Welcome to the second quarter 2009 Earnings Call. All lines have been placed on mute to prevent any background noise. After the speakers' remarks, there will be a question-and-answer session. (Operator Instructions) I will now turn the conference over to Ms. Pat Armstrong, Senior Vice President of Investor Relations. Please go ahead, ma'am.
Thank you. Good morning, and welcome to Cablevision's second quarter 2009 earnings conference call. Joining us this morning are members of the Cablevision executive team, including Jim Dolan, President and CEO; Hank Ratner, Vice Chairman; Tom Rutledge, Chief Operating Officer; Mike Huseby, Chief Financial Officer; Josh Sapan, President and CEO of Rainbow Media; John Bickham, President of Cable and Communications; and Gregg Siebert, Executive Vice President.
Following a discussion of the company's second quarter 2009 results, we will open the call for questions. If you don't have a copy of today's earnings release, it is available on our website at cablevision.com. Please take note of the following. Today's discussion may contain statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that any such forward-looking statements are not guarantees of future performance or results and involve risks and uncertainties that could cause actual results to differ.
Please refer to the company's filings with the Securities and Exchange Commission for a discussion of risks and uncertainties. The company disclaims any obligation to update the forward-looking statements that may be discussed during this call. Let me point out that on page five of today's earnings release, we provide consolidated operations data and a reconciliation of adjusted operating cash flow, or AOCF, to operating income.
I would now like to introduce Jim Dolan, President and CEO of Cablevision.
Thank you, Pat, and good morning. For the second quarter, Cablevision's consolidated revenue increased 10% to $1.9 billion, while AOCF grew 7% to $636 million. These operating results were fueled by solid revenue growth in both our Cable and Rainbow Media businesses, plus the addition of Sundance and Newsday.
For the six months ended June 30th, total company free cash flow was $403 million, a 24% increase over the prior year period. In this economic environment, I think we are fortunate to be able to deliver this kind of growth and believe it is due in large part to our continued focus on improving results and enhancing our potential for future growth. These efforts are being recognized by others. For instance, Rainbow recently received Emmy nominations for its original programming, while at Cable, we are recognized in the industry for our outstanding small and medium business customer satisfaction.
Moving onto other matters. Our Board of Directors has approved a 10% share dividend payable on September 1st and last quarter, we announced that Cablevision's board had authorized management to explore the possibility of spinning off the Madison Square Garden business to shareholders. Since then, we have concluded that a tax-free spin-off would provide greater flexibility for both Cablevision and the new MSG and would allow investors to more clearly evaluate each of the separate companies' unique assets and future potential.
In short, we believe that this transaction would increase shareholder value. We plan to move forward expeditiously with pursuing the spin-off and are aiming to complete this transaction by yearend, assuming all closing conditions are met. Once the spin-off is complete, I will become the Chairman of the new public Madison Square Garden and will continue as President and CEO of Cablevision.
Hank Ratner will become President and CEO of the new MSG and will continue in his role as Cablevision's Vice Chairman. In a few minutes, both Hank and Gregg will provide additional details on the spin-off. Before I hand things off to Tom, I would like to reiterate what we said in May. Cablevision is not considering the sale of MSG, any of MSG's business or other Cablevision businesses at this time.
I would now like to turn the call over to our Chief Operating Officer, Tom Rutledge.
Thank you, Jim, and good morning. The Cable Television Company generated revenue growth of 5% and AOCF growth of 6% in the second quarter of 2009 when compared to last year's second quarter. The company gained 103,000 RGUs in the quarter and average monthly revenue per subscriber for the quarter is nearly $140 per customer.
Currently at $139.69, this represents a sequential increase in (technical difficulty) expense for the quarter and year-over-year increases in RPS of $7.40, or 5.6%. Basic subscribers declined by 8700 in the second quarter. Our digital customer base, however, increased by 56,000 and penetration 94%.
During the quarter, we eliminated the duplicate analog feeds of 14 channels and this helped to fuel some of the digital subscriber growth. We now offer over 100 HD channels, 45 channels of analog service which is 45 more than any of our competitors. We gained 18,000 high-speed data customers in the quarter and we added 38,000 voice customers. Almost 80% of our high-speed data customers subscribe to our voice service, a testament to the success of our bundling initiatives over the last few years.
