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Volume 23, Issue 26, Jim Carnegie, Editor & Publisher
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Tuesday Morning February 7th, 2006
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Radio News ®
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 Farid snares ABC Radio for 2.7 billion
After months of buildup, the deal that Disney CEO Bob Iger had promised by Thanksgiving was finally announced with Valentine's Day approaching. Disney has cut a deal to merge ABC Radio with Farid Suleman's Citadel Broadcasting. The tax-advantaged deal is valued at 2.7 billion bucks, which translates to a cash flow multiple of 13.2 times. Disney's current shareholders will end up owning approximately 52% and current Citadel shareholders 48% of the merged company, which will be known as Citadel Communications. After adding ABC's 14 FM and eight AM radio stations in nine major, Citadel will be comprised of 177 FM stations and 66 AM stations, plus the ABC Radio Networks. The combined company had 2005 revenue of approximately 575 million and operating income of approximately 200 million. "By joining forces to form Citadel Communications, our new company can continue to deliver on Citadel's impressive record of success as well as pursue many exciting growth initiatives in the future. We look forward to welcoming our talented new colleagues at ABC Radio who have a long history of strong market performance, and are eager to work together to integrate ABC's top-notch assets into our new strategically enhanced radio group," said Suleman in the joint announcement. For his part, Iger didn't even mention  the radio deal until about 10 minutes into his quarterly conference call with Wall Street analysts. He said the ABC Radio division is well-managed, with "great results," but that merging the business with Citadel makes sense for Disney shareholders as Disney focuses its capital and resources on its core businesses.
RBR observation: 13.2 times. Amazing. Even after you add in about two and a half turns for the tax savings to Disney, the effective multiple is only 15.7 times. Just a couple of years ago such primo radio assets would have brought at least 20. Is Bob Iger correct in betting that radio multiples will continue to fall? For now, it looks like an incredibly cheap purchase for Farid Suleman. Although ABC Radio Networks badly underperforms the radio station group, this multiple is so cheap that it almost doesn't matter whether Citadel can improve the cash flow for the network business. As we noted yesterday, ABCRN faces the potential exit of one of its stars, Sean Hannity - - not to mention that its biggest star, Paul Harvey, is 87 years old.
 Citadel + ABC:
Here's how the deal will work
The merger of Citadel and ABC Radio will be a complicated one. Because its tax basis in the radio assets is essentially zero, Disney insisted on a "reverse Morris Trust" so it (and its shareholders) will not have to pay capital gains taxes on the transaction. Prior to the merger with Citadel, Disney will distribute ownership of the ABC Radio entity to Disney shareholders in either a spin-off or split-off transaction - - with Disney to determine closer to closing which it will be. What's the difference? A spin-off would provide a pro-rata distribution of shares to Disney shareholders. A split-off would allow Disney shareholders the opportunity to exchange Disney shares for stock in the radio business. Disney will borrow against the radio assets and, depending on the market price of Citadel's stock at closing, retain 1.4-1.65 billion. That retained cash plus the market value of the Citadel stock to be issued to Disney/ABC Radio shareholders will total approximately 2.7 billion bucks. Disney will retain ESPN Radio and Radio Disney and their O&O stations. The remaining O&Os, 22 stations in nine markets, will become part of Citadel Communications, as will ABC Radio Networks. Citadel will have an exclusive 10-year licensing agreement to deliver ABC News Radio programming to terrestrial radio stations. Disney will retain rights to deliver ABC News content in other audio formats, such as broadband, wireless and satellite. Disney CFO Tom Staggs says closing, which is dependent on FCC and antitrust approval, is expected in the fall.
