Securities and Exchange Commission Washington, D.C. 20549 FORM 6-K Report of Foreign Issuer Pursuant To Rule 13a-16 or 15d-16 of The Securities Exchange Act of 1934 For the month of October, 2003 Commission File Number 1-12090 GRUPO RADIO CENTRO, S.A. de C.V. (Translation of Registrant's name into English) Constituyentes 1154, Piso 7 Col. Lomas Altas, Mexico D.F. 11954 (Address of principal office) (Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.) (Check One) Form 20-F [X] Form 40-F __ (Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.) (Check One) Yes __ No [X] (If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b). 82- .) SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. Grupo Radio Centro, S.A. de C.V. (Registrant) Date: October 28, 2003 By: /s/ Pedro Beltran Nasr -------------------------------- Name: Pedro Beltran Nasr Title: Chief Financial Officer [LOGO] GRUPO RADIO CENTRO EARNINGS RELEASE IR Contacts: In Mexico: Pedro Beltran/Alfredo Azpeitia Grupo Radio Centro, S.A. de C.V. Tel: 5255-57-28-48 81 or 5255-57 28-49-11 In New York: Maria Barona Blanca Hirani i+advize Corporate Communications, Inc. Tel: (212) 406-3690 Email: grc@i-advize.com [LOGO] NYSE [SEAL] For Immediate Release October 28, 2003 - -------------------------------------------------------------------------------- GRUPO RADIO CENTRO ANNOUNCES THIRD QUARTER AND NINE MONTHS RESULTS FOR 2003 - -------------------------------------------------------------------------------- Mexico City, October 28, 2003 - Grupo Radio Centro, S.A. de C.V. (BMV: RCENTRO-A, NYSE: RC) (the "Company"), Mexico's leading radio broadcasting company, announced today its results of operations for the third quarter and nine months ended September 30, 2003. All figures were prepared in accordance with generally accepted accounting principles in Mexico and have been restated in constant pesos as of September 30, 2003. Third Quarter Results For the three months ended September 30, 2003, broadcasting revenue was Ps. 175,915,000, a 15.2% increase compared to Ps. 152,748,000 reported during the same period of 2002. This increase was mainly attributable to a general increase in advertising expenditures by radio advertisers during the third quarter of 2003. The Company's broadcasting expenses (excluding depreciation, amortization and corporate, general and administrative expenses) for the three months ended September 30, 2003 were Ps. 127,804,000, reflecting a slight increase when compared with Ps. 126,339,000 reported for the same period of 2002. Broadcasting income (i.e., broadcasting revenue minus broadcasting expenses, excluding depreciation, amortization and corporate, general and administrative expenses) for the third quarter ended September 30, 2003 was Ps. 48,111,000, representing an increase of 82.2% compared to Ps. 26,409,000 reported for the same period of 2002, mainly as a result of the increase in broadcasting revenue. Depreciation and amortization for the third quarter of 2003 was Ps. 27,875,000, representing an increase of 12.6% compared to Ps. 24,754,000 reported for the same period of 2002. This increase was mainly due to the accelerated amortization of goodwill associated with the purchase of one of the Company's subsidiaries, the operations of which were discontinued during 2003. Grupo Radio Centro, S.A. de C.V. Third Quarter 2003 Results Page 2 of 6 The Company's corporate, general and administrative expenses for the third quarter ended September 30, 2003 were Ps. 10,601,000, a decrease of 12.5% compared to Ps. 12,122,000 reported for the same period of 2002. This reduction was mainly attributable to a decrease in administrative and corporate expenses during the third quarter of 2003 in comparison with the same period of 2002. The Company's operating income during the third quarter of 2003 was Ps. 9,635,000, compared to an operating loss of Ps. 10,467,000 reported for the same period of 2002. This increase resulted from the rise in broadcasting income. The Company's comprehensive financing cost for the three months ended September 30, 2003 was Ps. 6,009,000, an increase of 98.4% compared to a comprehensive financing cost of Ps. 3,028,000 reported for the same period in 2002. This unfavorable change was primarily attributable to a substantially lower gain on monetary position, which decreased from Ps. 8,416,000 in the third quarter of 2002 to Ps. 128,000 during the third quarter of 2003 which was largely offset by a reduction in foreign exchange loss from Ps. 7,343,000 in the third quarter of 2002 to a gain of Ps. 392,000 for the same period of 2003, resulting mainly from the conversion of the Company's U.S. dollar-denominated