UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): August 5, 2014

 

 

MEDIACOM BROADBAND LLC

(Exact name of Registrant as specified in its charter)

 

 

 

Delaware		333-72440		06-1615412
(State of incorporation)		(Commission File No.)		(IRS Employer Identification No.)

1 Mediacom Way

Mediacom Park, NY 10918

(Address of principal executive offices)

Registrant’s telephone number: (845) 443-2600

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:

 

¨

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

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Item 2.02. Results of Operations and Financial Condition.

On August 5, 2014, Mediacom Broadband LLC issued a press release announcing its financial results for the three months ended June 30, 2014. A copy of the press release is being furnished as Exhibit 99.1 to this report and incorporated herein by reference.

The press release contains disclosure of operating income before depreciation and amortization (“OIBDA”), cash interest expense and free cash flow, which are not measures of performance calculated in accordance with generally accepted accounting principles (GAAP) in the United States. Reconciliations of OIBDA, cash interest expense and free cash flow to the most directly comparable financial measures calculated and presented in accordance with GAAP are presented on Table 3 of the press release. Disclosure regarding management’s reasons for presenting these non-GAAP measures is set forth on Table 5 of the press release.

Item 9.01. Financial Statements and Exhibits.

 

(d)

Exhibits:

 

Exhibit No.		Description
99.1		Press release issued by Mediacom Broadband LLC on August 5, 2014

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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 hereunto duly authorized.

Dated: August 5, 2014

 

Exhibit 99.1

 

		For Immediate Release

Mediacom Broadband LLC and Mediacom LLC Report

Results for Second Quarter 2014

 

 

Mediacom Park, NY – August 5, 2014 – MEDIACOM BROADBAND LLC AND MEDIACOM LLC, wholly-owned subsidiaries of Mediacom Communications Corporation, today each reported unaudited financial and operating highlights for the three months ended June 30, 2014.

Mediacom Broadband LLC*

 

•

Revenues were $236.8 million, reflecting a 2.9% increase from the prior year period

 

•

Operating income before depreciation and amortization (“OIBDA”) was $92.7 million, reflecting a 5.8% increase from the prior year period

 

•

Free cash flow of $30.9 million, compared to $18.0 million in the prior year period

 

•

Net quarterly decline of 5,000 primary service units (“PSUs”), compared to a net increase of 2,000 PSUs in the prior year period

Mediacom LLC*

 

•

Revenues were $178.8 million, reflecting a 1.9% increase from the prior year period

 

•

Adjusted OIBDA was $71.8 million, reflecting a 0.9% increase from the prior year period

 

•

Free cash flow of $17.2 million, compared to $12.7 million in the prior year period

 

•

Net quarterly decline of 9,000 PSUs, compared to a net increase of 2,000 PSUs in the prior year period

About Mediacom

Mediacom Communications Corporation is the nation’s eighth largest cable television company and one of the leading cable operators focused on serving the smaller cities in the United States, with a significant customer concentration in the Midwestern and Southeastern regions. Mediacom Communications offers a wide array of information, communications and entertainment services and provides innovative broadband solutions through its Mediacom Business division. Mediacom Communications also sells advertising and production services through its OnMedia division. More information about Mediacom Communications is available at www.mediacomcc.com.

 

Contacts:
		Investor Relations		Media Relations
		Jack P. Griffin		Thomas J. Larsen
		Director, Corporate Finance     (845) 443-2654		Group Vice President,       Legal and Public Affairs
				(845) 443-2754

 

*	See Table 5 for information regarding our use of non-GAAP measures and definitions of OIBDA, Adjusted OIBDA and free cash flow.

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TABLE 1*

Mediacom Broadband LLC

Selected Financial and Operating Data

(Dollars in thousands, except per unit data)

(Unaudited)

 

		Three Months Ended June 30,
		2014				2013				YoY% Change
Video		$	113,641			$	115,295				(1.4	%)
High-speed data			66,302				61,837				7.2	%
Phone			16,073				16,715				(3.8	%)
Business services			28,369				24,295				16.8	%
Advertising			12,404				12,039				3.0	%
Total revenues		$	236,789			$	230,181				2.9	%
Service costs			(94,397	)			(92,934	)			1.6	%
SG&A expenses			(45,421	)			(45,684	)			(0.6	%)
Management fees			(4,300	)			(4,000	)			7.5	%
OIBDA (a)		$	92,671			$	87,563				5.8	%
Cash interest expense (a)			(23,242	)			(23,239	)			0.0	%
Capital expenditures (b)			(34,002	)			(41,836	)			(18.7	%)
Dividend to preferred members			(4,500	)			(4,500	)			—
Free cash flow (a)		$	30,927			$	17,988				71.9	%
OIBDA margin (c)			39.1	%			38.0	%
		June 30, 2014				June 30, 2013
Video customers			515,000				549,000
High-speed data (“HSD”) customers			548,000				525,000
Phone customers			212,000				202,000
Primary service units (“PSUs”)			1,275,000				1,276,000
Video customer declines			(9,000	)			(9,000	)
HSD customer increases			2,000				5,000
Phone customer increases			2,000				6,000
Quarterly PSU (declines) increases			(5,000	)			2,000
Customer relationships (d)			708,000				716,000
Average total monthly revenue per:
PSU (e)		$	61.78			$	60.18
Customer relationship (f)		$	111.01			$	107.31
		June 30, 2014				June 30, 2013
Bank credit facility		$	1,348,000			$	1,638,000
5 1⁄2% senior notes due 2021			200,000				—
6 3⁄8% senior notes due 2023			300,000				300,000
Total debt		$	1,848,000			$	1,938,000
Total leverage ratio (g)			4.99x				5.53x
Interest coverage ratio (h)			3.99x				3.77x

