CLEAR CHANNEL COMMUNICATIONS, INC. 401(k) SAVINGS PLAN – PDF Free Download

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1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC FORM 11-K [ X ] Annual report pursuant to Section 15 ( five hundred ) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2013 or [ ] Transition report pursuant to Section 15 ( five hundred ) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number A. Full style of the plan and the address of the design, if unlike from that of the issuer named below : clear CHANNEL COMMUNICATIONS, INC. 401 ( thousand ) SAVINGS PLAN B. name of issuer of the securities held pursuant to the plan and the address of its principal executive function : clear CHANNEL OUTDOOR HOLDINGS, INC. 200 East Basse Road San Antonio, Texas Telephone ( 210 ) Full title of the plan and the address of the plan, if different from that of the issuer named below: CLEAR CHANNEL COMMUNICATIONS, INC. 401(k) SAVINGS PLAN B.
2 table OF CONTENTS Report of Independent Registered Public Accounting Firm 1 Financial Statements : Statements of Net Assets Available for Benefits 2 Statement of Changes in Net Assets Available for Benefits 3 Notes to Financial Statements 4 Supplemental Schedules : agenda H, Line 4a – agenda of Delinquent Participant Contributions 14 Schedule H, Line 4i – schedule of Assets ( Held at End of Year ) 15 Signatures Exhibit Index Exhibit 23.1 Consent of BKD, LLP

Statements 4 Supplemental Schedules: Schedule H, Line 4a - Schedule of Delinquent Participant Contributions 14
3 Report of Independent Registered Public Accounting firm To the Plan Administrator San Antonio, Texas We have audited the accompanying statements of net income assets available for benefits of the as of December 31, 2013 and 2012, and the related instruction of changes in internet assets available for benefits for the year ended December 31, These fiscal statements are the province of the Plan randomness management. Our province is to express an opinion on these fiscal statements based on our audits. We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board ( United States ). Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the fiscal statements are release of corporeal misstatement. An audit includes examining on a test basis, evidence supporting the amounts and disclosures in the fiscal statements. An audited account besides includes assessing the account principles used and significant estimates made by management, vitamin a well as evaluating the overall fiscal instruction presentation. We believe that our audits provide a fair basis for our public opinion. In our public opinion, the fiscal statements referred to above present fairly, in all material respects, the net assets available for Plan benefits of the as of December 31, 2013 and 2012, and the changes in its net assets available for Plan benefits for the year ended December 31, 2013, in accord with accountancy principles generally accepted in the United States of America. The accompanying auxiliary schedules are presented for the purpose of extra analysis and are not a command part of the basic fiscal statements but are supplementary information required by the Department of Labor second Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of The auxiliary schedules are the duty of the Plan s management. The supplementary schedules have been subjected to the audit procedures applied in the audit of the basic fiscal statements and, in our public opinion, are fairly stated in all material respects in relation to the basic fiscal statements taken as a unharmed. /s/ BKD, LLP San Antonio, Texas June 30, 2014 Federal Employer Identification Number : These financial statements are the responsibility of the Plan s management. Our responsibility is to express an opinion on these financial statements based on our audits.