Demand for our high-definition service continues to rise, with an increase of 104,000 HD customers in the second quarter. Cablevision now has just under 1.7 million HD customers, up 34% in the last year. High-definition television has reached 54% penetration of all of our customers.
Shifting to our small and medium businesses services, we continue to be pleased with our results. Growth remains steady, with churn lower than the consumer segment and very attractive margins. J.D. Power and Associates has just honored Optimum business twice for getting the top ranking in customer satisfaction for both voice and data for small and medium sized businesses.
We now offer up to 24 lines of voice service in the small business segment. We've expanded this serviceable business footprint to approximately 685,000 businesses. We now have over 300,000 business lines in service and we are moving up market, where the businesses are bigger and have more lines in use. We see no evidence of landline substitution in this segment, so our relative market share opportunity is greater than in residential. We are now the majority voice provider in the residential wireline marketplace, having displaced the legacy Bell System providers. We see no reason why we won't achieve the same success in the business marketplace.
Our business data services reached 23% penetration. More than 35% of our business customers take Boost, a higher-speed data product offering 30 megabits of service. As we move up market, we hope to sell Ultra, our 101 megabit service, which is the fastest residential and small business service available in America. Because almost all businesses have a data service, our relative market share opportunity is greater than in residential, where we have over 75% market share.
Our WiFi network buildout has progressed well and we've now extended the network into New York's Rockland and Orange Counties. Our Optimum Online customers have accessed the Internet more than 3 million times since inception, the number of cumulative sessions up by 50% in the last 45 days.
Cable capital spending totaled $155 million for the second quarter and was 11.9% as a percentage of revenue in the quarter compared with our 2008 full-year spending ratio of 14.3%. In Optimum Lightpath, Ethernet revenue grew by 41% over the prior year's second quarter. Selling into new buildings is important to us because it gives us future potential for new sales in a fairly efficient manner.
Optimum Lightpath now has roughly 3500 buildings on net, an increase of 22% over the prior year.
I would now like to turn the call over to Josh Sapan, who will discuss Rainbow's results.
Thank you, Tom. For the second quarter revenue at our national programming networks, AMC, IFC and WE tv, increased 7% to $199 million and AOCF for the quarter was $96 million an increase of 5% as compared to the prior year period. The quarterly increase in revenue included 10% increase in affiliate revenue and a 2% increase in ad revenue compared to the prior year period. This moderate advertising revenue increase was accomplished in what is widely considered to be a challenging market due to the economy. The AOCF increase was driven largely by this higher revenue, partly offset by higher programming expenses in the quarter.
For the second year in a row, AMC received more primetime Emmy nominations than any other basic cable channel. Our series Mad Men, Breaking Bad and Storytellers combined for a total of 23 nominations. The series Breaking Bad, just completed a successful second season in which ratings were up over 10% compared to season one and we are looking forward to Mad Men's season three premiere in the next few weeks.
WE tv's season to date total household ratings are up 14%, substantially on the strength of that channel's original programming. We are pleased with these results for the quarter. We do expect that programming expenses will rise during the year, as we premiere returning series such as Mad Men and the new original programming, such as the miniseries The Prisoner, later this year.
Turning now to Rainbow's other programming businesses, which primarily include the Sundance Channel, News 12 and IFC Entertainment. For the group, overall second quarter net revenue growth was essentially flat compared with last year's second quarter and the AOCF deficit declined from $19 million to $7 million. These results were principally impacted by the inclusion of the Sundance Channel for the full quarter in 2009 versus a small portion of the quarter in 2008.
Additionally, the net revenue results were negatively impacted and the AOCF results were positively impacted by the shutdown of the domestic VOOM business earlier this year.
I'd now like to turn it over to Hank Ratner, who will discuss Madison Square Garden.
