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TelevisaUnivision Announces Univision Communications Inc.'s 2021 Fourth Quarter and Full Year Results

TelevisaUnivision, the world's leading Spanish-language media and content company, today announced financial results for the fourth quarter and year ended December 31, 2021 for Univision Communications Inc. (the “Company”).

Highlights and Financial Summary - Full Year 2021

  • Revenue increased 11.8% over the prior year and increased 5.7% over full year 2019 revenue.
  • Advertising revenue increased 22.0% over the prior year and increased 6.7% over full year 2019 advertising revenue.
  • Core advertising revenue1 increased 28.0% over the prior year and increased 1.5% over full year 2019 core advertising revenue.
  • Adjusted OIBDA2 increased5.0% over the prior year despite significant investments in ourstreaming business.
  • Excluding the non-cashfair value adjustments resulting from the Reorganization3, net indebtedness decreased $319.9 million compared to December 31, 2020.

Highlights and Financial Summary - Fourth Quarter 2021

  • Revenue increased 4.1% over fourth quarter 2020 and increased 8.6% over fourth quarter 2019 revenue.
  • Core advertising revenue1 increased 12.1% over fourth quarter 2020 and increased 3.9% over fourth quarter 2019 core advertising revenue.
  • At the closingof the TelevisaUnivision transaction, Standardand Poors upgradedthe Company's corporateand debt ratingsto B+ and Moody’s raised the Company's corporate and debt ratings to B1.
 

(Unaudited, in millions)

Twelve Months Ended

Twelve Months Ended

December 31,

December 31,

 

 

20213

 

2020

 

2019

 

20213

 

2020

 

2019

GAAP

 

 

 

 

 

 

Revenue

$

752.4

$

722.9

$

692.9

$

2,841.0

$

2,541.9

$

2,687.9

Net (loss) income 4

 

(2.4)

 

(39.1)

 

94.4

 

133.7

 

(23.8)

 

287.0

Non-GAAP5

Adjusted OIBDA

$

229.0

$

228.6

$

230.4

$

1,014.8

$

966.3

$

957.4

“2021 was a remarkable year for Univision in which we turned around both revenue and EBITDA after more than 5 years of declines,” said Wade Davis, CEO of Univision. “Our business is firing on all cylinders across the board. Ratings were up, defying the trend plaguing all other companies in the industry. Advertising revenue grew 22% sequentially, after a presidential election year. Subscription revenue accelerated and most recently grew 15% in the fourth quarter. And, of course, last week we announced our upcoming, game-changing launch of ViX.”

Davis continued, “In the face of all this progress, it is important to remember that the real transformation will be driven by our recently closed merger and the creation of our new company, TelevisaUnivision. The combination of the two companies creates a fundamentally more complete and higher growth business model. On a combined basis preliminary 2021 pro forma revenue was $4.2 billion growing 15% with EBITDA of $1.6 billion growing 11% over prior year which clearly illustrates that the combination of the Mexican business has significantly enhanced overall performance.”

Q4 2021 EARNINGS RESULTS

Revenue

Revenue for the fourth quarter 2021 increased 4.1% to $752.4 million compared to $722.9 million for the same prior period. Below is a summary of the Company’s Successor fourth quarter 2021 revenue by reporting segment compared to Predecessor's prior year period.

Media Networks

Revenue for our Media Networks segment for the fourth quarter 2021 increased 4.1% to $687.4 million, compared to $660.3 million for the same prior period. Media Networks advertising revenue for the fourth quarter 2021 decreased 0.3% to $372.2 million, compared to $373.5 million for the same prior period. Media Networks core advertising revenue which excludes political and advocacy, including the 2020 election, increased 11.4% to $351.1 million from $315.2 million. The increase in Media Networks core advertising revenue was driven by the impact of a historic 2021 / 2022 Upfront, which saw the highest volume and price growth in the Company's history, new brand activations, growth in previously low volume accounts, and improvements in all major sectors.

Media Networks subscription and licensing revenue (which includes subscriber fee revenue and program licensing revenue) was $296.0 million for the fourth quarter of 2021 compared to $259.6 million for the same prior period, an increase of $36.4 million. Subscriber fee revenue was $294.5 million in 2021 compared to $255.1 million in 2020, an increase of $39.4 million, or 15.4% primarily due to increases in virtual MVPDs, the elimination of certain non-cash reductions to subscriber fee revenue which impacted prior periods and were eliminated as a result of the Reorganization, partially offset by declines in traditional MVPDs.

Radio

Revenue for our Radio segment for the fourth quarter 2021 increased 3.8% to $65.0 million, compared to $62.6 million for the same prior period. Advertising revenue for the Radio segment for the fourth quarter 2021 increased 2.8% to $63.0 million, compared to $61.3 million the same prior period due to the return of live events and improvements in the entertainment, services, travel and restaurant categories. Core advertising revenue increased 16.5% to $55.9 million, compared to $48.0 million in the same prior period.

Expenses

Below is a summary of the Company’s Successor fourth quarter 2021 expenses on a consolidated basis.

Direct operating expenses related to programming, excluding variable program license fees, for the fourth quarter 2021 decreased $10.5 million, or 5.8%, to $169.6 million from $180.1 million for the same prior period, primarily due to $12.3 million decrease in sports programming and $2.4 million decrease in news programming costs, partially offset by $4.2 million increase in entertainment programming. Direct operating expenses related to the variable program license fees for the fourth quarter 2021 increased $1.9 million, or 1.8%, to $106.2 million from $104.3 million for the same prior period primarily due to the higher revenue base on which the license fee is paid.

Selling, general and administrative expenses for the fourth quarter 2021 increased $47.9 million, or 24.0%, to $247.2 million from $199.3 million for the same prior period primarily due to employee and marketing related items.

