes
|
June 2029
|
|
1,040,000
|
|
1,040,000
|
Clear Channel
International B.V. 6.625% Senior Secured
Notes4
|
August 2025
|
|
—
|
|
375,000
|
Clear Channel
International B.V. Term Loan Facility4
|
April
2027
|
|
375,000
|
|
—
|
Finance
leases
|
|
|
3,974
|
|
2,593
|
Original issue
discount
|
|
|
(7,313)
|
|
(2,690)
|
Long-term debt
fees
|
|
|
(36,356)
|
|
(39,609)
|
Total debt
|
|
|
5,660,305
|
|
5,630,294
|
Less: Cash and
cash equivalents
|
|
|
(109,707)
|
|
(171,776)
|
Net debt
|
|
|
$
5,550,598
|
|
$
5,458,518
|
1
|
As of December 31,
2024, we had $66.3 million of letters of credit outstanding,
including a $6.3 million letter of credit related to our business
in Spain, and $108.7 million of excess availability under the
Receivables-Based Credit Facility.
|
2
|
As of December 31,
2024, we had $43.2 million of letters of credit outstanding,
including a $20.2 million letter of credit related to our former
business in France, and $72.6 million of excess availability under
the Revolving Credit Facility. Pursuant to the share purchase
agreement for the sale of France, our former French business and/or
the buyer will either replace or procure a counter-guarantee for
the letter of credit related to the French business.
|
3
|
In March 2024, we
issued $865 million of CCOH 7.875% Senior Secured Notes and used a
portion of the proceeds to prepay $835 million of borrowings
outstanding under our Term Loan Facility. At the same time, we
amended the Senior Secured Credit Agreement to refinance the $425
million remaining balance on the Term Loan Facility and extend its
maturity date from 2026 to 2028, subject to certain
conditions.
|
4
|
In March 2024, CCIBV
entered into the CCIBV Term Loan Facility, totaling $375 million,
and used the proceeds to redeem the outstanding $375 million of
CCIBV Senior Secured Notes. We will prepay the full $375 million
principal of the CCIBV Term Loan Facility in accordance with the
CCIBV Credit Agreement using a portion of the net proceeds from the
sale of the Europe-North businesses, which we expect to complete in
2025.
|
Supplemental
Disclosures:
Reportable Segments and Segment Adjusted EBITDA
The Company now operates two reportable segments: America (U.S.
operations excluding airports) and Airports (U.S. and Caribbean airport operations), with remaining
operations in Singapore reported
as "Other."
Previously, the Company operated four reportable segments:
America, Airports, Europe-North (operations in the U.K., the
Nordics, and other northern and central European countries), and
Europe-South (operations in Spain
and, until their sales in 2023, Switzerland, Italy and France). Operations in Latin America and Singapore were reported as "Other." In 2023,
the Europe-South segment was classified as discontinued operations,
and, as of December 31, 2024, the
Europe-North segment and Latin American businesses were also
classified as discontinued operations. As such, the results of
these discontinued segments and businesses are excluded from this
earnings release, which only reflects continuing operations for all
periods presented.
Segment Adjusted EBITDA is the profitability metric reported to
the Company's chief operating decision maker (the Company's
President and Chief Executive Officer) for purposes of allocating
resources and assessing segment performance. Segment Adjusted
EBITDA is a GAAP financial measure calculated as Revenue less
Direct operating expenses and SG&A expenses, excluding
restructuring and other costs. Restructuring and other costs
include costs associated with cost-saving initiatives such as
severance, consulting and termination costs and other special
costs.
Non-GAAP Financial Information
This earnings release includes information that does not conform
to U.S. generally accepted accounting principles ("GAAP"),
including Adjusted EBITDA, Adjusted Corporate expenses, Funds From
Operations ("FFO") and Adjusted Funds From Operations ("AFFO"). The
Company believes these non-GAAP measures provide investors with
useful insights into its operating performance, particularly when
comparing to other out-of-home advertisers, and they are widely
used by companies in this industry. Please refer to the
reconciliation of non-GAAP financial measures to the most directly
comparable GAAP measures below.
