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Volume 22, Issue 214, Jim Carnegie, Editor & Publisher

Tuesday Morning November 1st, 2005

Radio News®

Cumulus is radio's new #3
with Susquehanna acquisition
Lew Dickey is a happy man. After 18 months without an acquisition for Cumulus Media, he was yesterday able to announce what is far and away the biggest radio deal of 2005 - - a 1.2 billion bucks acquisition of Susquehanna Radio. Radio stock valuations are still down on Wall Street, but as had been rumored (9/13/05 RBR #179), Lew brought in some big equity funds - - Bain Capital, The Blackstone Group and Thomas Lee Partners - - to create a new partnership, Cumulus Media Partners LLC, which could make an acquisition at a higher multiple than the dismal one being used to price Cumulus' stock. In fact, this deal is structured to be accretive to Cumulus, the public company. And if you count both entities together, Cumulus moves into the #3 spot in radio billings, right behind giants Clear Channel and Infinity. In exchange for a 25% stake in the new partnership, Cumulus will put four radio stations - - two FMs in Houston and two more in Kansas City - - into the new entity. Since those stations account for about 6.4 million in annual revenues, but are still in the formative stage and have negative broadcast cash flow to the tune of 550K, the balance sheet at the public company will improve. Cumulus will be paid four million a year to manage the partnership - - and it will be adding some management to oversee the new markets as a fifth region within the company - - but, more importantly, it has performance incentives which will allow it to increase its stake to 40%. Lew says he hopes to accomplish that in about three years. Even after putting together a 1.2 billion deal, Lew says the new partnership has an appetite for more acquisitions to fill out its clusters. "We definitely will. We're going to be looking at it on a case-by-case basis. These assets don't come available every day. There aren't four FMs for sale in San Franciscon right now that we could just go after, or, as you know, in Atlanta - - what else is for sale here? I think as things become available opportunistically we'll look very hard at them," he told RBR.

RBR observation: The only one that may have a concern is Interep Chairman/CEO Ralph Guild as Cumulus departed earlier this year for Katz and their fold of rep firms owned by Clear Channel and RBR suspects this deal when closed will follow the same trail. As for the analysis on the Comcast buy of this deal see this morning's TVBR.

What's the multiple
on Susquehanna?
We know that the price Cumulus Media Partners is paying for Susquehanna Radio is 1.2 billion. But it's important to note that it is buying STOCK, rather than assets, which could save the Appell family a couple of hundred million when it comes time to give the IRS its share of the sale proceeds. In our view, that means you can add a couple of turns to take the cash flow multiple from the low teens, around 13 times, to effectively in the mid teens, around 15. That also puts the effective price closer to RBR/TVBR's projection that the price tag should be 1.5 billion or more. Any way you look at it, the multiple is still a historically low level for these markets, as Lew happily noted in his conference call. Later he told us: "These are terrific assets, as you know. Who the heck ever thought I could get into San Francisco and Dallas and Atlanta, Houston for those kind of numbers? I've had guys pitch to me fill-ins in Kalamazoo for higher multiples than that. It's worked out very well."

RBR observation: Lew doesn't necessarily agree with our assessment of what the true multiple is. From the Cumulus point of view, he doesn't see that Wall Street investors factor in tax considerations, so there's no penalty for acquiring the Susquehanna stations with their low tax base. "Cumulus is just the opposite. We have a terrific tax base in our company and we don't get credit for it," he told RBR/TVBR. Rather, he said, Cumulus, which won't be a tax payer for about seven more years because of it NOL (net operating loss) carry-overs, is valued by the same metrics as radio companies which are taxpayers, such as Cox Radio and Entercom. But while Lew and his new partners see this price tag as a very low multiple, the tax savings are real to the members of the Pfaltzgraff and Appell families who'll be banking the proceeds. Even at that mid-teens multiple we infer, this is still a very low price tag for top assets in some of the country's most desirable big markets. If the market remains this soft, we have to wonder why in the world Disney CEO Bob Iger is even toying with the idea of selling ABC Radio.