Loss from Continuing Operations

Loss from continuing operations for the fourth quarter of 2021 was $2.4 million, compared to $39.1 million for the same prior period. For the three months ended December 31, 2021, loss from continuing operations included a non-cash impairment loss of $5.1 million resulting from the impairment of program rights and broadcast licenses; restructuring, severance and related charges of $24.6 million; and other expense of $13.2 million primarily related to acquisition and transaction related costs and fair value adjustments related to the Company's investments. For the three months ended December 31, 2020, loss from continuing operations included impairment charges of $85.1 million resulting from the write down of certain television program sports rights and other assets, restructuring and severance charges of $19.9 million; and other expense of $17.7 million primarily for acquisition related costs, partially offset by fair value adjustments related to the Company's investments.

FULL YEAR 2021 EARNINGS RESULTS

Revenue

Revenue for the full year 2021 on a combined Successor and Predecessor basis increased 11.8% to $2,841.0 million compared to $2,541.9 million for the same prior period. Core revenue for the full year 2021 increased 14.1% to $2,732.7 million compared to $2,394.9 million for the same prior period. Below is a discussion of the Company's combined Successor and Predecessor full year revenue by reporting segment.

Media Networks

Revenue for our Media Networks segment for the full year 2021 increased 10.8% to $2,606.3 million, compared to $2,351.8 million for the same prior period. Media Networks advertising revenue for the full year 2021 increased 21.6% to $1,400.6 million, compared to $1,151.4 million for the same prior period. Media Networks core advertising revenue which excludes political and advocacy, including the 2020 election, increased 27.7% to $1,320.0 million from $1,033.9 million. The increase in Media Networks core advertising revenue was driven by strong scatter volume and pricing, new brand activations, growth in previously low volume accounts, and improvements in all major sectors.

Media Networks subscription and licensing revenue (which includes subscriber fee revenue and program licensing revenue) was $1,112.3 million for the full year 2021 compared to $1,107.6 million for the same prior period, an increase of $4.7 million. Subscriber fee revenue was $1,102.2 million in 2021 compared to $1,073.0 million in 2020, an increase of $29.2 million, or 2.7% primarily due to increases in virtual MVPDs, the elimination of certain non-cash reductions to subscriber fee revenue which impacted prior periods and were eliminated as a result of the Reorganization, partially offset by declines in traditional MVPDs.

Radio

Revenue for our Radio segment for the full year 2021 increased 23.5% to $234.7 million, compared to $190.1 million for the same prior period. Advertising revenue for the Radio segment for the full year 2021 increased 24.1% to $226.9 million, compared to $182.9 million the same prior period due to the return of live events and improvements in the entertainment, services, travel and restaurant categories. Core advertising revenue increased 29.9% to $199.2 million, compared to $153.4 million for the same prior period.

Expenses

Below is a summary of the Company’s combined Successor and Predecessor full year 2021 expenses on a consolidated basis.

Direct operating expenses related to programming, excluding variable program license fees, for the full year 2021 increased $123.2 million, or 25.1%, to $614.2 million from $491.0 million for the same prior period, primarily due to $95.6 million increase in sports programming and $28.2 million increase in entertainment programming costs, partially offset by $0.6 million decrease in news programming costs. Direct operating expenses related to the variable program license fees for the full year 2021 increased $38.0 million, or 10.5%, to $400.5 million from $362.5 million for the same prior period primarily due to the higher revenue base on which the license fee is paid.

Selling, general and administrative expenses for the full year 2021 increased $91.8 million, or 13.6%, to $764.8 million from $673.0 million for the same prior period primarily due to employee and marketing related items.

Income (Loss) from Continuing Operations

Income (loss) from continuing operations for the full year 2021 was $133.7 million of income, compared to a loss of $23.8 million for the same prior period. The income from continuing operations for the full year 2021 included a non-cash impairment loss of $102.2 million resulting from the write down of broadcast licenses, write-down of certain television sports program rights primarily resulting from the reduction in the number of games aired on the linear networks as well as certain payments made in excess of recoverable amounts and for content which will no longer be aired and write down of certain lease assets and other assets; restructuring, severance and related charges of $66.9 million; and other income of $21.5 million primarily related to fair value adjustments related to the Company's investments, partially offset by acquisition and transaction related costs. Loss from continuing operations for the full year of 2020 was $23.8 million. The loss for the full year 2020 included impairment charges of $243.2 million resulting from the write down of certain television program sports rights and other assets, restructuring and severance charges of $46.1 million; and other expense of $35.1 million primarily for acquisition related costs, partially offset by fair value adjustments related to the Company's investments.

Selected Cash Flow/Balance Sheet Information

For the twelve months ended December 31, 2021, cash flows provided by operating activities were $370.1 million compared to cash flows provided by operating activities of $329.2 million for the same prior period. The increase was primarily due to the timing of contractual payments, partially offset by higher sports payments and investments in our streaming business and working capital increases year-over-year. For the twelve months ended December 31, 2021, investing activities included capital expenditures of $42.2 million compared to $22.4 million for the same prior period. Excluding the non-cash fair value adjustments resulting from the Reorganization, net indebtedness decreased $319.9 million compared to December 31, 2020.

Recent Developments

Televisa-Univision Business Combination

On January 31, 2022 Grupo Televisa, S.A.B (“Televisa”; NYSE:TV; BMV:TLEVISA CPO) and Univision Holdings II, Inc. ("UH Holdco") (together with its wholly owned subsidiary, Univision Communications Inc., “Univision”) announced the completion of the transaction between Televisa’s media content and production assets and Univision. The new company, which is named TelevisaUnivision, Inc. (the “Company” or “TelevisaUnivision”), creates the world’s leading Spanish-language media and content company. TelevisaUnivision will produce and deliver premium content for its own platforms and for others, while also providing innovative solutions for advertisers and distributors globally.

The transaction brings together the most compelling content and intellectual property with the most comprehensive media platforms in the two largest Spanish speaking markets in the world. Televisa’s four broadcast channels, 27 pay-TV channels, Videocine movie studio, Blim TV subscription video-on-demand service, and the Televisa trademark, will be combined with Univision’s assets in the U.S., which include the Univision and UniMás broadcast networks, nine Spanish- language cable networks, 59 television stations and 57 radio stations in major U.S. Hispanic markets, and the ViX AVOD platform, formerly known as PrendeTV. Together, TelevisaUnivision owns the largest library of Spanish-language content and intellectual property in the world, and the most prolific long-form Spanish-language content engine in the industry. As a result of the combination, TelevisaUnivision reaches over 60% of the respective TV audiences in both the U.S. and Mexico. Across television, digital, streaming, and audio, the Company reaches over 100 million Spanish speakers every day, holding leading positions in both markets.