The Company defines, and uses, these non-GAAP measures as
follows:
- Adjusted EBITDA is defined as income (loss) from continuing
operations, plus: income tax expense (benefit) attributable to
continuing operations; non-operating expenses (income), including
other expense (income), loss (gain) on extinguishment of debt, and
interest expense, net; other operating expense (income), net;
depreciation, amortization and impairment charges; share-based
compensation expense; and restructuring and other costs, which
include costs associated with cost-saving initiatives such as
severance, consulting and termination costs and other special
costs.
- The Company uses Adjusted EBITDA to plan and forecast for
future periods and as a key performance measure for executive
compensation. The Company believes Adjusted EBITDA allows investors
to assess the Company's performance in a way that is consistent
with Company management's approach and facilitates comparison to
other companies with different capital structures or tax rates.
Additionally, the Company believes Adjusted EBITDA is commonly used
by investors, analysts and peers in the industry for valuation and
performance comparisons.
- As part of the calculation of Adjusted EBITDA, the Company also
presents the non-GAAP financial measure of "Adjusted Corporate
expenses," which the Company defines as corporate expenses
excluding share-based compensation and restructuring and other
costs.
- FFO is defined in accordance with the National Association of
Real Estate Investment Trusts ("Nareit") as consolidated net income
(loss) before: depreciation, amortization and impairment of real
estate; gains or losses from the disposition of real estate; and
adjustments to eliminate unconsolidated affiliates and
noncontrolling interests.
- The Company defines AFFO as FFO excluding discontinued
operations and before adjustments for continuing operations,
including: maintenance capital expenditures; straight-line rent
effects; depreciation, amortization and impairment of non-real
estate; loss or gain on extinguishment of debt and debt
modification expense; amortization of deferred financing costs and
note discounts; share-based compensation expense; deferred taxes;
restructuring and other costs; transaction costs; and other items
such as foreign exchange transaction gains or losses, adjustments
for unconsolidated affiliates, noncontrolling interest and
nonrecurring gains or losses.
Although the Company is not a Real Estate Investment Trust
("REIT"), it competes directly with REITs that present the non-GAAP
measures of FFO and AFFO. Therefore, the Company believes that
presenting these measures helps investors evaluate its performance
on the same terms as its direct competitors. The Company calculates
FFO in accordance with Nareit's definition, which does not restrict
presentation of these measures to REITs. Additionally, the Company
believes FFO and AFFO are already commonly used by investors,
analysts and competitors in the industry for valuation and
performance comparisons.
The Company does not use, and you should not use, FFO and AFFO as
indicators of the Company's ability to fund its cash needs, pay
dividends or make other distributions. Since the Company is not a
REIT, it has no obligation to pay dividends and does not intend to
do so in the foreseeable future. Moreover, the presentation of
these measures should not be construed as an indication that the
Company is currently in a position to convert into a REIT.
These non-GAAP financial measures should not be considered in
isolation or as substitutes for the most directly comparable GAAP
measures as an indicator of operating performance or the Company's
ability to fund its cash needs. In addition, these measures may not
be comparable to similarly named measures presented by other
companies.
See reconciliations of income (loss) from continuing operations
to Adjusted EBITDA, corporate expenses to Adjusted Corporate
expenses, and consolidated net income (loss) to FFO and AFFO in the
tables below. This data should be read in conjunction with the
Company's most recent Annual Report on Form 10-K, Form 10-Qs and
Form 8-Ks, available on the Investor Relations page of the
Company's website at investor.clearchannel.com.