 

*	See Tables 3 and 5.

 

Page 2 of 6

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TABLE 2*

Mediacom LLC

Selected Financial and Operating Data

(Dollars in thousands, except per unit data)

(Unaudited)

 

		Three Months Ended June 30,
		2014				2013				YoY% Change
Video		$	87,801			$	89,425				(1.8	%)
High-speed data			54,407				50,962				6.8	%
Phone			14,480				15,121				(4.2	%)
Business services			18,311				16,167				13.3	%
Advertising			3,844				3,919				(1.9	%)
Total revenues		$	178,843			$	175,594				1.9	%
Service costs			(77,391	)			(75,603	)			2.4	%
SG&A expenses			(30,918	)			(30,328	)			1.9	%
Management fees			(3,200	)			(3,000	)			6.7	%
OIBDA (a)		$	67,334			$	66,663				1.0	%
Investment income from affiliate			4,500				4,500				—
Adjusted OIBDA (a)		$	71,834			$	71,163				0.9	%
Cash interest expense (a)			(22,583	)			(22,851	)			(1.2	%)
Capital expenditures (b)			(32,027	)			(35,636	)			(10.1	%)
Free cash flow (a)		$	17,224			$	12,676				35.9	%
Adjusted OIBDA margin (i)			40.2	%			40.5	%
		June 30, 2014				June 30, 2013
Video customers			404,000				434,000
High-speed data (“HSD”) customers			439,000				424,000
Phone customers			179,000				174,000
Primary service units (“PSUs”)			1,022,000				1,032,000
Video customer declines			(9,000	)			(7,000	)
HSD customer increases			1,000				4,000
Phone customer (declines) increases			(1,000	)			5,000
Quarterly PSU (declines) increases			(9,000	)			2,000
Customer relationships (d)			571,000				574,000
Average total monthly revenue per:
PSU (e)		$	58.08			$	56.77
Customer relationship (f)		$	103.86			$	101.97
		June 30, 2014				June 30, 2013
Bank credit facility		$	827,000			$	902,000
9 1⁄8% senior notes due 2019			350,000				350,000
7 1⁄4% senior notes due 2022			250,000				250,000
Total debt		$	1,427,000			$	1,502,000
Total leverage ratio (g)			4.97x				5.28x
Interest coverage ratio (h)			3.18x				3.11x

 

*	See Tables 4 and 5.

 

Page 3 of 6

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TABLE 3

Mediacom Broadband LLC

Reconciliation of Non-GAAP Measures

(Dollars in thousands)

(Unaudited)

 

		Three Months Ended June 30,
		2014				2013
Free cash flow		$	30,927			$	17,988
Capital expenditures			34,002				41,836
Dividend to preferred members			4,500				4,500
Other expense, net			(449	)			(360	)
Changes in assets and liabilities, net			(1,584	)			(6,741	)
Net cash flows provided by operating activities		$	67,396			$	57,223
OIBDA		$	92,671			$	87,563
Depreciation and amortization			(39,678	)			(39,470	)
Operating income		$	52,993			$	48,093
Cash interest expense		$	23,242			$	23,239
Amortization of deferred financing costs			1,471				1,391
Interest expense, net		$	24,713			$	24,630

 

TABLE 4

Mediacom LLC

Reconciliation of Non-GAAP Measures

(Dollars in thousands)

(Unaudited)

 

		Three Months Ended June 30,
		2014				2013
Free cash flow		$	17,224			$	12,676
Capital expenditures			32,027				35,636
Other expense, net			(273	)			(594	)
Changes in assets and liabilities, net			20,295				9,415
Net cash flows provided by operating activities		$	69,273			$	57,133
Adjusted OIBDA		$	71,834			$	71,163
Investment income from affiliate			(4,500	)			(4,500	)
OIBDA		$	67,334			$	66,663
Depreciation and amortization			(28,819	)			(28,842	)
Operating income		$	38,515			$	37,821
Cash interest expense		$	22,583			$	22,851
Amortization of deferred financing costs			1,031				794
Interest expense, net		$	23,614			$	23,645

 

 