The transaction consideration of $4.5 billion was comprised of $3.0 billion in cash, $750.0 million in UH Holdco Class A common stock and $750.0 million in new Series B preferred stock of UH Holdco, with an annual dividend of 5.5%. The transaction was financed through $1.0 billion of new UH Holdco Series C preferred stock investment led by SoftBank, along with ForgeLight, with participation from Google and The Raine Group, $1.05 billion of new term loan facility and $1.05 billion of issued 4.500% Senior Secured Notes due 2029 (the "Notes"). The Notes were funded into escrow which was recorded as Restricted Cash and the escrowed amount was released at closing date.

Reorganization Transaction

On March 12, 2021, Univision Holdings, Inc ("UHI") entered into a reorganization agreement, which closed on May 18, 2021, pursuant to which, among other things, UH Holdco (formally known as Searchlight III, UTD, L.P. "Searchlight") became the 100% owner of the issued and outstanding capital stock of UHI through a series of transactions (the “Reorganization”). Prior to the Reorganization, UH Holdco held a non-controlling interest in UHI. Upon consummation of the Reorganization, the existing Searchlight entity was converted into a Delaware corporation and re-named Univision Holdings II, Inc. As a result of the Reorganization, a new basis of accounting was established at May 18, 2021 (the “Reorganization Date”), which resulted in the remeasurement of the Company’s assets obtained and liabilities assumed to fair value as of such date. The periods prior to the reorganization date are identified as “Predecessor” and the period after the reorganization date is identified as “Successor”.

Accounts Receivable Facility

On October 5, 2021, the Company renewed its existing Accounts Receivable facility until 2026 at LIBOR plus a margin of 1.4%.

CONFERENCE CALL

Univision will conduct a conference call to discuss its fourth quarter and full year financial results at 11:00 a.m. ET/8:00 a.m. PT on Wednesday, February 23, 2022. To participate in the conference call, please dial (866) 518-6930 (within U.S.) or (203) 518-9797 (outside U.S.) fifteen minutes prior to the start of the call and provide the following pass code: Univision. A playback of the conference call will be available beginning at 2:00 p.m. ET, Wednesday, February 23, 2022, through Wednesday, March 2, 2022. To access the playback, please dial (800) 925-9951 (within U.S.) or (402) 220-5397 (outside U.S.).

About TelevisaUnivision, Inc.

As the leading Spanish-language media and content company in the world, TelevisaUnivision features the largest library of owned content and industry-leading production capabilities that power its streaming, digital and linear television offerings, as well as its radio platforms. The Company’s media portfolio includes the top-rated broadcast networks Univision and UniMás in the U.S. and Las Estrellas and Canal 5 in Mexico. TelevisaUnivision is home to 36 Spanish- language cable networks, including Galavisión and TUDN, the No. 1 Spanish-language sports network in the U.S. and Mexico. With the most compelling portfolio of Spanish-language sports rights in the world, TelevisaUnivision has solidified its position as the Home of Soccer. TelevisaUnivision also owns and manages 59 television stations across the U.S. and four broadcast channels in Mexico affiliated with 222 television stations, Videocine studio, and Uforia, the Home of Latin Music, which encompasses 57 owned or operated U.S. radio stations, a live event series and a robust digital audio footprint. TelevisaUnivision is home to premium streaming services PrendeTV and Blim TV, which altogether host over 50,000 hours of high-quality, original Spanish-language programming from distinguished producers and top talent, and the soon-to-launch two-tier global streaming platform ViX. The company’s prominent digital assets include Univision.com, Univision NOW, and several top-rated digital apps. For more information, visit televisaunivision.com.

Forward-Looking Statements / Safe Harbor

Certain statements contained within this press release constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. In some cases you can identify forward looking statements by terms such as “anticipate,” “plan,” “may,” “intend,” “will,” “expect,” “believe,” “optimistic” or the negative of these terms, and similar expressions intended to identify forward-looking statements.

These forward-looking statements reflect our current views with respect to future events and are based on assumptions and are subject to risks and uncertainties. Also, these forward-looking statements present our estimates and assumptions only as of the date of this press release. We undertake no obligation to modify or revise any forward-looking statements to reflect events or circumstances occurring after the date that the forward-looking statement was made.

Factors that could cause actual results to differ materially from those expressed or implied by the forward-looking statements include: risks and uncertainties related to, and disruptions to the Company’s business and operations caused by, the TelevisaUnivision Business Combination and the combination of the companies’ content businesses and financing related to such transaction, and impacts of any changes in strategies following the consummation of the TelevisaUnivision Business Combination; risks and uncertainties as to the evolving and uncertain nature of the COVID-19 pandemic and its impact on the Company, the media industry, and the economy in general, including interference with, or increased cost of, the Company’s or its partners’ production and programming, changes in advertising revenue, suspension of sporting and other live events, disruptions to the Company’s operations and the Company’s response to the COVID-19 virus related to facilities closings and increases in expenses relating to precautionary measures at the Company’s facilities to protect the health and well-being of its employees due to COVID-19; and other factors as described under “Forward-Looking Statements” in the Company’s Reporting Package. Actual results may differ materially due to these risks and uncertainties. The Company assumes no obligation to update forward-looking information contained in this press release.