Reconciliation of Income (Loss) from Continuing Operations
to Adjusted EBITDA
|
Three Months
Ended
December 31,
|
|
Year Ended
December 31,
|
(in
thousands)
|
2024
|
|
2023
|
|
2024
|
|
2023
|
Income (loss) from
continuing operations
|
$
(1,052)
|
|
$
431
|
|
$
(123,764)
|
|
$
(159,444)
|
Adjustments:
|
|
|
|
|
|
|
|
Income tax (benefit)
expense attributable to continuing operations
|
1,962
|
|
(8,966)
|
|
(9,365)
|
|
(23,679)
|
Other (income)
expense, net
|
(842)
|
|
2,528
|
|
8,378
|
|
5,699
|
(Gain) loss on
extinguishment of debt
|
—
|
|
—
|
|
2,393
|
|
(3,817)
|
Interest expense,
net
|
100,064
|
|
101,619
|
|
401,541
|
|
398,050
|
Other operating
income, net
|
(5,294)
|
|
(3,693)
|
|
(8,340)
|
|
(4,488)
|
Depreciation and
amortization
|
43,223
|
|
43,364
|
|
173,998
|
|
196,811
|
Share-based
compensation
|
5,797
|
|
4,478
|
|
23,076
|
|
17,547
|
Restructuring and
other costs
|
947
|
|
1,464
|
|
7,841
|
|
21,680
|
Adjusted
EBITDA
|
$
144,805
|
|
$
141,225
|
|
$
475,758
|
|
$
448,359
|
Reconciliation of Corporate Expenses to Adjusted Corporate
Expenses
|
Three Months
Ended
December 31,
|
|
Year Ended
December 31,
|
(in
thousands)
|
2024
|
|
2023
|
|
2024
|
|
2023
|
Corporate
expenses
|
$
(31,681)
|
|
$
(30,791)
|
|
$
(126,904)
|
|
$
(129,248)
|
Share-based
compensation
|
5,797
|
|
4,478
|
|
23,076
|
|
17,547
|
Restructuring and
other costs
|
783
|
|
381
|
|
4,878
|
|
20,550
|
Adjusted Corporate
expenses
|
$
(25,101)
|
|
$
(25,932)
|
|
$
(98,950)
|
|
$
(91,151)
|
Reconciliation of Consolidated Net Income (Loss) to FFO
and AFFO
|
Three Months
Ended
December 31,
|
|
Year Ended
December 31,
|
(in
thousands)
|
2024
|
|
2023
|
|
2024
|
|
2023
|
Consolidated net
income (loss)
|
$
(16,605)
|
|
$
26,003
|
|
$
(175,878)
|
|
$
(308,816)
|
Depreciation and
amortization of real estate
|
47,348
|
|
48,738
|
|
191,417
|
|
226,724
|
Net loss on
disposition of real estate (excludes condemnation
proceeds)1
|
35,850
|
|
10,229
|
|
33,277
|
|
108,322
|
Impairment of real
estate2
|
—
|
|
—
|
|
16,808
|
|
—
|
Adjustment for
unconsolidated affiliates and non-controlling interests
|
(1,957)
|
|
(1,858)
|
|
(5,558)
|
|
(3,849)
|
Funds From
Operations (FFO)
|
64,636
|
|
83,112
|
|
60,066
|
|
22,381
|
Less: FFO from
discontinued operations
|
35,274
|
|
48,428
|
|
43,815
|
|
7,642
|
FFO from continuing
operations
|
29,362
|
|
34,684
|
|
16,251
|
|
14,739
|
Capital
expenditures–maintenance
|
(9,318)
|
|
(7,620)
|
|
(25,312)
|
|
(29,642)
|
Straight-line rent
effect
|
(175)
|
|
940
|
|
(733)
|
|
4,207
|
Depreciation and
amortization of non-real estate
|
5,329
|
|
4,864
|
|
18,770
|
|
19,121
|
Loss or gain on
extinguishment of debt and debt modification expense,
net
|
—
|
|
80
|
|
12,360
|
|
631
|
Amortization of
deferred financing costs and note discounts
|
2,328
|
|
2,414
|
|
9,508
|
|
9,811
|
Share-based
compensation
|
5,797
|
|
4,478
|
|
23,076
|
|
17,547
|
Deferred
taxes
|
175
|
|
(10,028)
|
|
(12,643)
|
|
(28,877)
|
Restructuring and
other costs
|
947
|
|
1,464
|
|
7,841
|
|
21,680
|
Transaction
costs
|
829
|
|
477
|
|
5,161
|
|
2,446
|
Other items
|
1,587
|
|
4,753
|
|
4,332
|
|
7,529
|
Adjusted Funds From
Operations (AFFO)
|
$
36,861
|
|
$
36,506
|
|
$
58,611
|
|
$
39,192
|
1
|
Net loss on the
disposition of real estate for the three months and year ended
December 31, 2024 includes a $44.4 million loss related to the
classification of the Brazil business as held for sale.
