iHeartMedia 2004 Annual Report Download - page 94

NOTE P – SUBSEQUENT EVENTS
On February 16, 2005, the Company’s Board of Directors declared a quarterly cash dividend of $0.125 per share on the Company’s Common
Stock. The dividend is payable on April 15, 2005 to shareholders of record at the close of business on March 31, 2005.
From January 1, 2005 through February 28, 2005, 7.2 million shares had been repurchased for an aggregate purchase price of $236.8 million,
including commission and fees. On February 1, 2005, the Company’s Board of Directors authorized a third share repurchase program of up to
$1.0 billion effective immediately. This third share repurchase program will be conducted over the next 12 months. At August 4, 2004 and
February 4, 2005, the Company had completed the first and second $1.0 billion share repurchase programs authorized by the Board of
Directors on March 30, 2004 and July 21, 2004, respectively. At February 28, 2005, and there was $921.7 million remaining available for
repurchase through this third repurchase program.
ITEM 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
Not Applicable
ITEM 9A. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
We have established disclosure controls and procedures to ensure that material information relating to Clear Channel Communications, Inc.
(the “Company”) including its consolidated subsidiaries, is made known to the officers who certify the Company’s financial reports and to
other members of senior management and the Board of Directors.
Based on their evaluation as of December 31, 2004, the Chief Executive Officer and Chief Financial Officer of the Company have concluded
that the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of
1934) are effective to ensure that the information required to be disclosed by the Company in the reports that it files or submits under the
Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms.
Management’s Report on Internal Control Over Financial Reporting
The management of Clear Channel Communications Inc. (the “Company”) is responsible for establishing and maintaining adequate internal
control over financial reporting. The Company’s internal control over financial reporting is a process designed under the supervision of the
Company’s Chief Executive Officer and Chief Financial Officer to provide reasonable assurance regarding the reliability of financial reporting
and preparation of the Company’s financial statements for external purposes in accordance with generally accepted accounting principles.
As of December 31, 2004, management assessed the effectiveness of the Company’s internal control over financial reporting based on the
criteria for effective internal control over financial reporting established in Internal Control – Integrated Framework issued by the Committee
of Sponsoring Organizations of the Treadway Commission. Based on the assessment, management determined that the Company maintained
effective internal control over financial reporting as of December 31, 2004, based on those criteria.
Ernst & Young LLP, the independent registered public accounting firm that audited the consolidated financial statements of the Company
included in this Annual Report on Form 10-K, has issued an attestation report on management’s assessment of the effectiveness of the
Company’s internal control over financial reporting as of December 31, 2004. The report, which expresses unqualified opinions on
management’s assessment and on the effectiveness of the Company’s internal control over financial reporting as of December 31, 2004, is
included in this Item under the heading “Report of Independent Registered Public Accounting Firm. ”
Subsequent to our evaluation, there were no significant changes in internal controls or other factors that could significantly affect these internal
controls.
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