Exhibit 99.1
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UNAUDITED CONDENSED
CONSOLIDATED BALANCE SHEETS
(In thousands)
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| | September 30, 2004
| | | December 31, 2003
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ASSETS | | | | | | | | |
Current Assets: | | | | | | | | |
Cash and cash equivalents | | $ | 126,833 | | | $ | 105,465 | |
Restricted cash and investments | | | | | | | 170,036 | |
Accounts receivable, net | | | 41,704 | | | | 57,735 | |
Other current assets | | | 73,203 | | | | 68,160 | |
Assets held for sale | | | 3,389 | | | | 10,119 | |
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Total current assets | | | 245,129 | | | | 411,515 | |
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Property and equipment, net | | | 2,391,203 | | | | 2,546,525 | |
Goodwill and other intangible assets, net | | | 1,627,506 | | | | 1,649,760 | |
Deferred income taxes | | | 516,060 | | | | 449,180 | |
Notes receivable and other long-term assets | | | 288,536 | | | | 275,508 | |
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Total | | $ | 5,068,434 | | | $ | 5,332,488 | |
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LIABILITIES AND STOCKHOLDERS’ EQUITY | | | | | | | | |
Current Liabilities: | | | | | | | | |
Accounts payable and accrued expenses | | $ | 104,833 | | | $ | 107,557 | |
Accrued interest | | | 31,162 | | | | 59,734 | |
Current portion of long-term obligations | | | 6,722 | | | | 77,622 | |
Other current liabilities | | | 33,154 | | | | 41,449 | |
Liabilities held for sale | | | | | | | 8,416 | |
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Total current liabilities | | | 175,871 | | | | 294,778 | |
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Long-term obligations | | | 3,211,635 | | | | 3,283,603 | |
Other long-term liabilities | | | 47,037 | | | | 23,961 | |
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Total liabilities | | | 3,434,543 | | | | 3,602,342 | |
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Minority interest in subsidiaries | | | 11,863 | | | | 18,599 | |
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STOCKHOLDERS’ EQUITY | | | | | | | | |
Class A Common Stock | | | 2,267 | | | | 2,119 | |
Class B Common Stock | | | | | | | 70 | |
Class C Common Stock | | | | | | | 12 | |
Additional paid-in capital | | | 3,973,893 | | | | 3,910,879 | |
Accumulated deficit | | | (2,349,766 | ) | | | (2,190,447 | ) |
Note receivable | | | | | | | (6,720 | ) |
Treasury stock | | | (4,366 | ) | | | (4,366 | ) |
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Total stockholders’ equity | | | 1,622,028 | | | | 1,711,547 | |
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Total | | $ | 5,068,434 | | | $ | 5,332,488 | |
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UNAUDITED CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
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| | Three Months Ended September 30,
| | | Nine Months Ended September 30,
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| | 2004
| | | 2003
| | | 2004
| | | 2003
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REVENUES: | | | | | | | | | | | | | | | | |
Rental and management | | $ | 174,946 | | | $ | 158,193 | | | $ | 507,109 | | | $ | 456,571 | |
Network development services | | | 24,242 | | | | 28,681 | | | | 71,230 | | | | 67,052 | |
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Total operating revenues | | | 199,188 | | | | 186,874 | | | | 578,339 | | | | 523,623 | |
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OPERATING EXPENSES: | | | | | | | | | | | | | | | | |
Rental and management | | | 56,969 | | | | 56,758 | | | | 168,186 | | | | 165,659 | |
Network development services | | | 23,216 | | | | 26,274 | | | | 68,213 | | | | 62,486 | |
Depreciation, amortization and accretion | | | 78,695 | | | | 77,687 | | | | 237,754 | | | | 236,965 | |
Corporate general, administrative and development expense | | | 6,861 | | | | 6,493 | | | | 20,391 | | | | 20,106 | |
Impairments, net loss on sale of long-lived assets and restructuring expense | | | 8,815 | | | | 7,646 | | | | 18,102 | | | | 19,344 | |
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Total operating expenses | | | 174,556 | | | | 174,858 | | | | 512,646 | | | | 504,560 | |
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INCOME FROM OPERATIONS | | | 24,632 | | | | 12,016 | | | | 65,693 | | | | 19,063 | |
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OTHER INCOME (EXPENSE): | | | | | | | | | | | | | | | | |
Interest income, TV Azteca, net | | | 3,584 | | | | 3,523 | | | | 10,776 | | | | 10,553 | |
Interest income | | | 1,166 | | | | 1,177 | | | | 3,402 | | | | 4,033 | |