|
2
|
Impairment charges for
the year ended December 31, 2024 relate to the impairment of
long-lived assets in certain of the Company's Latin American
businesses.
|
Reconciliation of Loss from Continuing Operations Guidance
to Adjusted EBITDA Guidance
|
Full Year of
2025
|
(in
millions)
|
Low
|
|
High
|
Loss from continuing
operations1
|
$
(105)
|
|
$
(95)
|
Adjustments:
|
|
|
|
Income tax expense
attributable to continuing operations
|
5
|
|
5
|
Other income,
net
|
(2)
|
|
(2)
|
Interest expense,
net1
|
397
|
|
400
|
Other operating
expense, net
|
2
|
|
3
|
Depreciation and
amortization
|
167
|
|
167
|
Share-based
compensation
|
23
|
|
24
|
Restructuring and
other costs
|
3
|
|
3
|
Adjusted
EBITDA
|
$
490
|
|
$
505
|
1
|
Guidance for loss from
continuing operations and interest expense, net, excludes interest
on the CCIBV Term Loan Facility. Due to uncertainty, the potential
impact of reduced interest expense from any potential anticipated
repayment of debt with the proceeds of the international sales
processes is not reflected in this guidance.
|
Reconciliation of Loss from Continuing Operations Guidance
to AFFO Guidance
|
Full Year of
2025
|
(in
millions)
|
Low
|
|
High
|
Loss from continuing
operations1
|
$
(105)
|
|
$
(95)
|
Depreciation and
amortization of real estate
|
150
|
|
150
|
Net gain on
disposition of real estate (excludes condemnation
proceeds)
|
(1)
|
|
(1)
|
Adjustment for
unconsolidated affiliates and non-controlling interests
|
(7)
|
|
(7)
|
FFO from continuing
operations
|
37
|
|
47
|
Capital
expenditures–maintenance
|
(23)
|
|
(24)
|
Straight-line rent
effect
|
(3)
|
|
(4)
|
Depreciation and
amortization of non-real estate
|
17
|
|
17
|
Amortization of
deferred financing costs and discounts
|
10
|
|
10
|
Share-based
compensation
|
23
|
|
24
|
Deferred
taxes
|
(2)
|
|
(2)
|
Restructuring and
other costs
|
3
|
|
3
|
Transaction
costs
|
4
|
|
5
|
Other items
|
7
|
|
7
|
Adjusted Funds From
Operations (AFFO)1
|
$
73
|
|
$
83
|
1
|
Guidance for loss from
continuing operations and AFFO excludes interest on the CCIBV Term
Loan Facility. Due to uncertainty, the potential impact of reduced
interest expense from any potential anticipated repayment of debt
with the proceeds of the international sales processes is not
reflected in this guidance.
|
Conference Call
The Company will host a conference call to discuss these results
on February 24, 2025 at 8:30 a.m.
Eastern Time. The conference call number is 866-424-3432
(U.S. callers) or +1 215-268-9862 (international callers). A live
audio webcast of the conference call will be available on the
"Events and Presentations" section of the Company's investor
website (investor.clearchannel.com). A replay of the webcast will
be available after the live conference call on the "Events and
Presentations" section of the Company's investor website.
About Clear Channel Outdoor Holdings, Inc.
