UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands) | | September 30, 2003
| | | December 31, 2002
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ASSETS | | | | | | | | |
Current Assets: | | | | | | | | |
Cash and cash equivalents | | $ | 66,131 | | | $ | 127,292 | |
Restricted cash and investments | | | 283,722 | | | | | |
Accounts receivable, net | | | 52,623 | | | | 64,889 | |
Other current assets | | | 67,414 | | | | 84,390 | |
Assets held for sale | | | 138,264 | | | | 314,205 | |
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Total current assets | | | 608,154 | | | | 590,776 | |
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Property and equipment, net | | | 2,617,408 | | | | 2,694,999 | |
Goodwill and other intangible assets, net | | | 1,662,595 | | | | 1,731,001 | |
Deferred income taxes | | | 428,151 | | | | 383,431 | |
Other long-term assets | | | 273,999 | | | | 261,996 | |
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Total | | $ | 5,590,307 | | | $ | 5,662,203 | |
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LIABILITIES AND STOCKHOLDERS' EQUITY | | | | | | | | |
Current Liabilities: | | | | | | | | |
Accounts payable and accrued expenses | | $ | 92,034 | | | $ | 113,380 | |
Accrued interest | | | 34,166 | | | | 63,611 | |
Convertible notes, net – 2.25% | | | 84,089 | | | | 210,899 | |
Current portion of long-term obligations (excluding 2.25% convertible notes) | | | 101,643 | | | | 58,959 | |
Other current liabilities | | | 39,359 | | | | 38,733 | |
Liabilities held for sale | | | 130,977 | | | | 200,696 | |
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Total current liabilities | | | 482,268 | | | | 686,278 | |
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Long-term obligations | | | 3,304,866 | | | | 3,178,656 | |
Other long-term liabilities | | | 28,471 | | | | 41,379 | |
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Total liabilities | | | 3,815,605 | | | | 3,906,313 | |
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Minority interest in subsidiaries | | | 17,529 | | | | 15,567 | |
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STOCKHOLDERS' EQUITY: | | | | | | | | |
Class A Common Stock | | | 2,107 | | | | 1,856 | |
Class B Common Stock | | | 73 | | | | 79 | |
Class C Common Stock | | | 15 | | | | 23 | |
Additional paid-in capital | | | 3,905,666 | | | | 3,642,019 | |
Accumulated deficit | | | (2,139,230 | ) | | | (1,887,030 | ) |
Accumulated other comprehensive loss | | | (372 | ) | | | (5,564 | ) |
Note receivable | | | (6,720 | ) | | | (6,720 | ) |
Treasury stock | | | (4,366 | ) | | | (4,340 | ) |
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Total stockholders' equity | | | 1,757,173 | | | | 1,740,323 | |
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Total | | $ | 5,590,307 | | | $ | 5,662,203 | |
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UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS | | Three Months Ended September 30,
| | | Nine Months Ended September 30,
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(In thousands, except per share data) | | 2003
| | | 2002
| | | 2003
| | | 2002
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REVENUES: | | | | | | | | | | | | | | | | |
Rental and management | | $ | 158,193 | | | $ | 138,160 | | | $ | 456,571 | | | $ | 396,778 | |
Network development services | | | 28,681 | | | | 36,786 | | | | 67,052 | | | | 100,879 | |
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Total operating revenues | | | 186,874 | | | | 174,946 | | | | 523,623 | | | | 497,657 | |
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OPERATING EXPENSES: | | | | | | | | | | | | | | | | |
Rental and management | | | 56,758 | | | | 56,605 | | | | 165,659 | | | | 170,618 | |
Network development services | | | 26,274 | | | | 35,060 | | | | 62,486 | | | | 90,312 | |
Depreciation and amortization | | | 77,687 | | | | 78,699 | | | | 236,965 | | | | 232,342 | |
Corporate general, administrative and development expense | | | 6,493 | | | | 6,822 | | | | 20,106 | | | | 23,592 | |
Restructuring expense | | | | | | | 1,190 | | | | | | | | 6,964 | |
Impairments and net loss on sale of long-lived assets | | | 7,646 | | | | 83,202 | | | | 19,344 | | | | 84,513 | |
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Total operating expenses | | | 174,858 | | | | 261,578 | | | | 504,560 | | | | 608,341 | |
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INCOME (LOSS) FROM OPERATIONS | | | 12,016 | | | | (86,632 | ) | | | 19,063 | | | | (110,684 | ) |
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OTHER INCOME (EXPENSE): | | | | | | | | | | | | | | | | |
Interest income, TV Azteca, net | | | 3,523 | | | | 3,514 | | | | 10,553 | | | | 10,414 | |
Interest income | | | 1,177 | | | | 755 | | | | 4,033 | | | | 2,552 | |
Interest expense | | | (68,906 | ) | | | (62,718 | ) | | | (211,849 | ) | | | (192,025 | ) |
Loss on investments and other expense | | | (1,449 | ) | | | (5,302 | ) | | | (27,050 | ) | | | (24,670 | ) |
Gain (loss) on retirement of long-term obligations (A) | | | 3,255 | | | | | | | | (41,068 | ) | | | (8,869 | ) |