UNIVISION COMMUNICATIONS INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited and in thousands)

 

 

Three Months Ended

December 31, 2021

Three Months Ended

December 31, 2020

(Successor)

(Predecessor)

Revenue

$

752,400

$

722,900

Direct operating expenses

 

287,900

 

300,800

Selling, general and administrative expenses

 

247,200

 

199,300

Impairment loss

 

5,100

 

85,100

Restructuring, severance and related charges

 

24,600

 

19,900

Depreciation and amortization

 

80,200

 

35,300

Loss on dispositions

 

900

 

9,200

Operating income

 

106,500

 

73,300

Other expense (income):

 

Interest expense

 

102,100

 

111,500

Interest income

 

(200)

 

Amortization of deferred financing costs

 

1,200

 

4,100

Loss on refinancing of debt

 

 

Other, net

 

13,200

 

17,700

Loss before income taxes

 

(9,800)

 

(60,000)

Benefit for income taxes

 

(7,400)

 

(20,900)

Loss from continuing operations

 

(2,400)

 

(39,100)

Loss from discontinued operations, net of income taxes

 

 

Net loss

 

(2,400)

 

(39,100)

Net income attributed to noncontrolling interest

 

 

Net loss attributable to Univision Communications Inc. and subsidiaries

$

(2,400)

(39,100) 

 

Period from May 18,

2021 through

December 31, 2021

Period from January

1, 2021 through May

17, 2021

Year Ended

December 31, 2020

Year Ended

December 31, 2019

(Successor)

(Predecessor)

(Predecessor)

(Predecessor)

Revenue

$

1,864,100

$

976,900

$

2,541,900

$

2,687,900

Direct operating expenses

 

718,200

 

377,000

 

930,300

 

1,063,300

Selling, general and administrative expenses

 

534,500

 

230,300

 

673,000

 

694,900

Impairment loss

 

9,300

 

92,900

 

243,200

 

38,400

Restructuring, severance and related charges

 

59,300

 

7,600

 

46,100

 

32,700

Depreciation and amortization

 

198,600

 

52,900

 

152,800

 

153,500

Loss (gain) on dispositions

 

900

 

500

 

9,900

 

(5,300)

Operating income

 

343,300

 

215,700

 

486,600

 

710,400

Other expense (income):

 

Interest expense

 

252,100

 

167,400

 

427,500

 

382,400

Interest income

 

(400)

 

 

(1,100)

 

(13,100)

Amortization of deferred financing costs

 

2,600

 

6,200

 

12,600

 

7,700

Loss on refinancing of debt

 

4,100

 

 

57,700

 

Other, net

 

(9,500)

 

(12,000)

 

35,100

 

44,200

Income (loss) before income taxes

 

94,400

 

54,100

 

(45,200)

 

289,200

Provision (benefit) for income taxes

 

8,900

 

5,900

 

(21,400)

 

(11,000)

Income (loss) from continuing operations

 

85,500

 

48,200

 

(23,800)

 

300,200

Loss from discontinued operations, net of income taxes

 

 

 

 

 

 

 

 

 

 

 

 

(13,200)

Net income (loss)

 

85,500

 

48,200

 

(23,800)

 

287,000

Net income attributable to noncontrolling interests

 

 

 

 

 

 

 

 

 

 

 

 

200

Net income (loss) attributable to Univision

Communications Inc. and subsidiaries

 

$

 

85,500

 

$

 

48,200

 

$

 

(23,800)

 

 

286,800 

UNIVISION COMMUNICATIONS INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per-share data)

 

 

 

ASSETS

Current assets:

December 31, 2021

December 31, 2020

(Successor)

(Predecessor)

Cash and cash equivalents

$

647,000

$

523,700

Restricted cash

 

1,071,300

 

Accounts receivable, less allowance for doubtful accounts of $4,400 in 2021 and

$8,800 in 2020

 

 

 

669,000

 

 

 

645,300

Program rights and prepayments

 

91,800

 

108,500

Prepaid expenses and other

 

98,300

 

125,100

Total current assets

 

2,577,400

 

1,402,600

Property and equipment, net

 

466,300

 

438,100

Intangible assets, net

 

5,194,100

 

2,359,400

Goodwill

 

5,444,400

 

4,591,800

Program rights and prepayments

 

41,000

 

27,800

Investments

 

98,100

 

58,800

Operating lease right-of-use assets

 

164,100

 

161,500

Other assets

 

70,000

 

248,100

Total assets

LIABILITIES AND STOCKHOLDER’S EQUITY

Current liabilities:

 

14,055,400

 

9,288,100

 

 

Accounts payable and accrued liabilities

$

549,600

$

451,000

Deferred revenue

 

68,400

 

74,900

Current operating lease liabilities

 

43,200

 

45,400

Current portion of long-term debt and finance lease obligations

 

30,400

 

140,900

Total current liabilities

 

691,600

 

712,200

Long-term debt and finance lease obligations

 

8,468,600

 

7,275,200

Deferred tax liabilities, net

 

1,058,100

 

376,300

Deferred revenue

 

167,500

 

280,300

Noncurrent operating lease liabilities

 

169,400

 

163,900

Other long-term liabilities

 

105,000

 

146,900

Total liabilities

 

10,660,200

 

8,954,800

 

 

Stockholder’s equity:

 

Common stock, $0.01 par value; 100,000 shares authorized in 2021 and 2020, 1,000 shares issued and outstanding at December 31, 2021 and December 31, 2020

 

 

 

 

 

 

Additional paid-in-capital

 

3,293,600

 

5,338,700

Retained Earnings (Accumulated deficit)

 

85,500

 

(4,847,200)

Accumulated other comprehensive income (loss)

 

16,100

 

(158,200)

Total stockholder’s equity

 

3,395,200

 

333,300

Total liabilities and stockholder’s equity

 

14,055,400

  

9,288,100 

UNIVISION COMMUNICATIONS INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

 

 

 

 

 

Cash flows from operating activities:

Period from May 18,

2021 through

December 31, 2021

Period from January

1, 2021 through

May 17, 2021

Year Ended

December 31, 2020

Year Ended

December 31, 2019

(Successor)

(Predecessor)

(Predecessor)

(Predecessor)

 

 

Net income (loss)

$

85,500

$

48,200

$

(23,800)

$

287,000

Less: Loss from discontinued operations, net of tax

 

 

 

 

(13,200)

Income (loss) from continuing operations

 

85,500

 

48,200

 

(23,800)

 

300,200

Adjustments to reconcile income (loss) from continuing operations to net cash provided by operating activities:

 

Depreciation

 

60,100

 

31,000

 

96,000

 

100,400

Amortization of intangible assets

 

138,500

 

21,900

 

56,800

 

53,100

Amortization of deferred financing costs

 

2,600

 