Buyers rise on Susquehanna deals
Stock prices rose yesterday for both Cumulus Media and Comcast after they announced deals to buy the two pieces of Susquehanna Media, as first reported in our RBR/TVBR bulletin early Monday morning. Cumulus and some big equity funds are creating Cumulus Media Partners to pay 1.2 billion for the radio group and Comcast will pay 440-540 million for the 70% of SusCom that it doesn't already own, making the total value of the cable company around 775 million. Bear Sterns analyst Victor Miller called the radio multiple "reasonable" and said it could approach 12-12.5 times in the first year if Cumulus can extract 5-10 million bucks worth of synergies. He noted that the deal also unlocks value for the move-ins that Cumulus had created in Houston and Kansas City, suggesting that the partnership appears to value the four FMs at around 150 million. Harris Nesbitt analyst Lee Westerfield noted that the deal was accretive for Cumulus shareholders and said it is strategic in improving the company's position in larger markets. On the Comcast side, Goldman Sachs analyst Lale Topcuoglu said that while the purchase multiple of 12.8 times for the cable systems is above Comcast's current Wall Street valuation of 8.7 times estimated 2005 EBITDA, he said that could be brought down under 10 times inside 12 months.

Alito probably will ignite air war
It appears that the nomination of Samuel Alito to the Supreme Court may well ignite the watchdog air war that's long been expected, but didn't really materialize during the successful nomination of John Roberts and the ill-fated nomination of Harriet Miers. Just for starters, the government-oriented PR wires are lighting up with comments from both sides, with seemingly no middle ground between the relieved and the aggrieved. One group, Grassfire.org, says it had radio ads out within an hour of the announcement in Alito's support. Look for Progress for America to be a prominent spender as well - - it spend during the Roberts process and was one of the few to go to the airwaves during Meirs' truncated run. National Pro-Life Action Center (NPLAC) is certainly expecting a blitz in opposition. It urged senators to "...ignore the demands of the pro-abortion money machine, which dictates their policies, when considering this nomination and instead base their vote on Judge Alito's qualifications as a jurist," and added a note for journalists, concluding, "...we wish to implore the members of the 'mainstream media' - - who were all too happy to utilize the statements of pro-life conservatives in their coverage of Harriet Miers - - to maintain the same level of interest and respect for those opinions as we now navigate this confirmation process." Many organizations and individuals have made statements in opposition, but only one - - MoveOn.org said it was organizing a protest. In its case, it's organizing its 3.3M members to oppose, but made no mention, yet anyway, of any media-buying plans.

September revenues up 2%
Still nothing to write home about, but the Radio Advertising Bureau (RAB) reports that radio revenues were up 2% in September, with national strongest, up 4%, and local gaining 1%. That brought Q3 in at a 1% gain overall, with national flat and local up 1%. Year-to-date, revenues were up 1% across the board. In addition to national turning up in September, then RAB noted that non-spot revenues were up 4% in the month.

Martin pulls off telecom compromise
FCC Chairman Kevin Martin was able to drag an evenly-split FCC his way, getting approval for the merger of SBC Communications with AT&T and Verizon with MCI. Martin and the merging entities agreed to impose a number of conditions to placate the two 8th Floor Democrats. Martin believes that the mergers would make the combined companies more competitive internationally, as well as help make them a more effective competitor to the cable/satellite MVPD businesses, even as those businesses compete in the phone arena via VoIP. The Dems were worried that there would be even less competition in an already-highly consolidated business. The Dems reluctantly are going along for the ride, armed with riders imposing certain reporting requirements on the merged companies and preventing price increases for various services, in many cases for the next 30 months.

RBR observation: This was the issue which caused the off again, off again, off again Friday meeting to stay behind closed doors over the weekend, and knocked EAS and SHVERA items completely off the agenda when the meeting finally went public. The story for broadcasters (beyond the effects they will be living with as private citizen telecom users), is that Martin was able to get a particularly thorny issue through a 2-2 Commission. The question for 2006 is: Can he do the same when broadcast ownership regulation is back on the agenda? The answer: Who knows? The opposition - - Michael Copps and Jonathan Adelstein - - seems far more entrenched in their position there, especially with their track record of going on the road to here citizen gripes on the topic. But you'd think that by 2006, it won't matter. Someday, somehow, the White House is going to have to get around to filling that fifth and final empty 8th Floor seat with a Republican, giving Martin his first decisive vote to work with.

