Exhibit 99.1
Renaissance Communications Corp.
Consolidated Balance Sheets
September 30, December 31,
1996 1995
(Unaudited) (Audited)
------------------------------------
(in thousands)
Assets
Current assets:
Cash and cash equivalents $13,238 $9,912
Accounts receivable, less allowance for
doubtful accounts of $2,209,000 and $2,128,000
in 1996 and 1995, respectively 34,513 41,258
Note receivable from officer 3,154 0
Barter program rights 35,533 29,247
Program rights 35,128 35,451
Prepaid expenses and other current assets 3,747 3,464
------------------------------------
Total current assets 125,313 119,332
Property, plant and equipment, net of accumulated
depreciation of $37,697,000 and $33,061,000
in 1996 and 1995, respectively 35,049 37,215
Barter program rights 18,860 14,247
Program rights 38,186 45,445
Intangible assets, net of accumulated amortization
of $29,000,000 and $23,412,000 in 1996 and
1995, respectively 152,948 158,858
Deferred financing costs, net of accumulated
amortization of $4,254,000 and $2,642,000
in 1996 and 1995, respectively 1,519 3,131
Note receivable and other assets 4,072 4,331
------------------------------------
Total assets $375,947 $382,559
====================================
See accompanying notes
1
Renaissance Communications Corp.
Consolidated Balance Sheets (Continued)
September 30, December 31,
1996 1995
(Unaudited) (Audited)
------------------------------------
(in thousands)
Liabilities and shareholders' equity
Current liabilities:
Accounts payable $1,932 $2,464
Accrued expenses 10,641 8,325
Senior secured term loan 10,027 16,209
Barter program payable 35,533 29,247
Program payable 44,853 41,247
-----------------------------------
Total current liabilities 102,986 97,492
Senior secured term loan and revolving credit facility 16,304 47,546
Barter program payable 18,860 14,247
Program payable 47,424 54,563
Deferred income taxes 4,263 4,263
Other noncurrent liabilities 0 301
Common shareholders' equity:
Common Stock, par value $.01 per share, authorized
97,500,000 shares, issued and outstanding 30,337,207
and 30,037,206 shares in 1996 and 1995 303 300
Additional paid - in capital 164,270 162,273
Notes receivable from warrant exercise (2,000) 0
Accumulated earnings 23,537 1,574
---------------------------------
Total shareholders' equity 186,110 164,147
---------------------------------
Total liabilities and shareholders' equity $375,947 $382,559
=================================
See accompanying notes
2
Renaissance Communications Corp.
Consolidated Statements of Income
(Unaudited)
Three months ended September 30, Nine months ended September 30,
1996 1995 1996 1995
------------------------------- ---------------------------------
(in thousands, except per share amounts)
Net revenue $38,992 $36,795 $122,226 $104,808
Barter revenue 9,214 7,205 27,158 20,847
------------------------------- ---------------------------------
Total revenue 48,206 44,000 149,384 125,655
Operating expenses 3,912 3,702 11,759 10,602
Selling, general and administrative expenses 8,406 8,666 27,090 25,488
Amortization of program rights 12,219 10,015 32,667 23,674
Amortization of barter program rights 9,018 6,988 26,442 20,051
Depreciation and amortization 3,684 3,849 11,253 12,042
------------------------------- ---------------------------------
Total operating expenses 37,239 33,220 109,211 91,857
------------------------------- ---------------------------------
Profit from operations 10,967 10,780 40,173 33,798
Other income (expense) net (90) 19,041 (183) 18,990
Interest income 397 333 976 1,027
Interest expense (763) (1,747) (2,737) (5,809)
------------------------------- ---------------------------------
Income before provision for income taxes and
extraordinary item 10,511 28,407 38,229 48,006
Provision for income taxes 4,297 4,959 15,634 6,759
------------------------------- ---------------------------------
Income before extraordinary item 6,214 23,448 22,595 41,247
Extraordinary item:
Loss on early extinguishment of debt, net of taxes 410 0 632 0
------------------------------- ---------------------------------
Net income $5,804 $23,448 $21,963 $41,247
=============================== =================================
Net income per common and common equivalent
share before extraordinary loss $0.20 $0.76 $0.73 $1.34
Extraordinary loss 0.01 0.00 0.02 0.00
------------------------------- ---------------------------------
Net income per common and common equivalent share $0.19 $0.76 $0.71 $1.34
=============================== =================================
Shares used in earnings per share calculation 31,076 30,708 30,958 30,689
=============================== =================================
See accompanying notes
3
Renaissance Communications Corp.
