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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-1004
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): April 30, 1998
Commission file number 1-977
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CBS CORPORATION
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(Exact name of registrant as
specified in its charter)
PENNSYLVANIA 25-0877540
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(State or other jurisdiction (I.R.S. Employer
of incorporation) Identification Number)
51 West 52nd Street, New York, NY 10019
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(Address of principal executive offices; zip code)
(212) 975-4321
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(Registrant's Telephone No., including area code)
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Item 5. Other Events
On April 30, 1998, the Registrant issued a press release concerning earnings for
the quarter ended March 31, 1998. A copy of the press release is attached hereto
as Exhibit 99.1 and is incorporated herein. A copy of the consolidated statement
of income for the first quarter of 1998 and 1997 is attached hereto as Exhibit
99.2 and is incorporated herein in its entirety. A copy of the Segment
information for the first quarter of 1998 and 1997 is attached hereto as Exhibit
99.3 and is incorporated herein in its entirety.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
Exhibit No.
99.1 Press release concerning earnings of the Registrant
for the quarter ended March 31, 1998 is filed as
Exhibit 99.1 to this Report.
99.2 Condensed Consolidated Statement of Income for the
first quarter of 1998 and 1997 is filed as Exhibit
99.2 to this Report.
99.3 Segment Results for the first quarter of 1998 and
1997 is filed as Exhibit 99.3 to this Report.
SIGNATURE
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.
CBS CORPORATION
(Registrant)
By: /s/ CAROL V. SAVAGE
--------------------------
Carol V. Savage
Vice President, Finance
Date: April 30, 1998
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EXHIBIT INDEX
Exhibit No. Description Sequential Page No.
- ----------- ----------- -------------------
99.1 Press Release
99.2 Condensed Consolidated Statement of
Income for the first quarter of 1998
and 1997.
99.3 Segment Results for the first
quarter of 1998 and 1997.
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Exhibit 99.1
[CBS Corporation Logo]
61 WEST 52 STREET NEW YORK, NEW YORK 10019-6188
April 30, 1998
CBS CORPORATION REPORTS FIRST QUARTER RESULTS
EBITDA UP 195% OVER LAST YEAR'S QUARTER
TELEVISION STATION REVENUE UP NEARLY 50%; EBITDA UP 94%
ALL SEGMENTS REPORT REVENUE AND EBITDA IMPROVEMENT
NEW YORK, April 30, 1998 -- CBS Corporation (NYSE:CBS) reported
increases in revenue and earnings across all business segments for the first
quarter of 1998 compared to the first quarter of 1997. Revenues for the Company
increased 47% while earnings before interest, taxes, depreciation and
amortization (EBITDA) increased threefold to $271 million in the first quarter
of 1998 from $92 million in the first quarter of 1997. The Company reported net
income of $19 million or $.03 per share compared to a net loss of $151 million
or a loss of $.28 per share for the 1997 quarter.
Commenting on the Company's performance for the quarter, Mel Karmazin,
CBS President and Chief Operating Officer, said: "We're pleased to see
improvements in all segments. The Company's Station Group had record operating
results with each of the divisions - radio, outdoor and television -
contributing to the results. The Radio Group, including the outdoor division,
significantly outperformed the industry growth and, excluding the benefits from
the Olympics, the Television Stations Group also substantially outperformed the
television industry growth."
Mr. Karmazin added: "We expect to continue to make improvements in
both the television stations as well as the Network. In addition, we look
forward to closing our acquisition of American Radio shortly, which will expand
our Radio Group into additional attractive high growth markets."
The Station Group reported its fifth consecutive quarter of double
digit revenue and EBITDA growth. The Radio Group, which includes TDI, its
outdoor advertising business, reported revenues and EBITDA, on a proforma basis,
up 12% and 26%, respectively. The Television Stations Group's revenues and
EBITDA were up 49% and 94%, respectively, with strong growth across all Owned
and Operated Television stations, particularly in the top six markets.
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(More)
CBS Corporation...2
The Television Network's EBITDA improved to a profit of $52 million
from a loss of $46 million last year on revenue growth of 55%, mainly due to the
Olympic broadcast. The Network results, excluding the impact of sports, improved
over last year's first quarter led by better performance in daytime and news and
lower costs.
On a proforma basis, the Cable Group reported a 14% increase in revenue
and a slight increase in EBITDA from the year-ago quarter. The newly acquired
cable networks, The Nashville Network (TNN) and Country Music Television (CMT),
had double digit revenue and EBITDA growth for the quarter. Improvement from the
cable networks was partially offset by lower results for the network services
business and startup costs for Eye On People, launched in March 1997.