Thank you, Josh. Before reviewing current results, I would like to touch on the proposed spin-off of Madison Square Garden. As a relatively small portion of Cablevision's consolidated results, we believe that it has been difficult for investors to fully appreciate the strengths and strategies of MSG. As a separate public company, we would have the opportunity to showcase MSG's unique value, which includes assets that will continue to work together strategically to drive the company's overall business.
The proposed spin-off will highlight MSG's three major businesses. MSG Media, which is made up of a strong mix of media properties, including our networks, MSG, MSG Plus and Fuse, that contribute stable revenue and AOCF. MSG Entertainment, which includes productions such as the Radio City Christmas Spectacular featuring the Rockettes, as well as concerts, family shows and special events and MSG sports, which is comprised of our professional sports teams, including the Knicks, Rangers and Liberty franchises, as well as a wide variety of live sporting events.
Also included in our portfolio of venues are Madison Square Garden Arena, the Theater at Madison Square Garden, Radio City Music Hall, the Beacon Theatre, the Chicago Theatre and the Wang Theatre in Boston. Our plans to renovate the Garden continue to progress and we are confident that a renovated Garden will have numerous benefits, not the least of which will be dramatically improved experiences for all patrons throughout the venue.
We are currently working with our construction team to finalize the project's plan, its timetable and overall costs. While we currently believe the overall cost of the project will be materially higher than the original estimate of $500 million, we expect that these costs will be funded from Madison Square Garden's existing liquidity and operating cash flows. To the extent we determine that MSG would benefit from additional capital, we intend to do that against the existing assets of MSG.
In terms of current results, MSG's second quarter revenue of $207 million was down 1% when compared with 2008 second quarter. AOCF for the quarter, declined by 56% to $11 million. These results were primarily driven by MSG Media, which generated higher revenue of $9 million, reflecting higher affiliate fees for the quarter. MSG's entertainment revenue was lower than the prior quarter by $9 million, due primarily to fewer concerts and other events.
MSG Sports saw a $3 million decline in revenue for the quarter due in part to lower playoff revenue. Compensation costs were higher by $21 million, due mostly to increased severance in the quarter, as well as the impact of salary increases. These costs were offset by lower legal and professional fees of $9 million and lower advertising and promotional expense of $3 million.
Now I'll turn the call over to Gregg Seibert, who will provide a brief update of the company's overall financial position.
Thank you, Hank, and good morning. Starting with leverage and liquidity, as of June 30th, the company's consolidated leverage ratio was 4.3 times. CSC Holdings' restricted group leverage ratio was 4.2 times. Our consolidated cash position was $407 million and net debt was $10.9 billion. Currently, Rainbow National Services has $1.3 billion of debt and $395 million available on its revolving credit facility. The leverage ratio under its bond indenture as of June 30th was 3.4 times.
In late May, CSC Holdings entered into an agreement to provide for an extension of the maturity date of approximately $1.2 billion of its Term Loan B by three years to 2016. This transaction was consistent with the company's stated desire to lengthen its debt maturity profile and to reduce the volume of maturities in the 2012 to 2013 timeframe.
The steps the company has taken to proactively address our debt maturity profile, including the extension of the Term Loan B facility and contemplating the potential spin-off of MSG, were cited by Moody's as they upgraded CSC Holdings' Senior secured debt to BAA3, investment grade status, and the corporate family ratings and respective debt ratings by one notch, Cablevision, Rainbow National Services and Newsday.
Now, turning to the proposed MSG spin-off, we view the spin-off as being beneficial to long-term shareholder value. While both the Cablevision and MSG businesses are attractive in their own right, their business plans have significantly different free cash flow characteristics over the next several years.
As separate public companies, we would expect that each company would be appreciated for its unique characteristics and would develop its own investor base. We anticipate that the spin-off would be in the form of a tax-free pro rata distribution to all shareholders of Cablevision, with Class A shareholders receiving A shares in Madison Square Garden and Class B shareholders receiving B shares in Madison Square Garden.
We plan to be in a position to file both of a Form 10 with the SEC and an IRS ruling request shortly. Completion of the spin-off is subject to numerous conditions and all required regulatory approvals, including receipt of a ruling from the IRS and final approval of the Cablevision Board of Directors. Assuming that these conditions are met, we would hope to complete this transaction by year end 2009.