2005 by the numbers
RAB reported last week that December radio revenues were down 1%, bringing 2005 in at flat overall (2/3/05 RBR #24). Going beyond those percentages, here's a look at the actual bucks. All in all, radio revenues rose 44 million - - but that's not much when you're talking about a 21 billion bucks industry.
| View the Chart |
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303 for the FCC
The White House has proposed a 303M budget for the FCC in FY 2007. Most of that cash, as per usual, will be coming out of your own pockets - - at least those of our readers who are license holders or otherwise pay fees to the FCC. 302M of the total will be collected in that manner. The White House administration used the occasion to throw its support behind the hard deadline for the DTV transition, writing, "The Administration supports reconciliation legislation that sets a date certain for the transition from analog to digital television broadcasts, requires auction of recovered analog television spectrum, and provides consumer education on the transition." Also, as per usual, it made a play for spectrun fees, writing, "The Administration supports granting the FCC the authority to set user fees on unauctionwed spectrum licenses based on public-interest and spectrum-management principals." Such an fee, beginning in 2007, is cited as being worth perhaps 3.6B over 10 years time. The NAB took that as an at-long-last abandonment of the Administration's annual attempt to get fees from broadcasters. NAB's Dennis Wharton said, "From our read here on the Bush Administration FY '07 budget submitted today, it appears the White House has abandoned the idea of taxing broadcasters billions in 'analog TV spectrum fees' and instead has given its blessing to the budget reconciliation bill as the means by which to raise billions in revenue. You will recall that each White House budget submitted for the last 10 years or so has included spectrum tax provisions in the billions that would target TV broadcasters.
| Read the White House FCC budget proposal here |
 ABC dialed down the Stones
Much to the relief of organizations like the Parents Television Council, ABC used a five-second delay throughout its broadcast of Super Bowl XL. "ABC has wisely decided to ensure that this year's Super Bowl is not hijacked by raunchy performers as it was in 2004," said PTC's L. Brent Bozell. "Now, we hope that families can safely watch this family program without the worry of seeing inappropriate sexual content or hearing vulgar language." And in fact, the half-time show featuring rock 'n' roll warhorses the Rolling Stones was altered. We have personally seen the Stones, in concert, go well beyond the pale of what would be acceptable for a general television audience. In this case, the problem was one word apiece in two of the three songs performed. According to reports, engineers simply turned down the sound briefly when the borderline words came front and center. It was done with full knowledge and consent of the band. The words in question are both perfectly safe in a general context, but questionable within the context of the songs. One was "come," and the other, which we will hint at in deference to the spam-blockers we must travel through each day to get this report to you, was another word for "roosters."
RBR observation: If a twist of the volume knob was all that was required to neutralize the Stones, it would appear that the delay was not required at all during the telecast. We didn't even see any questionable lip movements among the football players and coaching staffs - - despite the fact that Seattle Head Coach Mike Holmgren was caught at half-time in a discussion with officials. That's when we would have had our finger hovering over the dump button.
 Providence broadcaster
is Bayliss Horizon winner
Jonathan "Jag" Gay has been selected as the 2006 recipient of the Bayliss Horizon Award, which recognizes past recipients of Bayliss Radio Scholarships for success in the radio industry. "In choosing Mr. Gay, we recognize an individual who sets a solid example for today's young radio broadcaster. In his diverse roles at various radio stations, he has balanced multiple priorities, used technology to his best advantage and demonstrated his commitment to serve the community mission of radio," said Gary Fries, Chairman of the Bayliss Foundation Board and President of the RAB. Gay has been a producer at WPRO-AM in Providence, RI since 2003. Prior to that, he held a variety of positions at Syracuse University's WJPZ-FM. He received a Bayliss scholarship in 2001 and graduated from the SI Newhouse School of Public Communications at Syracuse University in 2002. Gay will be honored at the Bayliss Radio Roast (of Clear Channel CEO Mark Mays) March 23rd.
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| Wall Street Media Business Report TM |
Fiscal Q1 Conference Call
Strong results for Disney
Powered by ABC Television and its theme parks, Disney reported fiscal Q1 (October-December 2005) results that exceeded expectations. Earnings per share (EPS) were 37 cents, with only two cents from one-time events, so the effective 35 cents in EPS beat the Thomson/First Call analysts' consensus by a nickel. Media Networks revenues rose 6% to 3.67 billion and operating income rose 7% to 606 million. Within that, operating income for the Broadcasting segment shot up 87% to 234 million, primarily due to higher ratings at ABC Television driving higher ad revenues. Broadcasting revenues rose 9% to 1.81 billion. While revenues for the cable networks rose 3% to 1.87 billion, operating income fell 15% to 372 million, which was attributed to "increased programming commitment revenue deferrals" at ESPN and higher programming and marketing costs at ABC Family. Parks & Resorts revenues rose 13% to 2.4 billion and operating income ballooned 51% to 375 million, led by the on-going 50th Anniversary celebration at Disneyland.