Michael H. Jordan, CBS Chairman and Chief Executive Officer, in
commenting on the quarter said: "The first quarter results clearly demonstrate
the effectiveness of our strategy in building the CBS Corporation portfolio. Our
strong local market franchises - radio, TV stations and outdoor - continue to
outpace the industry and are being further supported by an improving CBS
Television Network and major events. We look forward to the return of the NFL to
CBS which we expect will further enhance our TV station performance."
* * * *
Note: Certain statements in this press release constitute "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995. Such forward-looking statements involve known and unknown risks,
uncertainties and other factors which may cause the actual results, performance
or achievements of the Company to be materially different from any future
results, performance or achievements expressed or implied by such
forward-looking statements. Reference is made to the Company's Annual Report on
From 10-K for the 1997 fiscal year filed with the Securities and Exchange
Commission for additional information concerning such risks and uncertainties.
* * *
Contacts: Jack Bergen (N.Y.) 212/975-3835
Gil Schwartz (N.Y.) 212/975-2121
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Exhibit 99.2
CBS CORPORATION
EARNINGS INFORMATION
FIRST QUARTER
(unaudited)
<TABLE>
<CAPTION>
(in millions except per share data) Three Months Ended
March 31
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1998 1997
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<S> <C> <C>
Sales and operating revenues $ 1,949 $ 1,326
Operating expenses (1,645) (1,240)
Depreciation and amortization (130) (105)
Residual costs of discontinued businesses (38) (35)
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Operating costs and expenses (1,813) (1,380)
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Operating profit (loss) 136 (54)
Other income and expenses, net 5 41
Interest expense (75) (101)
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Income (loss) from Continuing Operations before
income taxes and minority interest 66 (114)
Income tax benefit (expense) (47) 22
Minority interest -- 1
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Income (loss) from Continuing Operations 19 (91)
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Discontinued Operations, net of income taxes:
Loss from Discontinued Operations -- (60)
Estimated gain (loss) on disposal of Discontinued
Operations -- --
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Loss from Discontinued Operations -- (60)
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Net Income (loss) $ 19 ($ 151)
======= =======
Dividend requirements for Series C preferred stock -- 12
Net income (loss) applicable to common stock $ 19 ($ 163)
======= =======
Average shares outstanding - basic 698 589
Average shares outstanding - diluted 718 589
Basic earnings (loss) per common share:
Continuing Operations $ 0.03 ($ 0.18)
Discontinued Operations $ 0.00 ($ 0.10)
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Basic earnings (loss) per common share $ 0.03 ($ 0.28)
======= =======
Diluted earnings (loss) per common share:
Continuing Operations $ 0.03 ($ 0.18)
Discontinued Operations $ 0.00 ($ 0.10)
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Diluted earnings (loss) per common share $ 0.03 ($ 0.28)
======= =======
</TABLE>
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Exhibit 99.3
CBS CORPORATION
SEGMENT INFORMATION
($ in million) (unaudited)
<TABLE>
<CAPTION>
Three Months Ended
March 31
1998 1997 % Change
---- ---- --------
<S> <C> <C> <C>
TV
Sales 263 177 48.6%
Operating Profit (Loss) 118 56 110.7%
Depreciation & Amortization 12 11 9.1%
Capital Expenditures 2 2 --
EBITDA 130 67 94.0%
NETWORK
Sales 1,245 804 54.9%
Operating Profit (Loss) 30 (64) 146.9%
Depreciation & Amortization 17 16 6.3%
Capital Expenditures 5 9 -44.4%
EBITDA 52 (46) 213.0%
RADIO
Sales 330 313 5.4%
Operating Profit (Loss) 69 47 46.8%
Depreciation & Amortization 44 44 --
Capital Expenditures 4 3 33.3%
EBITDA 113 91 24.2%
CABLE
Sales 125 49 155.1%
Operating Profit (Loss) 4 - N/A
Depreciation & Amortization 26 3 766.7%
Capital Expenditures 6 6 -
EBITDA 29 28 3.6%
CORPORATE & OTHER
Sales (14) (17) 17.6%
Operating Profit (Loss) (47) (58) 19.0%
OP (Loss) without Special Items (47) (58) 19.0%
Depreciation & Amortization 31 31 -
Capital Expenditures 1 1 -
EBITDA (15) (13) -15.4%
RESIDUAL COSTS OF DISCONTINUED
BUSINESSES
Sales - - N/A
Operating Profit (Loss) (38) (35) -8.6%
OP (Loss) without Special Items (38) (35) -8.6%
Depreciation & Amortization - - N/A
Capital Expenditures - - N/A
EBITDA (38) (35) -8.6%
TOTAL CONTINUING OPERATIONS
Sales 1,949 1,326 47.0%
Operating Profit (Loss) 136 (54) 351.9%
OP (Loss) without Special Items 136 (54) 351.9%
Depreciation & Amortization 130 105 23.8%
Capital Expenditures 18 21 -14.3%
EBITDA 271 92 194.6%
</TABLE>