More details on the proposed MSG spin-off will follow in the submission of the Form 10, and we encourage you to read it when it is filed. Today, I would like to ask that you focus your questions on our business operations, and let's leave the spin for after the Form 10.
Operator, we'd now like to open the call for questions.
(Operator Instructions). Your first quarter comes from Doug Mitchelson, with Deutsche Bank.
Douglas Mitchelson - Deutsche Bank
If I could just sneak in one MSG question, I wonder what the NOLs are at MSG versus the rest of Cablevision. But I do have a question for Tom. How do you measure the impact of the WiFi buildout? Do you see changes in churn or do customer surveys or just measure usage as a proxy for value?
At this point, we are trying to improve customer satisfaction and the biggest proxy we have for that at the moment is utilization. The notion we have behind the network is to improve the overall value proposition of being a subscriber to Cablevision. We think that if we can get people to use WiFi network, they will realize the inherent value of it and at this point in time, that's our main business objective.
Douglas Mitchelson - Deutsche Bank
The follow-up to that is based on your WiFi experience so far, does building out a wireless voice network become more or less appealing?
I think that a wireless voice network riding on top of a wireless data network is inevitable.
Douglas Mitchelson - Deutsche Bank
Then any chance you are going to answer the NOL question for MSG?
Our consolidated NOL at June 30 is about $2 billion and as Gregg said, the Form 10 we will file shortly will lay out the financial position in more detail at MSG.
Your next question comes from the line of Jessica Reif-Cohen, with Bank of America/Merrill Lynch.
Jessica Reif-Cohen - Bank of America/Merrill Lynch
Two questions, the first is just on the competitive environment. It seems like your market has become much more promotional with cash-back guarantees. Can you just discuss what you are seeing? Is this all Verizon? Are you seeing anything from the satellite guys? Then my second question relates to advertising. I'll ask it after.
Unidentified Company Representative
Cablevision operates in a very competitive environment. We have the largest phone company over-bill, relatively speaking and we have a down economy and you can see the results that we are (technical difficulty) that environment. Promotional offers have been introduced into the market. They've been around for several years.
Our competitors continue to get more aggressive with those. We've used promotional offers for years ourselves. The general situation isn't significantly different or changed. The biggest driver that has changed in the business is the economy and that appears to be somewhat stabilizing.
Jessica Reif-Cohen - Bank of America/Merrill Lynch
Just to switch gears on the advertising question. You were down only 16%, which I think is going to be the best performance of any company in local advertising. Could you just talk about what you see going on in the market? Are you starting to see some sequential improvement? It looks like you are and is there anything in there for interactive advertising?
Unidentified Company Representative
The answer is sequentially our advertising went up 34% quarter-over-quarter. Yes, we are seeing some green shoots. It's hard to say how significant that rate of increase would be. First quarter is difficult anyway, historically. But there is auto advertising coming back into the marketplace again and there is interactivity. We are in the process of rolling out a variety of interactive functionality. We are in market with interactive products.
We've expanded our targeted marketing footprint throughout our service area. We've introduced telescoping, the ability throughout our footprint, the ability to take an advertised viewer, or a viewer watching an advertisement and move that viewer to a webpage like service on the television that allows a transaction to be completed. We are rolling out a commerce application that will allow customers to buy services right off their television and have products shipped to them directly. Those are being rolled out as we speak and they are going to be footprint-wide. We do expect in the latter half of the year to have increased advertising revenues from interactive products.
Your next question comes from Rich Greenfield, with Pali Capital.
Richard Greenfield - Pali Capital
A couple questions, one, when you talk about network DVR, you obviously had a very important ruling this quarter. Obviously you could roll it out to everyone or start rolling it out en masse, but it sounds like you want to talk to the content companies about kind of working with them versus just simply rolling out the product broadly. I was just wondering, if you could give us a sense of how you are thinking about this and given that you've won this ruling, how much more willing they are to come to the table and talk about a product that might be more beneficial to consumers than simply just rolling it out on your own and having to keep individual copies of every single person's programming?