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Ad Business Report TM
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 International Star Registry
sues ABC Radio Networks
International Star Registry, a direct response company which sells naming rights to stars, is suing ABC Radio Networks for breach of contract, fraud, deceptive trade practices and tortuous interference with business relations. The advertiser says ABCRN under-delivered on its audience guarantee by up to 24% and claims ABC guaranteed ratings points and concealed the shortfalls. "ABC fraudulently entered into contracts for radio advertising knowing that its delivery rates fall substantially below the contracted amount and also concealed those underdeliveres," ISR said in a release through its law firm Gregory E. Kulis and Associates.
| Read More... |
RBR observation: Mosele should check the new spot monitoring services like Verance, MediaMonitors and Mediaguide as a possible solution going forward. However, remember, while getting closer every day, these companies still don't track spots on every station in every market. Part of the beauty of network radio is its reach and ability to get into every last little nook and cranny in this country. And those aren't necessarily very profitable nooks and crannies for these monitoring companies. RADAR is based on actual clearance reporting and affidavits from the affiliates themselves. While it takes weeks to see the results, it's considered pretty accurate.
RAB debuts new "Radio Gets Results" jingles at RAB'06
The RAB debuted new format-targeted Radio Gets Results jingles Friday at the RAB '06 Conference in Dallas. Created by TM Century, there are seven jingles targeted to a total of eight formats: Urban, CHR, AC, Smooth Jazz, Country, Rock and Sports, and Spanish Language. The jingles will be available for download at www.RAB.com to RAB member and non-member stations for free.
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| Media Revenue Technology |
The new generation of radio revenue specialists PART II
There's a quiet revolution underway in radio sales. A new generation of radio revenue "specialists" is challenging the way business is done in 2006. These new companies are filling a need in a time of change. Each has a different way of getting to the same place. There are at least four unsold inventory specialists out there accomplishing similar objectives, but with different ways of getting to it and some very different bells and whistles: dMarc Broadcasting, Bid4Spots, Marketing Architects (which declined to be interviewed for the story) and Soft Wave Radio. (Continued from Monday)
| Read More... |
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| Media Business Report TM |
 Time Warner selling
book division
As it tries to fend off dissident shareholder Carl Icahn, Time Warner announced the sale of the division that was #1 on Icahn's "should be sold" list - - Time Warner Book Group. Paris-based Lagardere SCA is paying 527.5 million (USD) for the 5th largest US book publisher, making Lagardere the world's 3rd largest book publisher. "This is a terrific transaction that is the right thing to do for both the Time Warner Book Group and our shareholders. With its record-breaking performance in 2005, the Book Group is at the top of its game. To build on this success, however, it needs the scale and other advantages that come from being part of a larger, more global book publisher," said Time Warner CEO Dick Parsons, who also noted how the deal is part of his strategy to enhance shareholder value. Time Warner Book Group is a major trade publisher, with many bestselling authors, including Nelson DeMille, Nicholas Sparks, James Patterson, David Baldacci and Malcolm Gladwell. Besides adult trade, it publishes illustrated, religious and children's books and has also developed an audio-book imprint. Time Warner Book Group is also a distributor for third party publishers, such as Disney and Microsoft.
RBR observation: Wall Street regards book publishing as a slow growth business for media companies to be in. To that end, CBS CEO Les Moonves has been asked why he doesn't put Simon & Schuster up for sale along with Paramount Parks. But for now he insists that there are some synergies that make it worthwhile for CBS to keep the book company (1/30/05 RBR #20).