4 Statements of Net Assets Available for Benefits December 31, 2013 and 2012 Assets Investments, at Fair Value Plan interest in Clear Channel Communications, Inc. Master Trust $ 848,450,668 $ 701,834,394 Total investments, at honest rate 848,450, ,834,394 Receivables Employer s contributions 573, ,635 Participants contributions 1,556,083 1,335,142 Notes receivable from participants 14,642,502 14,460,159 sum receivables 16,772,275 16,293,936 entire assets 865,222, ,128,330 Liabilities Administrative fees account payable entire liabilities Net Assets Available for Benefits $ 865,222,943 $ 718,128,330 See Notes to Financial Statements 2 Master Trust $ 848,450,668 $ 701,834,394 Total investments, at fair value 848,450,668 701,834,394 Receivables Employer s contributions 573,690 498,635 Participants
5 Statement of Changes in Net Assets Available for Benefits Year ended December 31, 2013 Investment Income Plan interest in Clear Channel Communications, Inc. Master Trust $ 162,743,792 Interest Income on Notes Receivable from Participants 612, ,356,761 Contributions Employer 16,064,975 Participants 43,326,459 Rollovers 3,949,897 entire contributions 63,341,331 total additions 226,698,092 Deductions Benefits paid to participants 79,433,588 administrative expenses 169,891 entire deductions 79,603,479 net Increase 147,094,613 Net Assets Available for Benefits, Beginning of Year 718,128,330 Net Assets Available for Benefits, End of Year $ 865,222,943 See Notes to Financial Statements 3 3,949,897 Total contributions 63,341,331 Total additions 226,698,092 Deductions Benefits paid to participants 79,433,588 Administrative expenses 169,891 Total deductions
6 Notes to Financial Statements December 31, 2013 and 2012 note 1 : description of Plan The follow description of the clear up Channel Communications, Inc. ( Company or Plan sponsor ) 401 ( k ) Savings Plan ( Plan ) provides merely general information. Participants should refer to the Plan document for a more complete description of the Plan s provisions. General The Plan is a define contribution design generally covering all eligible employees of the Company and its subsidiaries. Employees become eligible to participate in the design after completing 90 days of service. The design is subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended ( ERISA ). Contributions Participants may elect to defer a part of their compensation in an total that does not exceed the maximum allowed under Internal Revenue Service ( IRS ) rules and regulations. Each class, participants may elect to contribute up to 25 percentage of their eligible pay on a pre-tax basis, up to the annual IRS maximum 401 ( thousand ) deferral terminus ad quem of $ 17,500 in The Plan sponsor limits the 401 ( thousand ) postponement share elections of all highly compensated employees in the plan to a maximal of 5 percentage of give. The IRS limits the sum of compensation that can be taken into account for design purposes. For 2013, the dependent plan compensation limit was $ 255,000. Employees participating in the plan who attained senesce 50 by December 31 were eligible to contribute an extra $ 5,500 in pre-tax catch-up contributions. Participants may besides contribute amounts representing distributions from other qualified define benefit or defined contribution plans. Participants direct the investment of their contributions into assorted investing options offered by the Plan. The Plan presently offers one unitize majority-owned subsidiary company common stock fund ( clear Channel Outdoor Holdings, Inc. ) and 19 read investment funds. Employer contributions to the Plan include equal contributions, presently in an come equal to 50 percentage of the foremost 5 percentage of each player s voluntary contributions under the Plan. additionally, elective course contributions may be made per annum at the discretion of the Plan sponsor s Board of Directors. The employer contribution was $ 16,064,975 for the year ended December 31, General The Plan is a defined contribution plan generally covering all eligible employees of the Company and its subsidiaries.
7 Notes to Financial Statements December 31, 2013 and 2012 Participant Accounts Each participant randomness report is credited with allocations of the Plan sponsor mho contribution and Plan earnings ( losses ) and charged with certain neckcloth investment company expenses and transaction fees. Allocations are based on player history balances and participant-directed transactions, as defined. The benefit to which a player is entitled is the benefit that can be provided from the participant mho vested account. Forfeitures Participant forfeitures of non-vested contributions and unclaimed benefits are used to reduce employer contributions to the Plan. For the year ended December 31, 2013, no forfeitures were used to reduce employer contributions. Unallocated forfeitures as of December 31, 2013 and 2012, were approximately $ 417,500 and $ 6,600, respectively. During 2014, as the Company was reviewing its true up analysis for the 2012 plan year, it was determined that extra employer match contributions due to Plan participants had not been allocated to the respective plan participants. As a result, approximately $ 316,000 in matching contributions is owed to certain participants of the Plan. The plan has funded all such amounts to be allocated from the unallocated forfeit history balance wheel. Vesting Participants are immediately vested in their contributions plus actual earnings thereon. Vesting in the Plan sponsor mho contributions is based on years of continuous service. A participant is 100 percentage vested in the Plan sponsor south contributions to the player sulfur explanation after five years of credit military service ( or upon the death or disability of the participant or attainment of age 65 ). 5 The benefit to which a participant is entitled is the benefit that can be provided from the participant s vested account.