Adbiz©

Wal-Mart launches holiday campaign
Wal-Mart Stores is debuting its holiday campaign today, the earliest launch in the uber-retailer's history. Circuit City and Best Buy beware: the focus is on consumer electronics, hyping a wider array of products and stocking more high-end items, like high-definition and flat panel TVs. "When someone hears that, and everyone is nervous ... it pressures whoever is in the way," said David Ricci, a portfolio manager for William Blair & Co. told Reuters. "Right now, it's like 'Oh my God, this has to be bad news for Best Buy and Circuit City' and so their stocks are down."

Westwood One to rep POP Radio's inventory
Another example of traditional radio branching into new media: Westwood One and POP Radio (Point of Purchase Radio) announced an agreement by which Westwood will exclusively represent all POP Radio inventory, effective 1/106. In addition, Westwood One has also acquired an ownership interest as a Limited Partner in POP Radio, LP. POP Radio is broadcast in over 6,000 food and drug stores across America. "We are eager to bring Westwood One's expertise in custom programming and advertising sales to POP Radio," said Gary Seem, President & CEO of POP Radio. "Our new relationship will bring incredible opportunities to both our advertisers and retail partners." "This is a very exciting agreement with POP Radio," said Peter Kosann, Co-COO of Westwood One. "Reaching consumers closest to point of purchase is crucial for advertisers. Through POP Radio, we can now offer our advertisers a highly targeted audience and an unparalleled presence when it matters most." Dick Foreman of Richard A. Foreman Associates brokered the deal.

Media Business Report

Religious groups push moral must-carry angle
An 18-organization strong coalition of religious and other organizations has fired off a letter to House Republican leadership urging adoption of a multicast must-carry mandate for cable operators as part of the digital TV transition, something not included in the bill read out of committee last week. They argue that if their family-oriented programming is boxed out, it'll mean more space for "profanity, sex and violence..." The letter went to House Speaker Dennis Hastert (D-IL), Acting Majority Leader Roy Blunt (R-MO) and Energy and Commerce Committee Chairman Joe Barton (R-TX)."Without such legislation, religious broadcasters will be denied the opportunity to provide more family-friendly and community-oriented programming to the public. Even though digital technology will allow a much larger programming capacity, the cable industry wants to deny religious broadcasters access to multiple streams of broadcasting that will soon be available." They predict in the absence of multicast must carry the continuation of the "headlong race to the bottom." Frank Wright, President/CEO of National Religious Broadcasters headed the list of letter writers.

Media Markets & MoneyTM

No spin-offs from
Cumulus-Susquehanna
If the 1.2 billion dollar deal to acquire the Susquehanna Radio group were to close today, Cumulus would have to divest an FM radio station in Kansas City. But the deal is not closing today - - rather, Lew expects it to close in Q2 of 2006. While BIA's database today shows 44 stations in the KC Arbitron market, Lew notes that there are a couple of CPs already approved for new stations and he expects that at least one of them will be on the air by closing - - bringing the market to the magic number of 45 and allowing Cumulus to have five FMs (plus an AM). The worst case scenario, he says, is that one station would have to be temporarily put in trusteeship until that 45th station signs on.

Davidson doubles in Durham
The city of Durham NC is known as the second half of Arbitron market name Raleigh-Durham. According to broker John Pierce, Davidson Media Group is picking up WSRC-AM there from Willis Broadcasting for 1.2M. It will form a Durham-Durham AM-AM duopoly with WTIK-AM, which Davidson picked up over a year ago from the Baker family, for about the same price - - 1.1M in that case. A second Baker station, WFTK-AM, was subsequently sent over to Truth Broadcasting in a cash/swap deal involving stations in Greensboro-Winston Salem.