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| Media Markets & Money TM |
Clear Channel KALLs in 2nd SLC TV
Multimedia giant Clear Channel (CCU) will pare down its Salt Lake City radio superduopoly in order to get a second television station in the city. It's selling KALL-AM to a subsidiary of Sports Capital Partners, operating under licensee name Utah Radio Acquisition, for 4.1M cash. CCU will keep the call letters, and the buyer will get to continue use of its current studio for up to a year at a little over 7.7K/month. It won't get to keep the calls, though, which will stay with CCU. SCP's David W. Checketts will also have a move to make - - he's resigning his membership on the board of Citadel to avoid making KALL his ninth attributable station in the market. The sale of the AM clears the way for CCU to acquire WB 30 KUWB out of Ogden UT and 13 low-power signal enhancers. Seller ACME gets 18.5M in that deal. The station will pair up with ABC 4 KTVX-TV. CCU will also have five FMs and an AM, KXRV-FM, KZHT-FM, KOSY-FM, KJMY-FM, KODJ-FM & KNRS-AM. There is a UPN affiliate in town - - we'll have to wait and see if there is a tug of war between CCU and the owners of KPNZ-TV over a potential CW network affiliation. CCU will spend up to 60K per month in an SSA for KUWB until closing.
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| Washington Media Business Report TM |
 FCC road show devoted to video competition
It doesn't figure to be the same old crowd attending the next FCC Open Meeting. The 12th "Annual Assessment of the Status of Competition in the Market for the Delivery of Video Programming" as mandated by Congress will be introduced later this week from Keller TX. Keller is squarely in the Dallas-Fort Worth Metroplex. The Friday 2/10/06 meeting will kick off at 11:00 AM Central time (that'll be high noon for you east coasters who regularly attend or tune in to the monthly session). There are no other items on the docket.
RBR observation: The 12th report in this series must be wildly different from the first, and the next few after this should stray even farther from the root report. As Telcos get into the video delivery biz, and cell phones become a video receiver, and as the Internet gets better and better as a vehicle for video programming, the next few versions of this report are going to get wilder as competition increases in ferocity. Our question is this: Will HD radio, satellite radio, iPod-type gizmos and Internet bring audio delivery competition to the point where there will be a Congressional report similar to the video version?
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| Internet Media Business Report TM |
 NPR launches third phase
of podcasting
Six months after launching its first podcasts, NPR kicked off the project's third phase, featuring a number of new elements. This, in collaboration with NPR member stations across the country, offers a directory featuring more than 250 podcasts representing the best of public radio programming - produced by NPR, 79 stations and other producers. Content includes regional news and information programming, arts and entertainment, interviews and music. A list of the participating local stations and their podcasts can be viewed here.
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| Transactions |
1.1M WROY-AM/WRUL-FM Carmi IL from Carmi Broadcasting Company Inc. (Rebecca Drone) to W. Russell Withers Jr. 100K escrow, balance in cash at closing. Superduopoly with WEBQ-FM Eldorado IL, WISH-FM Galatia IL (WRUL-FM only). LMA 1/16/06. [File date 1/23/06.]
800K KVIS-AM.KGLC-FM Miami OK from Eagle Broadcasting Inc. (Gordon K. Chirillo) to Northeast Oklahoma Broadcast Network Inc. (Larry J. Hestand, Janell M. Hestand). 40K escrow, balance in cash at closing. Duopoly with KGVE-FM Grove OK. [File date 1/23/06.]
550K KTRG-TV San Antonio (Del Rio TX) from Ortiz Broadcasting Corp. (Ben B. Floyd, trustee) to SATV 10 LLC (Barbara Laurence). 35K earnest money, cash. Station is being sold pursuant to orders of bankruptcy court. [File date 1/23/06.]
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| Stock Talk |
Flat day for stocks
Monday was a ho-hum day for stock trading, with investors seemingly uncertain of where the economy is heading. The Dow Industrials moved up five points to 10,798, but the Nasdaq Composite was down slightly.
Radio stocks were slightly lower. The Radio Index declined 0.542, or 0.3%, to 175.612. Journal had the worst day, falling 3.2%. Citadel rose 0.3% ahead of news that it would acquire ABC Radio from Disney. Disney was off 0.2%.