Minority interest in net earnings of subsidiaries | | | (907 | ) | | | (639 | ) | | | (2,270 | ) | | | (1,373 | ) |
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Total other expense | | | (63,307 | ) | | | (64,390 | ) | | | (267,651 | ) | | | (213,971 | ) |
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LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | | | (51,291 | ) | | | (151,022 | ) | | | (248,588 | ) | | | (324,655 | ) |
INCOME TAX BENEFIT | | | 13,593 | | | | 3,168 | | | | 50,453 | | | | 52,891 | |
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LOSS FROM CONTINUING OPERATIONS BEFORE CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE | | | (37,698 | ) | | | (147,854 | ) | | | (198,135 | ) | | | (271,764 | ) |
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LOSS FROM DISCONTINUED OPERATIONS, NET (B) | | | (15,164 | ) | | | (206,023 | ) | | | (54,065 | ) | | | (255,053 | ) |
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LOSS BEFORE CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE | | | (52,862 | ) | | | (353,877 | ) | | | (252,200 | ) | | | (526,817 | ) |
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CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE, NET OF INCOME TAX BENEFIT OF $14,438 (C) | | | | | | | | | | | | | | | (562,618 | ) |
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NET LOSS | | $ | (52,862 | ) | | $ | (353,877 | ) | | $ | (252,200 | ) | | $ | (1,089,435 | ) |
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BASIC AND DILUTED NET LOSS PER COMMON SHARE AMOUNTS | | | | | | | | | | | | | | | | |
Loss from continuing operations before cumulative effect of change in accounting principal | | $ | (0.18 | ) | | $ | (0.76 | ) | | $ | (0.97 | ) | | $ | (1.39 | ) |
Discontinued operations | | | (0.07 | ) | | | (1.05 | ) | | | (0.27 | ) | | | (1.31 | ) |
Cumulative effect of change in accounting principle | | | | | | | | | | | | | | | (2.88 | ) |
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BASIC AND DILUTED NET LOSS PER COMMON SHARE | | $ | (0.25 | ) | | $ | (1.81 | ) | | $ | (1.24 | ) | | $ | (5.58 | ) |
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WEIGHTED AVERAGE COMMON SHARES OUTSTANDING | | | 213,788 | | | | 195,565 | | | | 204,201 | | | | 195,404 | |
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UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (In thousands) | | Nine Months Ended September 30,
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| | 2003
| | | 2002
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CASH FLOWS PROVIDED BY OPERATING ACTIVITIES: | | | | | | | | |
Net loss | | $ | (252,200 | ) | | $ | (1,089,435 | ) |
Cumulative effect of change in accounting principle, net | | | | | | | 562,618 | |
Other non-cash items reflected in statements of operations | | | 368,255 | | | | 551,301 | |
Decrease in assets | | | 12,546 | | | | 54,589 | |
Decrease in liabilities | | | (48,576 | ) | | | (43,934 | ) |
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Cash provided by operating activities | | | 80,025 | | | | 35,139 | |
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CASH FLOWS USED FOR INVESTING ACTIVITIES: | | | | | | | | |
Payments for purchase of property and equipment and construction activities | | | (45,934 | ) | | | (155,856 | ) |
Payments for acquisitions | | | (75,990 | ) | | | (21,651 | ) |
Proceeds from sale of businesses and other long-term assets | | | 74,296 | | | | 39,726 | |
Deposits, investments and other long-term assets | | | (10,048 | ) | | | (16,765 | ) |
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Cash used for investing activities | | | (57,676 | ) | | | (154,546 | ) |
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CASH FLOWS (USED FOR) PROVIDED BY FINANCING ACTIVITIES: | | | | | | | | |
Borrowings under credit facilities | | | | | | | 160,000 | |
Proceeds from issuance of debt securities and notes payable | | | 632,384 | | | | | |
Net proceeds from equity offering, stock options and employee stock purchase plan | | | 125,205 | | | | 910 | |
Repayment of long-term obligations | | | (528,745 | ) | | | (106,672 | ) |
Restricted cash and investments | | | (283,722 | ) | | | 94,071 | |
Deferred financing costs and other | | | (28,632 | ) | | | | |
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Cash (used for) provided by financing activities | | | (83,510 | ) | | | 148,309 | |
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NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | | | (61,161 | ) | | | 28,902 | |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | | | 127,292 | | | | 35,958 | |
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CASH AND CASH EQUIVALENTS, END OF PERIOD | | $ | 66,131 | | | $ | 64,860 | |
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CASH PAID FOR INCOME TAXES | | $ | 1,613 | | | $ | 896 | |
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CASH PAID FOR INTEREST | | $ | 168,729 | | | $ | 215,373 | |
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