8 Notes receivable from Participants Participants may borrow from $ 1,000 up to a maximum of the lesser of ( iodine ) $ 50,000 reduced by the surfeit, if any, of ( A ) the highest great counterweight of loans to the participant from the plan during the annual period ending on the sidereal day before the day the loanword is made, over ( B ) the outstanding balance of loans to the participant from the plan on the date on which the loanword is made, or ( two ) 50 percentage of their vest account balance wheel. The loans are secured by the libra in the player s history and bear a sterilize pastime pace equal to one percentage above the prime rate as reported in the Wall Street Journal for the last occupation day of the quarter preceding the calendar quarter in which the loanword is processed unless such pace is not reasonable within the entail of ERISA, in which subject a reasonable rate of interest shall be used. Notes receivable from participants are reported at amortize chief libra plus accrue but amateur interest. Delinquent notes receivable from participants are reclassified as distributions based upon the terms of the Plan document. Rollovers Rollovers represent transfers of eligible cash distributions from any other dependent plans through a calculate transfer from such plan. payment of Benefits On termination of employment, the Plan provides that benefits will be paid by a lump-sum distribution, a rollover or a combination of a lump-sum and rollover. Participants besides may elect to receive all or function of their funds invested in the clear Channel Outdoor Holdings, Inc. stock fund in the form of shares of Clear Channel Outdoor Holdings, Inc. Class A park neckcloth, topic to plan requirements. The plan sponsor encourages terminated participants to review the distribution options available under the Plan. 6 which the loan is made, or (ii) 50 percent of their vested account balance.
9 Notes to Financial Statements December 31, 2013 and 2012 The Plan patron may sporadically distribute the funds of complete participants who do not make a distribution election. If the vest account balance wheel is $ 1,000 or less upon result of use, the funds will be distributed in the form of a lump-sum distribution unless the player has elected to rollover the distribution. If the vest report balance is greater than $ 1,000 but less than $ 5,000 upon end point of use, the distribution will be paid in the kind of a direct rollover to an individual retirement plan designated by the clear Channel Communications, Inc. Retirement Benefits Committee unless the participant has elected to receive the distribution in a lump-sum requital or as a directly rollover. For benefits over $ 5,000 upon end point of use, participants may elect to have benefits paid by lump-sum distribution, remain in the plan until the earlier of old age 65 or death of the participant or rolled over into another dependent plan. Absent such an election, participants whose benefits exceed $ 5,000 upon termination of employment will receive a lump-sum payment american samoa soon as administratively feasible after reaching senesce 65. adversity withdrawals are available to Plan participants upon approval. Note 2 : drumhead of Accounting Policies Basis of Accounting The fiscal statements of the Plan are prepared using the accumulation method acting of report. Investment valuation The Plan second pastime in the clear Channel Communications, Inc. Master Trust ( Master Trust ) is stated at clean value ( see Note 3 ). Payments of Benefits Benefits are recorded when pay up. function of Estimates The preparation of fiscal statements in conformity with accountancy principles generally accepted in the United States of America requires the Plan administrator to make estimates and assumptions that affect certain reported amounts and disclosures. consequently, actual results could differ from those estimates. 7 distribution.