Washington Beat

Congress continues poor...and incumbent
One of the most difficult feats to pull of in 21st Century America is defeating a member of Congress, particularly in the House of Representatives, where the seats of incumbents have been fortified by a high-tech arsenal of gerrymandering techniques. But if you look at the national polls, you'd have to wonder how anybody holds a seat. In the latest AP-Ipsos poll on American attitudes toward the honesty and ethics of federal legislators, only a third think they are honest or effective. A scant 2% rated congressional ethics and honesty very good, with 30% saying it was somewhat good - - a total of 32%. Compared to that, 29% said ethics and honesty were somewhat poor, and 16% said very poor, putting 45% in the poor camp. 29% said it was neither good nor poor, and 2% had no opinion. Asked how Congress is handling its job, 35% approve, and 61% disapprove, with the remainder unsure or of two minds.

RBR observation: Yeah, yeah. Two in three Americans hate Congress, but their own guy/gal ain't so bad. All we know, watching from a broadcaster's perspective, is the amazing fact that our elected representatives are frequently called upon to enact legislation with far-reaching effects on our business, despite the fact that most of them have only the most rudimentary grasp of its day-to-day challenges and realities. But hey, it beats communism!

Programming

Kantor on Radio One/Reach Media's minority Talk net
Filling a major void in network Talk radio, Radio One and Reach Media (in which Radio One owns a controlling interest) will launch a minority talk network in January. The plan was unveiled 10/28 by Radio One CEO Alfred Liggins during an interview at his WILD-AM Boston. Indeed, Radio One's roots are in minority/African-American Talk, via their first station, WOL-AM DC. The new, yet unnamed network will launch 10AM-7PM Monday-Friday on as many as 10 of Radio One's stations, including WILD and AMs in Baltimore, Detroit, Miami, Cleveland and DC. Programming will also be offered to non-Radio One affiliates.
| Read More... |

Ratings & Research

Advisory Council to advise
on satellite/Internet instructions
The Arbitron Radio Advisory Council meets today through Thursday. On tap is one potentially controversial issue. Arbitron is seeking input from the Council on adding wording to the radio diary instructions to tell people that they can include listening to satellite and Internet radio. RBR has already heard from one broadcaster (not a Council member) who calls that "leading the witness." He also thinks it might help Arbitron pick up new clients at Sirius and XM, but does nothing to benefit the broadcasters who now provide Arbitron's revenues. "Nothing will happen until after we talk to the Advisory Council," Arbitron VP Thom Mocarsky assured RBR. Also likely to get some discussion is how the events of this week will again change the newly restructured Council membership. Under rules adopted for the most recent election, the top five radio groups in terms of billing get an automatic seat, but their representatives can't run for any other seat. Now it looks like Cumulus is joining that top five, bumping ABC Radio - - but not until the fall of 2006.

RBR Stats

Holiday Shopping facts from the DMA
According to the Direct Marketing Association (DMA), Americans plan to spend $299 billion on holiday gifts this year. With the holiday shopping season underway, Americans are flocking to catalogs, the web, and stores to find items on their holiday gift lists. DMA provides the following statistics about how much people are spending, what they are buying, and how they will do their shopping this season.
| Read More... |

Transactions

2.05M KLRM-FM Bakersfield (San Luis Obispo to Lost Hills CA) from GTM San Luis Obispo LLC to AGM California, a subsidiary of American General Media Corp. (Anthony S. Brandon, L. Rogers Brandon). Promissory note. Station is moving out of San Luis Obispo market and into Bakersfeld via Report & Order for new city of license Lost Hills CA. Superduopoly with KERN-AM, KGEO-AM, KERI-AM, KISV-FM, KKXX-FM & KGFM-FM. AGM has pending deal to sell KBID-AM. [File date 10/4/05.]

150K AM CP Charlottesville VA from Anderson Communications LLC (Charles M. Anderson) to Saga Communications of Charlottesville LLC, a subsidiary of Saga Communications Inc. (Edward K. Christian). Cash. Duopoly with WINA-AM, WWWV-FM, WQMZ-FM. CP is for Class C on 1450 kHz with 1 kw-U, ND. [File date 10/3/05.]

Stock Talk

Merger news spurs stock buying
Folks in broadcasting may have been more focused on the Susquehanna sales to Cumulus and Comcast, but the M&A action that got the broader market excited was Novartis buying Chiron in the drug sector and Saks Inc. selling its 142 Carson Pirie Scott, Younkers and Herberger's department stores to Bon-Ton Stores. Even so, the market was up only modestly. The Dow Industrials rose 37 points, or 0.4%, to 10,440.