6,200

 

12,600

 

7,700

Amortization of program rights and prepayments

 

171,800

 

69,600

 

159,300

 

Deferred income taxes

 

(200)

 

(2,600)

 

(18,100)

 

(12,700)

Non-cash deferred advertising commitments

 

(38,100)

 

(17,500)

 

(54,500)

 

(55,200)

Impairment loss

 

9,300

 

92,900

 

243,200

 

38,400

Loss on refinancing of debt

 

4,100

 

 

56,600

 

Share-based compensation

 

23,000

 

4,000

 

19,200

 

23,800

Loss (gain) on dispositions

 

900

 

500

 

9,900

 

(5,300)

Other non-cash items

 

(63,200)

 

(16,100)

 

(23,000)

 

16,600

Changes in assets and liabilities:

 

Accounts receivable, net

 

(104,200)

 

67,000

 

(24,000)

 

(15,000)

Program rights and prepayments

 

(186,800)

 

(76,400)

 

(154,800)

 

(8,200)

Prepaid expenses and other

 

(49,800)

 

(4,800)

 

(27,800)

 

(35,200)

Accounts payable and accrued liabilities

 

131,600

 

(42,500)

 

70,700

 

(74,000)

Deferred revenue

 

(6,100)

 

(2,100)

 

1,600

 

(16,400)

Other long-term liabilities

 

(14,900)

 

6,500

 

(900)

 

4,300

Other assets

 

(2,700)

 

22,900

 

(69,800)

 

(29,000)

Net cash provided by operating activities from continuing operations

 

161,400

 

208,700

 

329,200

 

293,500

Net cash provided by operating activities from discontinued operations

 

 

 

 

2,400

Net cash provided by operating activities

 

161,400

 

208,700

 

329,200

 

295,900

Cash flows from investing activities:

 

Capital expenditures

 

(29,700)

 

(12,500)

 

(22,400)

 

(67,800)

Proceeds on sale of investments and other assets

 

 

34,200

 

26,300

 

48,700

Investments and other acquisitions, net of cash acquired

 

(2,000)

 

(31,300)

 

 

(700)

Net cash (used in) provided by investing activities from continuing operations

 

(31,700)

 

(9,600)

 

3,900

 

(19,800)

Net cash provided by investing activities from discontinued operations

 

 

 

 

18,200

Net cash (used in) provided by investing activities

 

(31,700)

 

(9,600)

 

3,900

 

(1,600)

Cash flows from financing activities:

 

Proceeds from issuance of long-term debt

 

3,013,800

 

 

3,866,400

 

Proceeds from revolving debt

 

107,100

 

 

727,900

 

300,000

Payments of long-term debt and finance leases

 

(1,977,700)

 

(54,500)

 

(3,908,600)

 

(126,700)

Payments of revolving debt

 

(117,100)

 

(63,200)

 

(654,700)

 

(300,000)

Payments of financing fees

 

(36,100)

 

 

(131,600)

 

Payments of swap interest

 

(9,700)

 

 

 

Repurchase of common stock

 

(1,000)

 

 

(200)

 

(1,400)

Tax payment related to net share settlement

 

(3,200)

 

(800)

 

 

(600)

Acquisition of noncontrolling interests

 

 

 

 

(2,500)

Funding from discontinued operations

 

 

 

 

20,700

Capital contribution from Univision Holdings, Inc.

 

8,300

 

 

 

Net cash provided by (used in) financing activities from continuing operations

 

984,400

 

(118,500)

(100,800) (110,500)

Net cash used in financing activities from discontinued operations

 

 

— (20,700)

Net cash provided by (used in) financing activities

 

984,400

 

(118,500)

(100,800) (131,200)

Net increase in cash, cash equivalents, and restricted cash

 

1,114,100

 

80,600

 

232,300

 

163,100

Cash, cash equivalents, and restricted cash, beginning of period

 

606,000

 

525,400

 

293,100

 

130,000

Cash, cash equivalents, and restricted cash, end of period6

$

1,720,100

$

606,000

$

525,400

$

293,100

Supplemental disclosure of cash flow information:

 

 

Interest paid

$

315,600

$

131,800

$

428,500

$

390,900

Income taxes paid (refunded)

$

4,400

$

3,100

$

(5,200)

$

(3,400)

Finance lease obligations incurred to acquire assets

$

$

2,300

$

$

RECONCILIATION OF (LOSS) INCOME FROM CONTINUING OPERATIONS

Management of the Company evaluates operating performance for planning and forecasting future business operations by considering Adjusted OIBDA (as described below), Adjusted Core OIBDA1 (as described below) and Bank Credit Adjusted OIBDA (as described below). Management also uses Bank Credit Adjusted OIBDA to assess the Company’s ability to satisfy certain financial covenants contained in the Company’s senior secured credit facilities and the indentures governing its senior notes. Adjusted OIBDA, Adjusted Core OIBDA and Bank Credit Adjusted OIBDA eliminate the effects of certain items that the Company does not consider indicative of its core operating performance. Adjusted OIBDA and Adjusted Core OIBDA represent operating income before depreciation, amortization and certain additional adjustments to operating income. Adjusted Core OIBDA also excludes the impact of certain items that have been excluded to allow for comparability between the periods because such items do not occur in every period. In calculating Adjusted OIBDA and Adjusted Core OIBDA the Company’s operating income (loss) is adjusted for share-based compensation and other non-cash charges, restructuring and severance charges, as well as certain unusual and infrequent items and other non-operating related items. Bank Credit Adjusted OIBDA represents Adjusted OIBDA with certain additional adjustments permitted under the Company’s senior secured credit facilities and its indentures governing the senior notes that include add-backs and/or deductions, as applicable, for specified business optimization expenses, and income (loss) from equity investments in entities, the results of which are consolidated in the Company’s operating income (loss), that are not treated as subsidiaries, and certain other expenses. Adjusted OIBDA, Adjusted Core OIBDA and Bank Credit Adjusted OIBDA are not, and should not be used as, indicators of or alternatives to operating income as reflected in the consolidated financial statements. They are not measures of financial performance under GAAP and they should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP. Since the definition of Adjusted OIBDA, Adjusted Core OIBDA and Bank Credit Adjusted OIBDA may vary among companies and industries, neither should be used as a measure of performance among companies. The Company is providing a reconciliation of the non-GAAP terms Adjusted OIBDA, Adjusted Core OIBDA and Bank Credit Adjusted OIBDA to (loss) income from continuing operations, which is the most directly comparable GAAP financial measure.