Consolidated Statement of Changes in Shareholders' Equity
Nine months ended September 30, 1996
(Unaudited)
Additional Notes
Common Paid-In Receivable From Accumulated
Stock Capital Warrant Exercise Earnings Total
-----------------------------------------------------------------------------
(in thousands)
Balance at December 31, 1995 $300 $162,273 $1,574 $164,147
Net Income 21,963 21,963
Exercise of warrants 3 1,997 (2,000) 0
-----------------------------------------------------------------------------
Balance at September 30, 1996 $303 $164,270 ($2,000) $23,537 $186,110
=============================================================================
See accompanying notes
4
Renaissance Communications Corp.
Consolidated Statements of Cash Flows
(Unaudited)
Nine months ended September 30,
1996 1995
---------------------------------
(in thousands)
Cash flows from operating activities:
Net income $21,963 $41,247
Adjustments to reconcile net income to
cash provided by operating activities:
Depreciation and amortization 11,253 12,042
Amortization of program rights,
net of barter 32,667 23,674
Amortization of discount on certain contracts payable - 3
Provision for bad debts 601 319
Loss on early extinguishment of debt, net of taxes 632 -
Gain (loss) on disposal of fixed assets 183 52
Program payments (28,617) (21,381)
Decreases (increases) in assets and increases
(decreases) in liabilities:
Accounts receivable 6,144 6,341
Prepaid expenses, other current assets
and other assets (424) (1,056)
Accounts payable (532) (825)
Accrued expenses 2,776 805
---------------------------------
Total adjustments 24,683 19,974
---------------------------------
Net cash provided by operating activities 46,646 61,221
Cash flows from investing activities:
Capital expenditures (3,142) (3,942)
Payment associated with the acquisition of KDAF - (34,500)
Issuance of note receivable to officer (3,154) -
Proceeds from principal payment on note receivable 400 400
---------------------------------
Net cash used in investing activities (5,896) (38,042)
---------------------------------
Cash flows from financing activities:
Proceeds from revolving credit facility - 34,500
Principal payments on senior secured term loan and
revolving credit facility (37,424) (57,356)
Principal payments on other noncurrent liabilities - (63)
Proceeds from exercise of warrants (See Note 2) - 850
---------------------------------
Net cash used in financing activities (37,424) (22,069)
---------------------------------
Net increase (decrease) in cash and cash equivalents 3,326 1,110
Cash and cash equivalents
Balance at the beginning of the period 9,912 10,129
---------------------------------
Balance at the end of the period $13,238 $11,239
=================================
See accompanying notes
5
Renaissance Communications Corp.
Notes to Consolidated Financial Statements
(Unaudited)
1. Financial Statement Presentation
--------------------------------
As of September 30, 1996, Renaissance Communications Corp. (the
"Company") owned and operated six television stations: KDAF, Dallas,
Texas; WDZL, Miami/Ft. Lauderdale, Florida; KTXL, Sacramento,
California; WTIC, Hartford/New Haven, Connecticut; WXIN, Indianapolis,
Indiana; and WPMT, Harrisburg, Pennsylvania. The interim financial
statements presented herein include the accounts of the Company and its
wholly owned subsidiaries for the period of time they were owned and
operated by the Company. All significant intercompany items and
transactions are eliminated in consolidation.
In the opinion of management, the accompanying unaudited consolidated
financial statements contain all the normal recurring adjustments
necessary for a fair presentation of the results for the interim
periods presented. The results for the interim period are not
necessarily indicative of the results to be expected for the full year.
2. Shareholders' Equity
--------------------
On May 21, 1996, certain family members of an officer exercised
warrants for 300,000 shares. The exercise price was satisfied through
the issuance of $2,000,000 in demand notes to the Company. The notes
bear interest at an annual rate of 6%.
3. Pending Transactions
--------------------
On July 1, 1996, the Company entered into a definitive agreement to be
acquired by Tribune Company for $36.00 per share in cash for an
aggregate purchase price of $1.13 billion. The transaction is subject
to shareholder and FCC approval. Stockholders of the Company who own 60
percent of the Company's common stock have agreed to vote for the
transaction. A meeting of shareholders has been scheduled for November
12, 1996 and all the required applications have been filed with the
FCC. The transaction is expected to close in early 1997.
6