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| Radio Stocks |
Here's how stocks fared on Monday
| Company |
Symbol |
Close |
Change |
Company |
Symbol |
Close |
Change |
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Arbitron
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ARB
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39.27
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+0.21
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Hearst-Argyle
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HTV
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23.59
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-0.24
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Beasley
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BBGI
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13.84
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+0.13
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Interep
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IREP
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0.45
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+0.08
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| CBS CI. B |
CBS |
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25.84
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+0.18
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Jeff-Pilot
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JP
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56.89
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-0.15
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| CBS CI. A |
CBSa |
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25.92
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+0.17
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Journal Comm.
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JRN
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12.28
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-0.40
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| Citadel |
CDL |
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12.00 |
+0.04 |
Radio One, Cl. A
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ROIA
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10.31
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-0.13
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Clear Channel
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CCU
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28.81
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-0.01
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Radio One, Cl. D
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ROIAK
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10.34
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-0.05
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Cox Radio
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CXR
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13.98
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-0.02
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Regent
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RGCI
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4.65
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-0.14
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Cumulus
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CMLS
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12.98
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+0.28
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Saga Commun.
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SGA
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10.12
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+0.12
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Disney
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DIS
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24.96
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-0.05
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Salem Comm.
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SALM
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14.95
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-0.01
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Emmis
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EMMS
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18.14
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-0.16
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Sirius Sat. Radio
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SIRI
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5.49
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+0.16
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| Entercom |
ETM
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29.72
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-0.23
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Spanish Bcg.
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SBSA
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5.40
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-0.08
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Entravision
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EVC
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6.98
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-0.02
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Univision
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UVN
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31.23
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-0.01
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Fisher
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FSCI
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42.81
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+0.17
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Westwood One
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WON
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14.40
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-0.30
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Gaylord
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GET
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44.42
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+0.42
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XM Sat. Radio
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XMSR
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23.55
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-0.79
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Bounceback
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 We want to
hear from you.
This is your column, so send your comments and
a photo to [email protected]
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Below the Fold
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Ad Business Report
International Star Registry
Sues ABC Radio Networks claims breach of contract, fraud ...
Media Markets & Money
CCU spins AM
To double Salt Lake City TV clears way to acquire WB-30...
Media Revenue Technology
New generation of revenue
Pt II - At least four unsold inventory specialists...
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Radio Media Moves
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 Philly shuffle
Beasley reports that after six years as Promotions Director of WXTU-FM Philadelphia, Joe Ceccola is jumping to cluster sister WRDW-FM "Wired 96.5" in a similar post.
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Stations for Sale
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NYC Prime Radio
Time for Lease
7 days a week available p/t-f/t Business, Foreign language, religious, Health, Infomercials accepted. 212-769-1925 [email protected]
TV & Satellite time also available. Station Inquiries welcome
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More News Headlines
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Laura Belt passes
Salem Communications passed along word that Laura Belt, wife of Salem Radio Network production director Bob Belt, died Friday. She had been in a coma for several weeks after giving birth to their 9th child, Erinne Leslie Belt. A memorial service is planned today in Dallas. A memorial fund to help the family has been established:
The Dream Fund
Attention: Philanthropy
P.O. Box 600593
Dallas, TX 75360
On the memo line of your check, please write "The Belt Family." All donations are tax deductible.
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February RBR/TVBR Digital Magazine
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Era of Technology
and Moving Forward
AdBiz
'The new generation of radio
revenue specialists'
pg 12
Radio Sales
'What AEs can bring to the table
with Kim Vasey'
pg 18
Media Markets & Money
'Hedge funds are changing the broadcasting lending landscape'
pg 26
Read RBR/TVBR in 2 simple steps:
1.Create a simple account with Zinio and download the Zinio Reader.
2. You can then download the
February Issue of RBR/TVBR
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RBR Radar 2005
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Radio News you won't read any where else. RBR--First, Accurate, and Independently Owned.
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Analyst worried by radio trends
Wachovia Securities analyst Marci Ryvicker says the 1% radio revenue decline was worse than expected and early evidence is that the softness has continued into 2006. Q1 may be further impacted by the Winter Olympics, as TV historically tends to drain some of radio's ad dollars during this competition. How much growth? Ryvicker is looking for an anemic 1% gain in January and 2% for most months this year - - with 3% in June and November and 4% in October. For all of 2006 forecasting that radio revenues will be up a mere 2.3%.