Interest expense | | | (65,653 | ) | | | (68,906 | ) | | | (202,870 | ) | | | (211,849 | ) |
(Loss) gain on retirement of long-term obligations | | | (47,951 | ) | | | 3,255 | | | | (87,392 | ) | | | (41,068 | ) |
Loss on investments and other expense | | | (1,787 | ) | | | (1,449 | ) | | | (3,886 | ) | | | (27,050 | ) |
Minority interest in net earnings of subsidiaries | | | (271 | ) | | | (907 | ) | | | (2,184 | ) | | | (2,270 | ) |
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Total other expense | | | (110,912 | ) | | | (63,307 | ) | | | (282,154 | ) | | | (267,651 | ) |
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LOSS FROM CONTINUING OPERATIONS BEFORE INCOME TAXES | | | (86,280 | ) | | | (51,291 | ) | | | (216,461 | ) | | | (248,588 | ) |
INCOME TAX BENEFIT | | | 29,076 | | | | 13,593 | | | | 56,720 | | | | 50,453 | |
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LOSS FROM CONTINUING OPERATIONS | | | (57,204 | ) | | | (37,698 | ) | | | (159,741 | ) | | | (198,135 | ) |
INCOME (LOSS) FROM DISCONTINUED OPERATIONS, NET | | | 1,300 | | | | (15,164 | ) | | | 422 | | | | (54,065 | ) |
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NET LOSS | | $ | (55,904 | ) | | $ | (52,862 | ) | | $ | (159,319 | ) | | $ | (252,200 | ) |
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BASIC AND DILUTED NET LOSS PER COMMON SHARE AMOUNTS | | | | | | | | | | | | | | | | |
Loss from continuing operations | | $ | (0.25 | ) | | $ | (0.18 | ) | | $ | (0.72 | ) | | $ | (0.97 | ) |
Income (loss) from discontinued operations | | | | | | | (0.07 | ) | | | 0.01 | | | | (0.27 | ) |
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BASIC AND DILUTED NET LOSS PER COMMON SHARE | | $ | (0.25 | ) | | $ | (0.25 | ) | | $ | (0.71 | ) | | $ | (1.24 | ) |
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WEIGHTED AVERAGE COMMON SHARES OUTSTANDING | | | 224,839 | | | | 213,788 | | | | 222,948 | | | | 204,201 | |
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UNAUDITED CONDENSED
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
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| | Nine Months Ended September 30,
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| | 2004
| | | 2003
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CASH FLOWS FROM OPERATING ACTIVITIES: | | | | | | | | |
Net loss | | $ | (159,319 | ) | | $ | (252,200 | ) |
Non-cash items reflected in statements of operations | | | 350,853 | | | | 368,255 | |
(Increase) decrease in assets | | | (132 | ) | | | 12,546 | |
Decrease in liabilities | | | (42,239 | ) | | | (48,576 | ) |
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Cash provided by operating activities | | | 149,163 | | | | 80,025 | |
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CASH FLOWS USED FOR INVESTING ACTIVITIES: | | | | | | | | |
Payments for purchase of property and equipment and construction activities | | | (28,612 | ) | | | (45,934 | ) |
Payments for acquisitions | | | (27,843 | ) | | | (75,990 | ) |
Payment for acquisition of Mexico minority interest | | | (3,947 | ) | | | | |
Proceeds from sale of businesses and other long-term assets | | | 23,499 | | | | 74,296 | |
Deposits, investments and other long-term assets | | | 325 | | | | (10,048 | ) |
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Cash used for investing activities | | | (36,578 | ) | | | (57,676 | ) |
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CASH FLOWS USED FOR FINANCING ACTIVITIES: | | | | | | | | |
Proceeds from issuance of debt securities and notes payable | | | 570,000 | | | | 632,384 | |
Net proceeds from equity offering, stock options and other | | | 23,460 | | | | 125,205 | |
Repayment of notes payable, credit facility and capital leases | | | (1,523,835 | ) | | | (528,745 | ) |
Borrowings under credit facility | | | 700,000 | | | | | |
Restricted cash and investments | | | 170,036 | | | | (283,722 | ) |
Deferred financing costs | | | (30,878 | ) | | | (28,632 | ) |
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Cash used for financing activities | | | (91,217 | ) | | | (83,510 | ) |
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NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | | | 21,368 | | | | (61,161 | ) |
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR | | | 105,465 | | | | 127,292 | |
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CASH AND CASH EQUIVALENTS, END OF PERIOD | | $ | 126,833 | | | $ | 66,131 | |
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CASH PAID FOR INCOME TAXES | | $ | 1,902 | | | $ | 1,613 | |
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CASH PAID FOR INTEREST | | $ | 173,718 | | | $ | 198,658 | |
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