Then secondly, just a question on trends. Tom, you've talked about that up through February, you were doing quite well on basic sub adds; that March was a very tough month. I think you said April was a very tough month. Given that you only lost 9000 subs, should we take that to mean that the second half of the second quarter was actually positive from a basic sub standpoint in terms of trends into Q3? Thanks.
In the last half of your question, I don't know that I want to characterize it. The economy is still difficult and we didn't grow as much in the second quarter this year as we did last year. The biggest factor in that is economic and while we see some signs of stabilization, it is unclear to me what the second half would be. With regard to RSDVR, everything you said is correct.
We want to roll the product out. We're in the process of rolling the product out. We are going to do that in a scalable way for our own purposes and at the same time, we do think that the content providers want to talk to us. We do think that there are opportunities for the content providers working with us and our technology to create new ways of delivering content, new ways of delivering advertising that will work to the benefit of content owners.
We believe in copyrights. We think that digital rights management is our responsibility and then ultimately the value that we create for customers comes from rights structures. We are eager and willing to work with content providers to build products.
Your next question comes from John Hodulik, with UBS.
John Hodulik - UBS
Can you give us a sense for any help you guys might have gotten from the digital transition? Then a follow-up to the wireless question, it looks like Verizon is going to be adding WiFi to a lot of its bundles. Does that, do you think, change the competitive landscape in any way going forward?
Verizon is a me-too kind of product. What we do, they tend to do. I think that as long as we continue to offer the value proposition that we do with the quality of service that we do, that we will be successful. When we did announce WiFi, they described it as a parlor trick, so I'm surprised that they are actually going forward with it.
The digital transition was less impactful than I thought it would be. We did market to it, but a substantial amount of the activity we had was triple-play customer growth, so it was difficult to tell whether that was actually coming out of the true digital transition or whether we were just picking up the kinds of subscribers we normally do through different messaging. It was less than I anticipated.
Your next question comes from James Ratcliffe, with Barclays Capital.
James Ratcliffe - Barclays Capital
Regarding the SMB market, Tom, can you talk about your process for choosing whether or not to build plant for a new customer who's interested in service and how you run that sort of analysis?
We have a fully deployed cable network with a hybrid fiber coax infrastructure and traditionally cable systems were built to serve residential areas. We passed businesses along the way, but didn't even count them as passings. The cable network is fully filled out and while there are some parts of the small business universe that don't have any cable infrastructure in front of them, the vast majority of the business infrastructure that's out there already has our network deployed built in front of it as a result of the residential upgrade.
In places where that isn't true, we do an ROI analysis based on the potential of the penetrations we can gain and what our experience in the marketplace is and then we build network to additional business passings. With regard to Lightpath, which is a separate business, all fiber optic business, which generally serves larger businesses, we build opportunistically based on where the customers are and whether or not we have a rate of return that will justify the capital expenditure.
James Ratcliffe - Barclays Capital
Maybe it's an MSG question, I don't know, but right now, do the published MSG revenue and EBITDA figures we see in the Cablevision consolidated numbers, do those include arm's-length terms for the network carriage on the CVC Cable plant? Or is that a Form 10 question?
That's a Form 10 question.
Your next question comes from Ben Swinburne, with Morgan Stanley.
Benjamin Swinburne - Morgan Stanley
If I could ask two, one on small business again. You're clearly moving into larger businesses. Can you help us think about the ARPU of the next customer set you are focusing on, and how that compares just to what Lightpath is looking at? I think you've talked about $130 ARPU these days. How much bigger is this next customer group, just as we try to think about market opportunity?
Then second, unrelated, in the there is little movement, the cable operator is doing with online video, I thought your agreement with the YES Network was interesting. You clearly pay them a lot of money for TV rights, now those games are available in market. Can you just talk at least qualitatively about why that deal made sense for Cablevision? How you think that might be a precedent for further agreements in sports and maybe outside sports?
With regard to your first question, as I said, we've now gone to a 24 line service. We've approached the marketplace from the bottom up. Our average customer today has less than three lines and we've just really begun to start thinking about larger businesses. So the ARPU that I discussed with you in prior calls of 130 really represented our initial effort at the smaller end of the marketplace.