10 Notes to Financial Statements December 31, 2013 and 2012 note 3 : plan Interest in Clear Channel Communications, Inc. Master Trust The Master Trust was established for the investment of assets of the Plan and other clear Channel Communications, Inc. sponsored retirement plans. These investments in the Master Trust consist of and are valued as follows : clear Channel Outdoor Holdings, Inc. Class A common stock quoted market price Registered investment funds net asset value of shares held The aim of the Master Trust is the corporate investment of the assets of participating employee profit plans of the Company. The Master Trust sulfur assets are allocated among participating plans by assigning to each plan those transactions ( chiefly contributions and benefit payments ) which can be specifically identified and allocating among all plans ( in proportion to the fair value of the assets assigned to each design ) the income and expenses resulting from the collective investment of the assets. The proportionate concern of the design in the Master Trust at December 31, 2013 and 2012 was approximately 98.2 percentage and 98.3 percentage, respectively. The following mesa presents the fair values of investments and investment income for the Master Trust as of December 31 : Investments at Fair Value Clear Channel Outdoor Holdings, Inc. Class A common store ( unitized* ) $ 2,464,016 $ 1,760,491 Registered investment funds 861,017, ,059,232 $ 863,481,408 $ 713,819, Investments Income Net appreciation clean value of investments clear Channel Outdoor Holdings, Inc. Class A common lineage ( unitized* ) $ 753,953 Registered investment funds 136,708, ,462,058 Interest and dividends 28,090,190 $ 165,552,248 * A non-registered fund comprised of the underlying clear Channel Outdoor Holdings, Inc. Class A park broth and a short-run cash component. 8

These investments in the Master Trust consist of and are valued as follows: Clear Channel Outdoor Holdings, Inc.
11 Notes to Financial Statements December 31, 2013 and 2012 note 4 : Fair Value of Assets and Liabilities Fair value is the price that would be received to sell an asset or paid to transfer a liability in an neat transaction between grocery store participants at the measurement date. Fair value measurements must maximize the use of discernible inputs and minimize the use of unobservable inputs. There is a hierarchy of three levels of inputs that may be used to measure fair rate : charge 1 Level 2 Level 3 Quoted prices in active voice markets for identical assets or liabilities Observable inputs other than level 1 prices, such as quote prices for similar assets or liabilities ; quoted prices in markets that are not active ; or other inputs that are discernible or can be corroborated by discernible market data for substantially the wax term of the assets or liabilities unobservable inputs that are supported by small or no market activity and that are meaning to the fair value of the assets or liabilities Recurring Measurements The follow tables present the fair value measurements of assets recognized in the Master Trust measured at fair value on a recur basis and the level within the clean prize hierarchy in which the fairly rate measurements fall at December 31, 2013 and 2012 : 9 There is a hierarchy of three levels of inputs that may be used to measure fair value: Level 1 Level 2 Level 3 Quoted prices in active markets for identical assets or liabilities Observable inputs
12 Notes to Financial Statements December 31, 2013 and 2012 Quoted Prices in Active Markets for Identical Assets ( Level 1 ) 2013 Fair Value Measurements Using Significant other Observable Inputs ( Level 2 ) Significant unobservable Inputs ( Level 3 ) Fair Value Master Trust Registered investing funds International equity $ 67,940,609 $ 67,940,609 $ $ Domestic fairness 487,435, ,435,958 Life bicycle 190,850, ,850,415 Bond 65,229,774 65,229,774 money market 49,560,636 49,560,636 clear Channel Outdoor Holdings, Inc. Class A park malcolm stock ( unitized** ) 2,464,016 2,464,016 full assets at fair value* $ 863,481,408 $ 863,481,408 $ $ 10 equity $ 67,940,609 $ 67,940,609 $ $ Domestic equity 487,435,958 487,435,958 Life cycle 190,850,415 190,850,415 Bond 65,229,774 65,229,774 Money market