Page 4 of 6

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TABLE 5

Use of Non-GAAP Financial Measures

“OIBDA,” “Adjusted OIBDA,” “cash interest expense” and “free cash flow” are not financial measures calculated in accordance with generally accepted accounting principles (“GAAP”) in the United States. We define OIBDA as operating income before depreciation and amortization and Adjusted OIBDA as OIBDA plus investment income from affiliate. We define cash interest expense as interest expense, net, less amortization of deferred financing costs. For Mediacom Broadband LLC, we define free cash flow as OIBDA less capital expenditures, cash interest expense and dividends to preferred members. For Mediacom LLC, we define free cash flow as Adjusted OIBDA less capital expenditures and cash interest expense. OIBDA, Adjusted OIBDA, cash interest expense and free cash flow have inherent limitations as discussed below.

OIBDA and Adjusted OIBDA are some of the primary measures used by management to evaluate our performance and to forecast future results. We believe OIBDA and Adjusted OIBDA are useful for investors because it enables them to assess our performance in a manner similar to the methods used by management, and provides a measure that can be used to analyze value and compare the companies in the cable industry. A limitation of OIBDA and Adjusted OIBDA, however, is that they exclude depreciation and amortization, which represents the periodic costs of certain capitalized tangible and intangible assets used in generating revenues in our business. Management utilizes a separate process to budget, measure and evaluate capital expenditures. OIBDA and Adjusted OIBDA may not be comparable to similarly titled measures used by other companies, which may have different depreciation and amortization policies, and are key components in our covenant calculations, as defined under our debt arrangements.

Free cash flow is used by management to evaluate our ability to repay debt, and to facilitate the growth of our business with internally generated funds. A limitation of free cash flow, however, is that it may be affected by the timing of our capital spending. We believe free cash flow is useful for investors for the same reasons and provides measures that can be used to analyze value and compare companies in the cable industry, although our measure of free cash flow may not be directly comparable to similar measures reported by other companies.

OIBDA, Adjusted OIBDA and free cash flow should not be regarded as alternatives to operating income or net income as indicators of operating performance, or to the statement of cash flows as measures of liquidity, nor should they be considered in isolation or as substitutes for financial measures prepared in accordance with GAAP. We believe that operating income is the most directly comparable GAAP financial measure to OIBDA and Adjusted OIBDA, and that net cash flows provided by operating activities is the most directly comparable GAAP financial measure to free cash flow.

Cash interest expense excludes the amortization of financing costs which were paid upon the financing of the relevant debt. We believe cash interest expense is useful for investors because it enables them to assess our cost of debt for the current period without including the amortization of financing costs that were previously paid. We believe interest expense, net, is the most directly comparable GAAP financial measure to cash interest expense.

For reconciliations of OIBDA, Adjusted OIBDA, cash interest expense and free cash flow to their most directly comparable GAAP financial measures, see Tables 3 and 4.

 

 

Page 5 of 6

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Cautionary Statement Regarding Forward-Looking Statements

In this press release, we state our beliefs of future events and of our future financial performance. These forward-looking statements are not guarantees of future performance or results, and are subject to risks and uncertainties that could cause actual results to differ materially from historical results or those we anticipate as a result of various factors, many of which are beyond our control. Factors that may cause such differences to occur include, but are not limited to: increased levels of competition; greater than anticipated programming and other service costs; our ability to generate sufficient cash flow to meet our debt service obligations; and other risks and uncertainties discussed in the most recent Annual Reports on Form 10-K for each of Mediacom Broadband LLC and Mediacom LLC. We disclaim any obligation to update any forward-looking statements contained herein, except as required by applicable federal securities laws.

NOTES:

 

(a)	See Table 5 for information about our use of Non-GAAP financial measures.

 

(b)

Capital expenditures exclude changes in accrued property, plant and equipment, which represented a cash use of $1.7 million and a cash source of $2.2 million at Mediacom Broadband LLC during the three months ended June 30, 2014 and 2013, respectively, and cash sources of $0.3 and $1.4 million at Mediacom LLC during the three months ended June 30, 2014 and 2013, respectively.

 

(c)	Represents OIBDA as a percentage of total revenues.

 

(d)	Represents the total number of customers that receive at least one level of service, without regard to which service(s) customers purchase.

 

(e)	Represents average total monthly revenues for the quarter divided by average PSUs for such quarter.

 

(f)	Represents average total monthly revenues for the quarter divided by average customer relationships for such quarter.

 

(g)	For Mediacom Broadband LLC, represents total debt at quarter end divided by annualized OIBDA for the quarter. For Mediacom LLC, represents total debt at quarter end divided by annualized Adjusted OIBDA for the quarter.

 

(h)	For Mediacom Broadband LLC, represents OIBDA divided by cash interest expense for the quarter. For Mediacom LLC, represents Adjusted OIBDA divided by cash interest expense for the quarter.

 

(i)	Represents Adjusted OIBDA as a percentage of total revenues.

 

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