What will the ARPU be? We are getting approximately $30 per line and so the more businesses or the more lines that businesses need, the more ARPU will be. The sales process is longer as you move up market. The market is going to have a different dynamic to it, but we anticipate that the ARPU will increase.
With regard to YES, they wanted to experiment with creating a product sold in the Internet space on our network and it was their objective, and we thought that there was no harm in us working with them trying to make that product work and so we entered into an agreement to do that. We are supporting the product with marketing, and at this point, I would call it more experimental from our perspective.
I think we have time for two more questions.
Your next question comes from Craig Moffett, with Sanford Bernstein.
Craig Moffett - Sanford C. Bernstein
First, a question for Gregg. I guess it is probably a MSG question to know how much debt will go over with the spin, but at the very least, can you talk about what your target leverage is for Cablevision post-spin and once you get there, what do you do? Then, just a clarification from Tom. When you talked about voice, are you presumably talking about voice as a data application and would you envision that being effectively part of the giveaway that you are doing or do you think about it as a separate service with a separate ARPU?
On your first question, I think that most of the people on the call know that we are comfortable with our debt levels, as they stand today both at CVC and CSC, and that our bigger concern is making sure that we get our maturity schedule in order so that we can always be in a position where we are confident that we can effectively refinance. I feel pretty comfortable that we can effectively refinance today, but I think it would be prudent of us at some point over the next period, be that the next month or the next six months, as rates become more attractive for us to refinance a little bit more of the 2011, 2012, 2013's complex.
We are going to continue to focus on the debt maturities. As far as MSG is concerned, what you will find, we've talked consistently about the existing resources of MSG, said MSG has produced a lot of cash over the years and as the Form 10 comes out, you will see that MSG is not going to have additional debt put on it at this point in time. We believe firmly that it has debt capacity, which if need be, it can access to fund any of its expansion programs.
To your question about voice as a business, we haven't expressed how we might execute a business plan in that space, but there is a significant opportunity there to create a voice business with very little capital expenditure.
Craig Moffett - Sanford C. Bernstein
If I could squeeze in one more, Tom, I have read a lot about and talked to some technology people about the difficulties in the network DVR business of simultaneous ingest, that is lots of subscribers simultaneously recording individual shows. How much does that influence your negotiability, if you will, with the content owners? Would it be very costly to reconfigure your VOD architecture to handle remote-storage DVR to handle the simultaneous ingest, or is that a relatively small cost issue?
It's relatively small compared to putting out physical DVRs. It is an issue, but one that we have contemplated in our architecture, one that we've contemplated in the design of the whole business. Our whole business is predicated on simultaneous ingest capabilities to do RSDVR at maximum peak utilization. That's our design and if we are successful in building different business models with content providers that reduces our ingestion process cost, then we will even have a more successful business.
Your final question comes from Marci Ryvicker, with Wells Fargo Securities.
Marci Ryvicker - Wells Fargo Securities
I have an operational question on Madison Square Garden for Hank. You mentioned that renovation would be materially higher than the $500 million. Can you put a figure on that? Then secondly, a question for Tom. The 34% quarterly or sequential increase in advertising, was it just auto or were there other ad categories that showed improvement?
I can't put a figure on it because we are not done with the process yet. We've made substantial progress on the renovation, which has included getting more complete and specific architectural drawings. We've also had significant input from the construction firm we've retained to manage the construction. We've also made additions to the project scope as we've gone along and become smarter about everything.
We are deeply engaged in this preconstruction process and again, when we finish, we're going to have a brand new state-of-the-art arena inside the existing exterior. Until we go further and finish our process, we are really not going to have anything more to say relating to the renovation, other than again, we expect the lower level of the arena, the lower bowl, to be ready for the '11, '12 season and the upper bowl fully renovated and ready for the 2012, '13 season.
Your question with regard to advertising, I don't have any breakout of the components of that, other than what I said.
Thank you all. That concludes our call today. Thanks for joining us.
Thank you. This concludes today's conference call. You may now disconnect. Have a wonderful day.
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