bank loans to Mexican peso-denominated bank loans, during the fourth quarter of 2002. Other expenses, net, for the three months ended September 30, 2003 were Ps. 17,109,000, compared to Ps. 20,215,000 reported for the same period of 2002. This 15.4% decrease is primarily attributable to lower expenses due to the termination of operations of certain Internet-related Company subsidiaries. During the third quarter of 2003, the Company's loss before provisions for income tax and employee profit sharing was Ps. 13,483,000, compared to a loss before provisions of Ps. 33,710,000, reported for the same period in 2002. Due to the favorable decrease in loss before provisions, the Company recorded provisions of Ps. 161,000 for income tax and employee profit sharing for the third quarter of 2003 compared to the same period in 2002 for which no provisions for income tax and employee profit sharing were recorded. As a result of the foregoing, the Company reported net loss for the third quarter of 2003 of Ps. 13,644,000, a substantial reduction when compared to a net loss of Ps. 33,710,000 reported for the same period of 2002. Nine Months Results For the nine months ended September 30, 2003, broadcasting revenue was Ps. 619,500,000, representing a 35.0% increase compared to Ps. 459,033,000 reported for the same period of 2002. This increase was mainly attributable to higher advertising expenditures from political parties, in connection with the congressional elections that took place on July 6, 2003. The Company's broadcasting expenses (excluding depreciation, amortization and corporate, general and administrative expenses) during the nine months ended September 30, 2003, were Ps. 369,753,000, a 3.3% decrease compared to Ps. 382,324,000 reported for the same period of 2002. This decrease is primarily attributable to lower expenses in connection with the cancellation of unprofitable programming during 2003 compared to 2002. Grupo Radio Centro, S.A. de C.V. Third Quarter 2003 Results Page 3 of 6 Broadcasting income (i.e., broadcasting revenue minus broadcasting expenses, excluding depreciation, amortization and corporate, general and administrative expenses) for the nine months ended September 30, 2003 was Ps. 249,747,000, which was more than three times the broadcasting income of Ps. 76,709,000 reported for the same period of 2002. This increase was mainly attributable to higher broadcasting revenue. Depreciation and amortization for the nine months ended September 30, 2003 was Ps. 83,310,000, representing an increase of 13.8% compared to Ps. 73,193,000 reported for the same period of 2002. This increase is mainly attributable to the factors mentioned above for the third quarter of 2003. The Company's corporate, general and administrative expenses during the nine months ended September 30, 2003 were Ps. 39,026,000, an increase of 10.6% compared to Ps. 35,288,000 reported for the same period of 2002. This increase was mainly due to higher corporate and administrative fees paid to Infored in connection with the production of the radio news program Monitor as a result of the increase in broadcasting revenues during 2003. As a result of the increase in broadcasting income, the Company reported operating income of Ps. 127,411,000 for the nine months ended September 30, 2003, compared to an operating loss of Ps. 31,772,000 reported for the same period of 2002. The Company's comprehensive financing cost for the first nine months of 2003 was Ps. 25,515,000, a reduction of 38.1% compared to a comprehensive financing cost of Ps. 41,198,000 for the same period of 2002. This favorable change is mainly attributable to a decrease in the foreign exchange loss, net, which went from Ps. 40,473,000 for the first nine months of 2002 to Ps. 6,718,000 for the same period of 2003, as a result of the conversion of the Company's U.S. dollar-denominated bank loans to Mexican peso-denominated bank loans during the fourth quarter of 2002. This favorable change was partially offset by a lower gain on monetary position in 2003 compared to 2002 as well as an increase in interest expense resulting from an increase in interest rates. Other expenses, net, for the first months of 2003 were Ps. 51,486,000, representing a 1.8% increase compared to Ps. 50,563,000 reported for the same period of 2002. During the first nine months of 2003, the Company reported income before provisions for income tax and employee profit sharing of Ps. 50,410,000, compared to a loss before provisions for income tax and employee profit sharing of Ps. 123,533,000 reported for the same period in 2002. For the nine months ended September 30, 2002, the Company recorded