A big 11.2% jump for Cumulus powered the Radio Index up 4.935, or 2.7%, to 191.452. And the enthusiasm spilled over to other radio stocks. Beasley rose 6.4% and Entravision 5.7%.

Radio Stocks

**Here's how stocks fared on Monday**
Company	Symbol	Close		Change	Company	Symbol	Close		Change
Arbitron	ARB		37.41	-0.06	Jeff-Pilot	JP		54.88	+0.83
Beasley	BBGI		14.57	+0.87	Journal Comm.	JRN		14.15	unch
Citadel	CDL		13.78	+0.18	Radio One, Cl. A	ROIA		11.85	+0.37
Clear Channel	CCU		30.42	+0.54	Radio One, Cl. D	ROIAK		11.80	+0.25
Cox Radio	CXR		14.30	+0.22	Regent	RGCI		5.07	+0.03
Cumulus	CMLS		12.16	+1.22	Saga Commun.	SGA		12.59	-0.13
Disney	DIS		24.37	+0.55	Salem Comm.	SALM		18.72	+0.58
Emmis	EMMS		19.57	+0.20	Sirius Sat. Radio	SIRI		6.23	+0.21
Entercom	ETM		28.87	+0.62	Spanish Bcg.	SBSA		6.10	+0.10
Entravision	EVC		8.20	+0.44	Univision	UVN		26.14	+0.57
Fisher	FSCI		48.81	+0.94	Viacom, Cl. A	VIA		31.05	+0.23
Gaylord	GET		39.48	-0.27	Viacom, Cl. B	VIAb		30.97	+0.18
Hearst-Argyle	HTV		23.96	+0.40	Westwood One	WON		18.50	+0.20
Interep	IREP		0.43	-0.01	XM Sat. Radio	XMSR		28.83	+0.69
International Bcg.	IBCS		0.01	unch	-	-	-	-	-

Bounceback

Send Us Your Opinions We want to
hear from you.
This is your column, so send your comments to [email protected]

Radio Media Moves

Jones to
Windy City post
Clear Channel Radio has promoted Earl Jones to Regional Vice President of its Chicago market, filling the post left vacant by the departure of John Gehron (10/24/05 RBR #208). Jones' new assignment covers stations in Chicago, Eau Claire, Madison, and Milwaukee. He was most recently Regional Vice President for the company's Louisville, Kentucky radio cluster.

Jones MediaAmerica taps Ken Alandt
Jones MediaAmerica has named Ken Alandt to the position of Managing Director, Detroit Region. Alandt has more than 25 years of radio experience, having most recently held the position of Midwest Sales Manager at The Wall Street Journal Radio Network. Prior to WSJ, Ken's radio career included sales positions with Katz Media Corporation (KRG Dimensions Syndication), and Landmark Networks.

Stations for Sale

NEast Facilities
Small City 25kw FM, Profitable, Canadian border area, nice facility, good upside @$595K. Top 100 mkt AM daytimer, Low dial position,
low expenses, good pop coverage, stick @$495K
[email protected]
or 781-848-4201

Prime Stations
TX, NM, CA, MI, IN, NC,
VT, ME, TN, FL
For a description of all of our properties for sale go to
www.mediamergers.com
W.B. Grimes & Company,
(301) 253-5016,
Est. 1959- Thousands Sold

Q3 Conference Calls

On deck today...
Viacom - Words from Sumner and Moonves on Stern or Infinity's moves
Saga Communications - CEO Christian on recent programming cancellations
Liberty Corporation - Lots of movement here

Below the Fold

Media, Markets & Money
No spin-offs from Cumulus-Susquehanna
Expect it to close in Q2 of 2006

Washington Beat
Congress continues poor...
and incumbent
RBR observation: Yeah, yeah. Two in three Americans hate Congress

RBR Stats
Sales Leads - Holiday Shopping facts
Americans plan to spend 299 billion RBR outlines on what

Programming
David Kantor on Radio One
Reach Media's minority Talk net will debut in January - details

Transactions
Got a few, 2.05M KLRM-FM Bakersfield

More News Headlines

Hurricane delayed hurricane relief concert on again
Clear Channel's WYNK-FM Baton rouge and WNOW-FM New Orleans had planned a Storm-Aid Hurricane Relief Concert to help victims of Hurricane Katrina. But then Hurricane Rita blew in and spoiled those plans. Now the two Country stations have rescheduled the fund-raising concert for next Sunday (11/6) at the Texas Club in Baton rouge. Lonestar will be the headliner.