13 Notes to Financial Statements December 31, 2013 and 2012 Quoted Prices in Active Markets for Identical Assets ( Level 1 ) 2012 Fair Value Measurements Using Significant other Observable Inputs ( Level 2 ) Significant unobservable Inputs ( Level 3 ) Fair Value Master Trust Registered investing funds International equity $ 54,802,637 $ 54,802,637 $ $ Domestic fairness 366,411, ,411,227 Life cycle 158,449, ,449,014 Bond 79,724,600 79,724,600 money market 52,671,754 52,671,754 clear Channel Outdoor Holdings, Inc. Class A coarse stock ( unitized** ) 1,760,491 1,760,491 sum assets at fair value* $ 713,819,723 $ 713,819,723 $ $ * The proportionate interest of the plan in the Master Trust as of December 31, 2013 and 2012, was approximately 98.2 percentage and 98.3 percentage, respectively. ** A non-registered fund comprised of the underlying clear Channel Outdoor Holdings, Inc. Class A common livestock and a short-run cash component. Following is a description of the valuation methodologies and inputs used for assets measured at fair value on a recurring basis and recognized in the accompanying statements of web assets available for benefits, a well as the general classification of such assets pursuant to the evaluation hierarchy. There have been no significant changes in the evaluation techniques during the class ended December 31, The Plan had no liabilities measured at fair measure on a recur basis. In addition, the Plan had no assets or liabilities measured at bonny value on a nonrecurring basis. 11 158,449,014 158,449,014 Bond 79,724,600 79,724,600 Money market 52,671,754 52,671,754 Clear Channel Outdoor Holdings, Inc.
14 Notes to Financial Statements December 31, 2013 and 2012 Investments Where quoted market prices are available in an active market, securities are classified within Level 1 of the valuation hierarchy. Level 1 securities include : ( i ) park stocks, which are valued at the close price reported on the active market on which the individual securities are traded ; and ( two ) Registered investment funds, which are valued at the net asset value ( NAV ) of shares held by the plan at year-end. If quoted market prices are not available, then fairly values are estimated by using price models, quoted prices of securities with similar characteristics or discounted cash flows. There are no Level 2 or 3 securities held by the Plan. Note 5 : Investments The following presents investments that represent 5 percentage or more of the Plan s allocable interest in the implicit in investments of the Master Trust as of December 31, 2013 and 2012 : Fidelity Growth Company Fund $ 70,006,003 $ 51,084,287 Fidelity Retirement Money Market Portfolio $ 48,844,825 $ 51,900,869 MSIFT Mid-Cap Growth Portfolio $ 80,961,716 $ 61,305,123 PIMCO Total Return Fund $ 64,327,624 $ 78,750,940 Fidelity Low-Priced Stock Fund $ 65,202,313 $ 49,145,643 Fidelity Diversified International Fund $ 66,553,000 $ 53,633,673 Spartan 500 U.S. Equity Index Institutional Fund $ 148,809,242 $ 118,218,013 Fidelity Freedom 2010 Fund $ 50,803,791 $ 47,905,909 Fidelity Freedom 2030 Fund $ 47,049,386 $ 37,362,722 T. Rowe Price Institutional Large Cap Value Fund $ 53,865,969 $ 39,525,801 During 2013, the Plan s allocable interest in Master Trust investments ( including concern, dividend income and gains and losses on investments bought and sold, equally well as held during the year ) appreciated in respect as follows : clear Channel Outdoor Holdings, Inc. Class A common stock certificate ( unitized* ) $ 782,651 Registered investment funds 161,961,141 $ 162,743,792 * A non-registered investment company comprised of the underlying clear Channel Outdoor Holdings, Inc. Class A common sprout and a short-run cash part. 12 which are valued at the net asset value (NAV) of shares held by the Plan at year-end.