no provisions for income tax and employee profit sharing principally due to the loss before provisions during this period compared to provisions for income tax and employee profit sharing of Ps. 2,211,000 for the same period of 2003. As a result of the foregoing, the Company had a net income of Ps. 48,199,000 for the nine months ended September 30, 2003, compared to a net loss of Ps. 123,533,000 for the same period of 2002. Grupo Radio Centro, S.A. de C.V. Third Quarter 2003 Results Page 4 of 6 Other Matters: Bank Debt During the period from September 2002 to September 2003, the Company's total bank debt decreased approximately Ps. 144.1 million, from Ps. 392.6 million at September 30, 2002 to Ps. 248.5 million at September 30, 2003, substantially reducing the financial risk of the Company. Dividends At the Company's Ordinary Shareholders' Meeting held on August 12, 2003, the shareholders approved the payment of a dividend in the amount of Ps. 55,000,000, equivalent to Ps. 0.33799 per Series A Share. The dividend was paid out of retained earnings on August 22, 2003. Only for reference, the dividend in US Dollars amounted USD$ 5,068,797.40 at an exchange rate of Ps. 10.8507 per US Dollar, in accordance with the Mexican Official Gazette as of August 22, 2003. Company Description: Grupo Radio Centro owns and/or operates 14 radio stations, 11 of which are located in Mexico City. The Company's principal activities are the production and broadcasting of musical and entertainment programs, talk shows, news and special events programs. Revenue is primarily derived from the sale of commercial airtime. The Company also operates a radio network, Organizacion Impulsora de Radio, which acts as the national sales representative for, and provides programming to, Grupo Radio Centro-affiliated radio stations. - -------------------------------------------------------------------------------- Note on Forward Looking Statements: This release may contain projections or other forward-looking statements related to Grupo Radio Centro that involve risks and uncertainties. Readers are cautioned that these statements are only predictions and may differ materially from actual future results or events. Readers are referred to the documents filed by Grupo Radio Centro with the United States Securities and Exchange Commission, specifically the most recent filing on Form 20-F which identifies important risk factors that could cause actual results to differ from those contained in the forward-looking statements. All forward-looking statements are based on information available to Grupo Radio Centro on the date hereof, and Grupo Radio Centro assumes no obligation to update such statements. - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- GRUPO RADIO CENTRO, S.A. DE C.V. CONSOLIDATED UNAUDITED STATEMENTS OF INCOME for the three-month and nine-month periods ended September 30, 2003 and 2002 expressed in Mexican Pesos ("Ps.") with purchasing power as of September 30, 2003 (figures in thousands of Ps. and U.S. dollars ("U.S. $")(1), except per Share and per ADS amounts) - -------------------------------------------------------------------------------- -------------------------------------------------------------------------- 3rd Quarter Accumulated 9 months -------------------------------------------------------------------------- 2003 2002 2003 2002 U.S.$(1) Ps. Ps. U.S.$(1) Ps. Ps. --------- -------- -------- -------- -------- -------- Broadcasting revenue (2) 16,099 175,915 152,748 56,693 619,500 459,033 Broadcasting expenses, excluding depreciation, amortization and corporate expenses 11,696 127,804 126,339 33,838 369,753 382,324 -------- -------- -------- -------- -------- -------- Broadcasting income 4,403 48,111 26,409 22,855 249,747 76,709 -------- -------- -------- -------- -------- -------- Depreciation and amortization 2,551 27,875 24,754 7,624 83,310 73,193 Corporate general and administrative expenses 970 10,601 12,122 3,571 39,026 35,288 -------- -------- -------- -------- -------- -------- Operating (loss) income 882 9,635 (10,467) 11,660 127,411 (31,772) -------- -------- -------- -------- -------- -------- Comprehensive financing cost: Interest expense (612) (6,687) (5,102) (1,930) (21,088) (14,963) Interest income (2) 14 158 1,001 74 808 1,804 Foreign exchange gain (loss), net 36 392 (7,343) (615) (6,718) (40,473) Gain on monetary position 12 128 8,416 136 1,483 12,434 -------- -------- -------- -------- -------- -------- (550) (6,009) (3,028) (2,335) (25,515) (41,198) Other expenses, net (1,566) (17,109) (20,215) (4,712) (51,486) (50,563) -------- -------- -------- -------- -------- -------- Income (loss) before the following provisions (1,234) (13,483) (33,710) 4,613 50,410 (123,533) Provisions for income tax & employee profit sharing 15 161 0 202 2,211 0 -------- -------- -------- -------- -------- -------- Net (loss) income (1,249) (13,644) (33,710) 4,411 48,199 (123,533) Net (loss) income applicable to: Majority interest (1,249) (13,644) (33,724) 4,411 48,197 (123,548) Minority interest 0 0 14 0 2 15 -------- -------- -------- -------- -------- -------- (1,249) (13,644) (33,710) 4,411 48,199 (123,533) ======== ======== ======== ======== ======== ======== Net income for the LTM per Series A Share(3) $0.098 1.069 (0.573) Net income for the LTM per ADS(3) $0.881 9.624 (5.161) Weighted average common shares outstanding for the LTM (000's)(3) 162,720 163,795 - ------------------------------------------------------------------------------------------------------------------------------------ (1) Peso amounts have been translated into U.S. dollars, solely for the convenience of the reader, at the rate of Ps. 10.9272 per U.S. dollar, the noon buying rate for Mexican pesos on September 30, 2003. (2) Broadcasting revenue for a particular period includes (as a reclassification of interest income) interest earned on funds received by the Company pursuant to advance sales of commercial air time to the extent that the underlying funds were earned by the Company during the period in question. Advances from advertisers are recognized as broadcasting revenue only when the corresponding commercial air time has been transmitted. Interest earned and treated as broadcasting revenue for the third quarter of 2003 and 2002 was Ps. 477,000 and Ps. 138,000, respectively. Interest earned and treated as broadcasting revenue for the nine months ended September 30, 2003 and 2002 was Ps.725,000 and Ps. 453,000, respectively. (3) Earnings per share calculations are made for the last twelve months as of the date of the income statement, as required by the Mexican Stock Exchange. - -------------------------------------------------------------------------------- GRUPO RADIO CENTRO, S.A. DE C.V. CONSOLIDATED UNAUDITED BALANCE SHEETS as of September 30, 2003 and 2002 in Mexican Pesos ("Ps.") with purchasing power as of September 30, 2003 (figures in thousands of Ps. and U.S. dollars ("U.S. $")(1), except per Share and per ADS amounts) - -------------------------------------------------------------------------------- --------------------------------------- September 30 --------------------------------------- 2003 2002 U.S.$(1) Ps. Ps. ---------- ---------- ---------- ASSETS Current assets: Cash and temporary investments 7,031 76,826 79,693 ---------- ---------- ---------- Accounts receivable: Broadcasting, net 19,204 209,847 125,761 Other 946 10,332 7,526 Income tax recoverable 0 0 9,231 Value added tax recoverable 0 0 2,344 ---------- ---------- ---------- 20,150 220,179 144,862 Guarantee deposit 633 6,915 7,178 Prepaid expenses 1,372 14,995 12,340 ---------- ---------- ---------- Total current assets 29,186 318,915 244,073 Prepaid expenses 8,946 97,751 110,906 Property and equipment, net 42,950 469,324 491,431 Deferred charges, net 1,542 16,855 16,812 Guarantee deposit 211 2,306 9,570 Excess of cost over book value of subsidiaries 70,383 769,091 858,918 Other assets 287 3,140 4,204 ---------- ---------- ---------- Total assets 153,505 1,677,382 1,735,914 ========== ========== ========== LIABILITIES Current: Notes payable 8,613 94,118 187,844 Advances from customers 7,176 78,415 72,427 Other accounts payable and accrued expenses 5,592 61,104 111,325 Taxes payable 2,229 24,360 4,301 ---------- ---------- ---------- Total current liabilities 23,610 257,997 375,897 Long-Term: Deferred income tax 5,795 63,328 77,620 Notes payable 14,131 154,414 204,730 Reserve for labor obligations 2,675 29,226 23,415 ---------- ---------- ---------- Total liabilities 46,211 504,965 681,662 ---------- ---------- ---------- STOCKHOLDERS' EQUITY Capital stock 96,420 1,053,598 1,053,895 Retained earnings 15,175 165,816 47,415 Provision for repurchase of shares 3,414 37,308 37,374 Accumulated effect of deferred income tax (8,150) (89,058) (89,021) Surplus on restatement of capital 390 4,258 4,099 Minority interest 45 495 490 ---------- ---------- ---------- Total stockholders' equity 107,294 1,172,417 1,054,252 ---------- ---------- ---------- Total liabilities and stockholders' equity 153,505 1,677,382 1,735,914 ========== ========== ========== (1) Peso amounts have been translated into U.S. dollars, solely for the convenience of the reader, at the rate of Ps. 10.9272 per U.S. dollar, the noon buying rate for Mexican pesos on September 30, 2003.