Sirius expands deal
with DaimlerChrysler
Sirius Satellite and DaimlerChrysler announced they've extended their exclusive relationship through 9/1/12. The agreement includes all Chrysler Group and Mercedes-Benz vehicles as well as Freightliner Trucks. For model year 2006 over 750,000 subscribers are expected to be generated from the Chrysler Group alone, with volumes estimated to increase significantly in the future.

RBR Radar 2005

Radio News you won't read any where else. RBR--First, Accurate, and Independently Owned.

Is Clear Channel a "buy"?
After digesting last week's Q3 numbers and the company's outlook Wall Street analysts are divided on whether now is a good time to buy Clear Channel Communications stock. Declaring that "Less Down is Good," RBR observation: Analysts seemed to welcome assurances from Clear Channel Radio CEO John Hogan that local managers have "almost complete autonomy" over the mix of various length spots to meet their Less is More targets. RBR/TVBR soon heard from several of those managers who apparently never received that memo. Rather, they say, they are on a tight leash from San Antonio headquarters and closely monitored weekly. They tell us that if they aren't right in line with the national LIM limits, there is hell to pay.
10/31/05 RBR #213

VNU sale Or get some Street Smarts
Bets on whether of not VNU (home of AC Nielsen and LPM) will carry through its 7 billion bucks deal to acquire IMS Health the smart money is on the deal being dropped even though it cleared US antitrust review. The unpopular move by VNU management has motivated the big investors to demand change at the company, so pressure is on - either buy back stock, sell off assets or sell the entire company to the highest bidder. RBR observation: In either an asset sale or breakup scenario, it appears the piece of VNU most likely to be in play is its Business Information division includes names as Adweek, Billboard, and The Hollywood Reporter. Big investors don't see the division as a major growth vehicle and would be happy to see it sold off.
Publisher observation: Big investors do not see it because they only see the color of money and do not plan a business model that brings synergy to a gorilla size companies. It takes street smarts to fix and improve valuable brands not a calculator. If you did not improve in '02 for '05 then any company has only one last chance to do so for the balance of the decade but it must be done now, today. Or yep, VNU investors your best bet is to find the Greater Fool to buy but I say good luck because you will need it.
10/27/05 RBR #211

Financial Challenges for Infinity
RBR observation: The 100 million in annual advertising that Infinity's stations book for Stern's show may not even tell the whole story. Some of those stations are so dependent on Stern that a considerable amount of their ad sales for other dayparts come from package deals that advertisers have to take to get their spots on the sold-out morning show. At least now sales staffs at those 27 stations know what it is they're supposed to be selling for January (and some even sooner). In today's environment no company has 12 to 24 months to turn around as the street demands faster results. 2006 will be the year of change and probably lots of heads rolling at the top down.
10/26/05 RBR #210

XM widens Q3 deficit
A wider loss in Q3 despite more than doubling revenue on subscriber growth. With the Christmas gift-giving season approaching, XM says it plans a comprehensive media campaign in Q4. RBR observation: Just like the new iPod satellite will be a big advertiser for Christmas and deals you will not believe as Christmas is the season to be greedy. Financial details in.
10/28/05 RBR #212

Barrett to Iger:
We're in this together
Says Disney's ABC was pretty smart to sign up first with Apple to provide programming for its new video iPods, but he has a bone to pick and feels the affiliates should be participants in that business. Barrett's beef - Affiliates are the ones who are airing the shows in 75% of the country that ABC does not own [the local stations] and doing the marketing and promotion.
Publisher observation: Barrett has a point but the word is business and ABC and iPod are doing business to move ABC content in a faster line on how the consumer if they want it get it and will to pay for it. IT will be in demand from now until IT freezes over so get used to IT. Financial details view.
10/28/05 TVBR #212

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