RBR observation: Only two radio companies have reported their quarterly results so far and given guidance for early 2006. But both Emmis and Journal Communications indicated that the year is starting out soft for radio. That's not encouraging for a year that is supposed to feature easy comps. Add to injury radio still has many issues to face this year that revolve around investing money into their stations around technology - HD and PPM are just two that are now becoming a reality. Radio's perception is not strong and will have to fight for its place in the total media world this year as 'Time with Technology will not wait for no one'.
02/06/06 RBR #25
Radio industry must
Embrace Change
Speaking to his last RAB annual management conference as President and CEO of the organization, Gary Fries urged his audience of radio executives to look to the future and embrace change. "The biggest threat to our industry is wanting to stay the same. If you stay the same, you will have no success,...What are advertisers trying to do? They're trying to get ROI. The challenge to radio is to constantly move and progress. When my successor comes, that person will take the RAB to a new level. Constantly look for being part of the future - - part of the change. Do not get locked in the comfort zone."
RBR observation: "If you stay the same, you will have no success." Embed those words of wisdom of Fries as the young CEO's can learn from a true front line battlefield commander. Radio has been lucky to have had Gary Fries on the daily front lines fighting for radio's improvement with technology and research as many will talk at the water cooler but not out loud - Radio needs true leadership. Best of luck to Gary Fries and thank you for your years of dedication.
02/03/06 RBR #24
December yields flat year for radio
RAB came out with its latest revenue stats. Combined radio revenues experienced a slight 1% decline in December 2005 over the same month in 2004, enough to pull Q4 into the red at -3% and to erase any gains for the year as a whole. The silver lining may be getting LIM to LIM comps in 2006.
RBR observation: We'll be listening in to the upcoming round of quarterly conference calls for some previews of 2006. So far, a few birdies are chirping off the record, and it ain't exactly a chipper tune that they're chirping. 'Read and Weep'
02/03/06 RBR #24
Cox stops reporting record adds
Cox Radio has become the second major radio group to tell its stations to stop reporting record adds to trade publications. Just over a week ago Cumulus Media told its PDs to stop reporting adds to the trades. CEO Bob Neil says his company's move wasn't prompted by the Cumulus decision, but came about in the company's annual review of its payola and plugola policies. "It just eliminates one more possibility of something going on that we wouldn't want,"- While such information may have been valuable to record companies and station programmers years ago, Neil said it no longer seemed very important now that there is electronic tracking of airplay.
RBR observation: Neil is correct on this one issue even if that nasty word 'Payola' was not mentioned. It was just a few months back NY-AG Eliot Spitzer had shaken down two record companies for 25 million without having to prove in court but it did put a few radio people out of work and an embarrassment to their companies. Yep years and years ago it was a good tool but today with electronic tracking of airplay there is no need. RBR waits to see if others follow both Cumulus and Cox.
02/02/06 RBR #23
What have we done???
By Jean Pool
Just why is it that we're hell bent on irritating the very people that we are trying to sell our products and services to? Clutter is the death of the media. Early Saturday morning call... a telemarketer that instructs me to wait for the next available operator. What are they thinking? Another favorite is my Sunday New York Times stuffed full of inserts that usually end up scattered on my hall floor. Then there is radio... driving along listening to Dr. Laura berating a call-in when you're interrupted by a commercial. Or one hour of Howard Stern's show of 18 commercials ...38 units ran. Geez, that barely gives Howard time to get in the F word. For a reality check read the entire article
02/01/06 RBR #22
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Retail Sales Manger
This is where the new money is today and for the future. Not selling spots that can be erased. Clear Channel- Minneapolis, top 20 market, has this unique opening and seeking a unique person to teach with leadership. This is not a spreadsheet position but one of growth to build a retail team.
See Radio Careers
National Radio Services
Arbitron seeking that unique individual to join them as Account Manager to their National Radio Services team in NYC. Key duties: On the national side of the business serving as principal contact with-Networks-Syndicators-Rep Firms. Have the experience and skills in the network or rep business then join the Arbitron team where 'People make the difference.'
See Radio Careers
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