Clear Channel Outdoor Holdings, Inc. (NYSE: CCO) is at the
forefront of driving innovation in the out-of-home advertising
industry. Our dynamic advertising platform is broadening the pool
of advertisers using our medium through the expansion of digital
billboards and displays and the integration of data analytics and
programmatic capabilities that deliver measurable campaigns that
are simpler to buy. By leveraging the scale, reach and flexibility
of our diverse portfolio of assets, we connect advertisers with
millions of consumers every month.
For further information, please contact:
Investors:
Eileen McLaughlin
Vice President - Investor Relations
(646) 355-2399
InvestorRelations@clearchannel.com
Cautionary Statement Concerning Forward-Looking
Statements
Certain statements in this earnings release constitute
"forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. Such forward-looking
statements involve known and unknown risks, uncertainties and other
factors that may cause the actual results, performance or
achievements of Clear Channel Outdoor Holdings, Inc. and its
subsidiaries (the "Company") to be materially different from any
future results, performance, achievements, guidance, goals and/or
targets expressed or implied by such forward-looking statements.
The words "guidance," "believe," "expect," "anticipate,"
"estimate," "forecast," "goals," "targets" and similar words and
expressions are intended to identify such forward-looking
statements. In addition, any statements that refer to expectations
or other characterizations of future events or circumstances, such
as statements about our guidance, outlook, long-term forecast,
goals or targets; our business plans and strategies; our
expectations about the timing, closing, satisfaction of closing
conditions, use of proceeds and benefits of the sales of our
European and Latin American businesses; expectations about certain
markets; the conduct of, and expectations about, sales of
international businesses; industry and market trends; and our
liquidity, are forward-looking statements. These statements
are not guarantees of future performance and are subject to certain
risks, uncertainties and other factors, some of which are beyond
our control and are difficult to predict.
Various risks that could cause future results to differ from
those expressed by the forward-looking statements included in this
earnings release include, but are not limited to: continued
economic uncertainty, an economic slowdown or a recession,
including as a result of increased tariffs and retaliatory trade
regulations and policies; our ability to service our debt
obligations and to fund our operations, business strategy and
capital expenditures; the impact of our substantial indebtedness,
including the effect of our leverage on our financial position and
earnings; the difficulty, cost and time required to implement our
strategy, and the fact that we may not realize the anticipated
benefits therefrom; our ability to obtain and renew key contracts
with municipalities, transit authorities and private landlords;
competition; regulations and consumer concerns regarding privacy,
digital services, data protection and the use of artificial
intelligence; a breach of our information security measures;
legislative or regulatory requirements; restrictions on out-of-home
advertising of certain products; environmental, health, safety and
land use laws and regulations, as well as various actual and
proposed environmental, social and governance policies, regulations
and disclosure standards; the impact of the agreement to sell the
businesses in our Europe-North segment and the potential sales of
our businesses in Spain and
Brazil; the impact of the recent
dispositions of the businesses in our Europe-South segment and in
Latin America, as well as other
strategic transactions or acquisitions; third-party claims of
intellectual property infringement, misappropriation or other
violation against us or our suppliers; volatility of our stock
price; the impacts on our stock price as a result of future sales
of common stock, or the perception thereof, and dilution resulting
from additional capital raised through the sale of common stock or
other equity-linked instruments; our ability to continue to comply
with the applicable listing standards of the New York Stock
Exchange; the restrictions contained in the agreements governing
our indebtedness limiting our flexibility in operating our
business; the effect of credit ratings downgrades; our dependence
on our senior management team and other key individuals; continued
scrutiny and changing expectations from government regulators,
municipalities, investors, lenders, customers, activists and other
stakeholders; and certain other factors set forth in our filings
with the SEC. You are cautioned not to place undue reliance on
these forward-looking statements, which speak only as of the date
stated, or if no date is stated, as of the date of this earnings
release. Other key risks are described in the section entitled
"Item 1A. Risk Factors" of the Company's reports filed with the
SEC, including the Company's Annual Report on Form 10-K for the
year ended December 31, 2024. The
Company does not undertake any obligation to publicly update or
revise any forward-looking statements because of new information,
future events or otherwise.
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SOURCE Clear Channel Outdoor Holdings, Inc.