The tables below set forth a reconciliation of the non-GAAP terms Adjusted OIBDA, Adjusted Core OIBDA and Bank Credit Adjusted OIBDA to (loss) income from continuing operations. The information provided below is the combined results of the Successor and Predecessor for the twelve months ended December 31, 2021.

(Unaudited, in thousands)

Three Months Ended December 31, 2021

 

Media

Networks

 

Radio

 

Corporate

 

Consolidated

Loss from continuing operations

 

 

 

$

(2,400)

Benefits for income taxes

 

 

 

 

(7,400)

Loss from continuing operations before income taxes

 

 

 

 

(9,800)

Other expense (income):

 

 

 

 

Interest expense

 

 

 

 

102,100

Interest income

 

 

 

 

(200)

Amortization of deferred financing costs

 

 

 

 

1,200

Loss on refinancing of debt

 

 

 

 

Other, net7

 

 

 

 

13,200

Operating income (loss)

$

153,000

$

21,500

$

(68,000)

$

106,500

Less expenses included in operating income (loss) but excluded from Adjusted OIBDA:

 

 

 

 

Depreciation and amortization

 

73,200

 

1,400

 

5,600

 

80,200

Impairment loss8

 

5,100

 

 

 

5,100

Restructuring, severance and related charges

 

6,300

 

400

 

17,900

 

24,600

Loss on dispositions9

 

900

 

 

 

900

Share-based compensation

 

800

 

 

9,100

 

9,900

Other adjustments10

 

1,300

 

 

500

 

1,800

Adjusted OIBDA

$

240,600

$

23,300

$

(34,900)

$

229,000

(Unaudited, in thousands)

Three Months Ended December 31, 2021

 

Media

Networks

 

Radio

 

Corporate

 

Consolidated

Adjusted OIBDA

$

240,600

$

23,300

$

(34,900)

$

229,000

Political and advocacy1

 

(16,200)

 

(6,800)

 

 

(23,000)

Adjusted Core OIBDA

$

224,400

$

16,500

$

(34,900)

$

206,000

(Unaudited, in thousands)

Three Months Ended December 31, 2021

 

Media

Networks

 

Radio

 

Corporate

 

Consolidated

Adjusted OIBDA

$

240,600

$

23,300

$

(34,900)

$

229,000

Less expenses included in Adjusted OIBDA but excluded from Bank Credit Adjusted OIBDA11:

 

 

 

1,700

 

 

 

 

 

 

3,300

 

 

 

5,000

Bank Credit Adjusted OIBDA

$

242,300

$

23,300

$

(31,600)

234,000 

(Unaudited, in thousands)

Three Months EndedDecember 31, 2020

 

Media Networks

Radio

Corporate

Consolidated

Loss from continuing operations

 

 

 

$

(39,100)

Benefit for income taxes

 

 

 

 

(20,900)

Loss from continuing operations before income taxes

 

 

 

 

(60,000)

Other expense (income):

 

 

 

 

Interest expense

 

 

 

 

111,500

Interest income

 

 

 

 

Amortization of deferred financing costs

 

 

 

 

4,100

Loss on refinancing of debt

 

 

 

 

Other, net

 

 

 

 

17,700

Operating income (loss)

$

144,300

$

(9,700)

$

(61,300)

 

73,300

Less expenses included in operating income (loss) but excluded from Adjusted OIBDA:

 

 

 

 

Depreciation and amortization

 

30,200

 

1,200

 

3,900

 

35,300

Impairment loss

 

51,200

 

26,000

 

7,900

 

85,100

Restructuring, severance and related charges

 

4,300

 

3,200

 

12,400

 

19,900

Loss on dispositions

 

9,100

 

 

100

 

9,200

Share-based compensation

 

1,000

 

 

3,100

 

4,100

Other adjustments

 

1,100

 

 

600

 

1,700

Adjusted OIBDA

$

241,200

$

20,700

$

(33,300)

$

228,600

(Unaudited, in thousands)

Three Months Ended December 31, 2020

 

Media Networks

Radio

Corporate

Consolidated

Adjusted OIBDA

$

241,200

$

20,700

$

(33,300)

$

228,600

Political and advocacy

 

(42,200)

 

(12,100)

 

 

(54,300)

Adjusted Core OIBDA

$

199,000

$

8,600

$

(33,300)

$

174,300

(Unaudited, in thousands)

 

Three Months Ended

December 31, 2020

 

 

Media Networks

Radio

Corporate

Consolidated

Adjusted OIBDA

$

241,200

$

20,700

$

(33,300)

$

228,600

Less expenses included in Adjusted OIBDA but excluded from Bank Credit

 

 

 

 

 

 

 

 

Adjusted OIBDA:

 

1,100

 

400

 

3,000

 

4,500

Bank Credit Adjusted OIBDA

$

242,300

$

21,100

$

(30,300)

233,100 

(Unaudited, in thousands)

Twelve Months Ended December 31, 2021

 

Media Networks

 

Radio

 

Corporate

Consolidated

Income from continuing operations

 

 

     

$

133,700

Provision for income taxes

 

 

     

 

14,800

Income from continuing operations before income taxes

 

 

     

 

148,500

Other expense (income):

 

 

     

 

Interest expense

 

 

     

 

419,500

Interest income

 

 

     

 

(400)

Amortization of deferred financing costs

 

 

     

 

8,800

Loss on refinancing of debt

 

 

     

 

4,100

Other, net

 

 

     

 

(21,500)

Operating income (loss)

$

740,600

$

700

$

(182,300)

559,000

Less expenses included in operating income (loss) but excluded from Adjusted OIBDA:

 

Depreciation and amortization

 

229,500

 

6,500

 

15,500

 

251,500

Impairment loss

 

32,800

 

