iHeartMedia 2000 Annual Report Download - page 64

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(In thousands, except per share data)
Pro Forma (Unaudited)
Year Ended December 31,
2000 1999
Net revenue $ 7,997,849 $ 6,615,391
Net loss $ (711,133) $ (502,044)
Net loss per common share:
Basic and Diluted $ (1.22) $ (.86)
The pro forma information above is presented in response to applicable accounting rules relating to
business acquisitions and is not necessarily indicative of the actual results that would have been achieved
had these acquisitions occurred at the beginning of 1999, nor is it indicative of future results of
operations. The Company made other acquisitions during 2000, the effects of which, individually and in
aggregate, were not material to the Company’ s consolidated financial position or results of operations.
1999 Acquisitions:
Dame Media
On July 1, 1999, the Company closed its merger with Dame Media, Inc. (“Dame Media”). Pursuant to
the terms of the agreement, the Company exchanged approximately 1.0 million shares of its common
stock for 100% of the outstanding stock of Dame Media, valuing this merger at approximately $65.0
million. In addition the Company assumed $32.7 million of long term debt, which was immediately
refinanced utilizing the Company’ s credit facility. Dame Media’ s operations include 21 radio stations in
five markets located in New York and Pennsylvania. The Company began consolidating the results of
operations on July 1, 1999.
Dauphin
On June 11, 1999, the Company acquired a 50.5% equity interest in Dauphin OTA, (“Dauphin”) a French
company engaged in outdoor advertising. In August 1999 the Company completed its tender offer for
over 99% of the remaining shares outstanding. At December 31, 1999, all of the shares had been
surrendered for an aggregate cost of approximately $487.2 million. Dauphin’ s operations include
approximately 103,000 outdoor advertising display faces in France, Spain, Italy, and Belgium. This
acquisition is being accounted for as a purchase with resulting goodwill of approximately $449.7 million,
which is being amortized over 25 years on a straight-line basis. The Company began consolidating the
results of operations on the date of acquisition.
Jacor
On May 4, 1999, the Company closed its merger with Jacor Communications, Inc. (“Jacor”). Pursuant to
the terms of the agreement, each share of Jacor common stock was exchanged for 1.1573151 shares of the
Company’ s common stock or approximately 60.9 million shares valued at $4.2 billion. In addition, the
Company assumed approximately $1.4 billion of Jacor’ s long-term debt, as well as Jacor’ s Liquid Yield
Option Notes with a fair value of approximately $490.1 million, which are convertible into approximately
7.1 million shares of the Company’ s common stock. The Company also assumed options, stock
appreciation rights and common stock warrants with a fair value of $414.9 million, which are convertible
into approximately 9.2 million shares of the Company’ s common stock. The Company refinanced $850.0
million of Jacor’ s long-term debt at the closing of the merger using the Company’ s credit facility. Subject
to a change in control tender, the Company redeemed an additional $22.1 million of Jacor’ s long-term