69,400

 

 

102,200

Restructuring, severance and related charges

 

16,100

 

1,100

 

49,700

 

66,900

Loss (gain) on dispositions

 

1,500

 

(100)

 

 

1,400

Share-based compensation

 

4,800

 

300

 

21,900

 

27,000

Other adjustments

 

4,100

 

 

2,700

 

6,800

Adjusted OIBDA

$

1,029,400

$

77,900

$

(92,500)

$

1,014,800

(Unaudited, in thousands)

Twelve Months Ended December 31, 2021

Media Networks

Radio

Corporate

Consolidated

Adjusted OIBDA

$

1,029,400

$

77,900

$

(92,500)

$

1,014,800

Political and advocacy

 

(62,600)

 

(26,700)

 

 

(89,300)

Adjusted Core OIBDA

$

966,800

$

51,200

$

(92,500)

$

925,500

(Unaudited, in thousands) Twelve Months Ended December 31, 2021

 

Media Networks

Radio

Corporate

Consolidated

Adjusted OIBDA

$

1,029,400

$

77,900

$

(92,500)

$

1,014,800

Less expenses included in Adjusted OIBDA but excluded from Bank Credit

 

 

 

 

 

 

 

 

Adjusted OIBDA:

 

4,600

 

400

 

12,000

 

17,000

Bank Credit Adjusted OIBDA

$

1,034,000

$

78,300

$

(80,500)

$

1,031,800

(Unaudited, in thousands)

Twelve Months Ended December 31, 2020

 

Media Networks

 

Radio

  Corporate 

Consolidated

Loss from continuing operations

 

 

     

$

(23,800)

Benefit for income taxes

 

 

     

 

(21,400)

Loss from continuing operations before income taxes

 

 

     

 

(45,200)

Other expense (income):

 

 

     

 

Interest expense

 

 

     

 

427,500

Interest income

 

 

     

 

(1,100)

Amortization of deferred financing costs

 

 

     

 

12,600

Loss on refinancing of debt

 

 

     

 

57,700

Other, net

 

 

     

 

35,100

Operating income (loss)

$

716,800

$

(84,600)

$

(145,600)

486,600

Less expenses included in operating income (loss) but excluded from Adjusted OIBDA:

 

Depreciation and amortization

 

129,600

 

5,000

 

18,200

 

152,800

Impairment loss

 

134,600

 

100,700

 

7,900

 

243,200

Restructuring, severance and related charges

 

17,800

 

6,100

 

22,200

 

46,100

Loss on dispositions

 

9,700

 

100

 

100

 

9,900

Share-based compensation

 

5,400

 

500

 

13,300

 

19,200

Other adjustments

 

4,900

 

 

3,600

 

8,500

Adjusted OIBDA

$

1,018,800

$

27,800

$

(80,300)

$

966,300

(Unaudited, in thousands)

Twelve Months Ended December 31, 2020

 

Media

Networks

 

Radio

 

Corporate

 

Consolidated

Adjusted OIBDA

$

1,018,800

$

27,800

$

(80,300)

$

966,300

Political and advocacy

 

(88,400)

 

(27,700)

 

 

(116,100)

Adjusted Core OIBDA

$

930,400

$

100

$

(80,300)

$

850,200

(Unaudited, in thousands)

Twelve Months Ended December 31, 2020

 

Media

Networks

 

Radio

 

Corporate

 

Consolidated

Adjusted OIBDA

$

1,018,800

$

27,800

$

(80,300)

$

966,300

Less expenses included in Adjusted OIBDA but excluded from Bank Credit Adjusted OIBDA:

 

 

 

5,100

 

 

 

2,400

 

 

 

11,200

 

 

 

18,700

Bank Credit Adjusted OIBDA

$

1,023,900

$

30,200

$

(69,100)

985,000 

The following tables set forth the Company’s advertising revenue for the three months ended December 31, 2021 (Successor) and the three months ended December 31, 2020 (Predecessor).

(Unaudited, in thousands)

Consolidated

 

Media Networks

 

Radio

Revenue

2021

2020

% Var

 

2021

2020

% Var

 

2021

2020

% Var

Revenue

$752,400

$722,900

4.10%

 

$687,400

$660,300

4.10%

 

$65,000

$62,600

3.80%

Political and advocacy

-28,200

-71,600

-60.60%

 

-21,100

-58,300

-63.80%

 

-7,100

-13,300

-46.60%

 

 

 

 

 

 

 

 

 

 

 

Core revenue

$724,200

$651,300

11.20%

 

$666,300

$602,000

10.70%

 

$57,900

$49,300

17.40%

 
 

(Unaudited, in thousands)

Consolidated

 

Media Networks

 

Radio

Advertising Revenue

2021

2020

% Var

 

2021

2020

% Var

 

2021

2020

% Var

Advertising revenue

$435,200

$434,800

0.10%

 

$372,200

$373,500

-0.30%

 

$63,000

$61,300

2.80%

Political and advocacy

-28,200

-71,600

-60.60%

 

-21,100

-58,300

-63.80%

 

-7,100

-13,300

-46.60%

 

 

 

 

 

 

 

 

 

 

 

Core advertising revenue

$407,000

$363,200

12.10%

 

$351,100

$315,200

11.40%

 

$55,900

$48,000

16.50%

 
 

(Unaudited, in thousands)

Media Networks

 

Television

 

Digital

 

 

 

 

 

 

 

 

 

 

 

Media Networks

Advertising Revenue

2021

2020

% Var

 

2021

2020

% Var

 

2021

2020

% Var

Advertising revenue

$372,200

$373,500

-0.30%

 

$317,700

$335,100

-5.20%

 

$54,500

$38,400

41.90%

Political and advocacy

-21,100

-58,300

-63.80%

 

-19,600

-50,200

-61.00%

 

-1,500

-8,100

-81.50%

 

 

 

 

 

 

 

 

 

 

 

Core advertising revenue

$351,100

$315,200

11.40%

 

$298,100

$284,900

4.60%

 

$53,000

$30,300

74.90%

The following tables set forth the Company’s advertising revenue for the twelve months ended December 31, 2021 and 2020. The information provided below is the combined results of the Successor and Predecessor for the twelve months ended December 31, 2021.

 

(Unaudited, in thousands)

Consolidated

 

Media Networks

 

Radio

Revenue

2021

2020

% Var

 

2021

2020

% Var

 

2021

2020

% Var

Revenue

$2,841,000

$2,541,900

11.80%

 

$2,606,300

$2,351,800

10.80%

 

$234,700

$190,100

23.50%

Political and advocacy

-108,300

-147,000

-26.30%

 

-80,600

-117,500

-31.40%

 

-27,700

-29,500

-6.10%

 

 

 

 

 

 

 

 

 

 

 

Core revenue

$2,732,700

$2,394,900

14.10%

 

$2,525,700

$2,234,300

13.00%

 

$207,000

$160,600

28.90%

 
 

(Unaudited, in thousands)

Consolidated

 

Media Networks

 

Radio

Advertising Revenue

2021

2020

% Var

 

2021

2020

% Var

 

2021

2020

% Var

Advertising revenue

$1,627,500

$1,334,300

22.00%

 

$1,400,600

$1,151,400

21.60%

 

$226,900

$182,900

24.10%

Political and advocacy

-108,300

-147,000

-26.30%

 

-80,600

-117,500

-31.40%

 

-27,700

-29,500

-6.10%

 

 

 

 

 

 

 

 

 

 

 

Core advertising revenue

$1,519,200

$1,187,300

28.00%

 

$1,320,000

$1,033,900

27.70%

 

$199,200

$153,400

29.90%

 
 

(Unaudited, in thousands)

Media Networks

 

Television

 

Digital

 

 

 

 

 

 

 

 

 

 

 

Media Networks

Advertising Revenue

2021

2020

% Var

 

2021

2020

% Var

 

2021

2020

% Var

Advertising revenue

$1,400,600

$1,151,400

21.60%

 

$1,236,200

$1,055,700

17.10%

 

$164,400

$95,700

71.80%

Political and advocacy

-80,600

-117,500

-31.40%

 

-72,400

-102,600

-29.40%

 

-8,200

-14,900

-45.00%

 

 

 

 

 

 

 

 

 

 

 

Core advertising revenue

$1,320,000

$1,033,900

27.70%

 

$1,163,800

$953,100

22.10%

 

$156,200

$80,800

93.30%

1

 

Political and advocacy revenue is subject to political cycles and the timing of advocacy campaigns. This item has been excluded from core revenue, core advertising revenue and Adjusted Core OIBDA to allow for comparability between all periods.

2

 

See pages 12-16 for a description of the non-GAAP term Adjusted OIBDA, a reconciliation to (loss) income from continuing operations and limitations on its use.

3

 

The Company adopted pushdown accounting on May 18, 2021 (the “Reorganization Date”) as a result of the Reorganization transaction defined and discussed under “Recent Developments – Reorganization Transaction.” As a result of the application of pushdown accounting, the Company’s financial statements for periods prior to the Reorganization Date are not comparable to those for periods subsequent to the Reorganization Date. References to “Successor” refer to the Company on or after the Reorganization Date. References to “Predecessor” refer to the Company prior to the Reorganization Date. Operating results for the Successor and Predecessor periods are not necessarily indicative of the results to be expected for a full fiscal year. References such as the “Company,” “we,” “our” and “us” refer to Univision Communications Inc. and its consolidated subsidiaries, whether Predecessor and/or Successor, as appropriate. The three months ended December 31, 2021 numbers are part of the Successor's period and the twelve months ended December 31, 2021 are presented on a combined Predecessor and Successor basis.

4

 

See page 3-4 for a description of certain significant items affecting the comparability of (loss) income from continuing operations and net (loss) income for the fourth quarter 2021 in comparison to the same prior period and for full year 2021 in comparison to the same prior period.

5

 

Non-GAAP measures are detailed in the Reconciliation of (Loss) Income from Continuing Operations on pages 12 - 16. The reconciliation of EBITDA for purposes of this release is treated as equivalent to Adjusted OIBDA.

6

 

Restricted cash was $1.1 billion and $1.7 million at December 31, 2021 and 2020, respectively. The 2021 Restricted cash balance is comprised primarily of the escrowed net proceeds from the issuance of the Notes. The 2020 Restricted cash balance is comprised of escrow amounts for certain lease and grant payments.

7

 

Other, net is primarily comprised of acquisition and transaction related costs, partially offset by income (loss) arising from fair value adjustments on the Company’s investments.

8

 

Impairment loss in 2021 is primarily related to the write down of FCC licenses, program rights and charges to certain lease assets. Impairment loss in 2020 is related to the write down of broadcast licenses, program rights, tradenames, charges on certain lease assets and other assets.

9

 

Loss on dispositions in 2021 primarily relates to the write-off of facility-related assets. Loss on disposition in 2020 primarily relates to the sale of certain assets and write-off of facility-related assets.

10

 

Other adjustments in 2021 and 2020 to operating income are primarily comprised of unusual and infrequent items as permitted by our credit agreement, including operating expenses in connection with COVID-19.

11

 

Under the Company’s credit agreement governing the Company’s senior secured credit facilities and indentures governing the Company’s senior notes, Bank Credit Adjusted OIBDA permits the add-back and/or deduction, as applicable, for specified income (loss) from equity investments in entities, the results of which are consolidated in the Company’s operating income (loss), that are not treated as subsidiaries, in each case under such credit facilities and indentures, and certain other expenses. The amounts for certain entities that are not treated as subsidiaries under the Company’s senior secured credit facilities and indentures governing the Company’s senior notes above represent the residual elimination after the other permitted exclusions from Bank Credit Adjusted OIBDA. In addition, certain contractual adjustments under the Company’s senior secured credit facilities and indentures are permitted to operating income (loss) under the Company’s senior secured credit facilities and indentures governing the Company’s senior notes in all periods related to the treatment of the accounts receivable facility under GAAP that existed when the credit facilities were originally entered into and other miscellaneous items.

 

Contacts

Investor Contact:

Bob Entwistle

201-287-4304

Media Contact:

Maria Areco

305-702-7043

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