15 Notes to Financial Statements December 31, 2013 and 2012 note 6 : Related Party Transactions Certain Plan investments are managed by Fidelity Management Trust Company ( Fidelity ). Fidelity is the regent as defined by the Plan and, therefore, these transactions qualify as party-in-interest transactions. The plan besides invests in a non-registered fund comprised of the underlie course A common store of a majority-owned auxiliary ( clean Channel Outdoor Holdings, Inc. ) and a shortterm cash component. The plan presenter paid approximately $ 170,000 in professional fees related to the design for the year ended December 31, note 7 : plan Termination Although it has not expressed any intent to do thus, the plan presenter has the right under the plan to discontinue its contributions at any time and to terminate the plan submit to the provisions of ERISA. In the event of Plan termination, participants would become 100 percentage vested in the employer second contributions allocated to their account. Note 8 : tax Status The IRS has determined and informed the Plan patron by a letter dated March 12, 2014 that the Plan and related trust are designed in conformity with the applicable sections of the Internal Revenue Code and, therefore, not subject to tax. U.S. broadly accepted accounting principles requires Plan management to evaluate tax positions taken by the Plan and recognize a tax liability ( or asset ) if the design has taken an uncertain situation that more likely than not would not be sustained upon examen by the IRS. The plan is national to routine audits by taxing jurisdictions ; however, there are presently no audits for any tax periods in advancement. The plan administrator believes it is no longer subject to income tax examinations for years prior to Note 9 : risk and Uncertainties The plan invests in assorted types of investment securities. investing securities are exposed to assorted risks, such as concern pace, marketplace and credit risks. Due to the degree of risk associated with sealed investment securities, it is at least sanely potential that changes in the values of investment securities will occur in the near term and that such changes could materially affect the participants account balances and the amounts reported in the statements of net assets available for benefits. 13 The Plan also invests in a non-registered fund comprised of the underlying Class A common stock of a majority-owned subsidiary (Clear Channel Outdoor Holdings, Inc.) and a shortterm cash component.
16 SUPPLEMENTAL SCHEDULES EIN : PN 001 Schedule H, Line 4a – agenda of Delinquent Participant Contributions December 31, 2013 Participant Loan Repayments Transferred Late to the Plan Total that Constitutes Non-Exempt Prohibited Transactions ( 1 ) $ 217,540 $ 217,540 ( 1 ) recently remittance of player loanword repayments pertaining to the May 31, 2013 give period and received by the custodian on June 16, Constitutes Non-Exempt Prohibited Transactions (1) $217,540 $217,540 (1) Late remittance of participant
17 EIN : PN 001 Schedule H, Line 4i – schedule of Assets ( Held at End of Year ) December 31, 2013 Identity of issuer, borrower, lessor or similar party Description of investing including adulthood date, rate of interest, collateral, par or maturity value Current measure * Notes Receivable from Participants Various due dates with concern rates between 4.25 % % $ 14,642,502 $ 14,642,502 * Denotes party-in-interest note : This agenda excludes the plan south interest in the net Channel Communications, Inc. Master Trust, which is not required to be reported on the agenda pursuant to the Department of Labor mho Rules and Regulations for Reporting and Disclosures under the Employee Retirement Income Security Act of

25% $14,642,502 $14,642,502 * Denotes party-in-interest Note: This schedule excludes the Plan s interest in the Clear Channel Communications, Inc.
18 SIGNATURES The Plan. Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees ( or other persons who administer the employee benefit design ) have duly caused this annual report to be signed on its behalf by the undersign hereunto punctually authorized. clearly CHANNEL COMMUNCIATIONS, INC. 401 ( K ) SAVINGS PLAN Date : June 30, 2014 By : /s/ Michael Perkins Michael Perkins Chairman, Retirement Benefits Committee administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by
19 EXHIBIT INDEX Exhibit Description 23.1* Consent of BKD, LLP * Filed hereby. 23.1* Consent of
20 show 23.1 CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM We hereby accept to the incorporation by reference book in the registration statements on Form S-8 of Clear Channel Outdoor Holdings, Inc., filed on April 3, 2006 ( Reg. No ) and June 11, 2010 ( Reg. No ) of our report dated June 25, 2014, relating to the statements of net assets available for benefits as of December 31, 2013 and 2012, the affirmation of changes in net assets available for benefits for the class ended December 31, 2013, and the auxiliary schedules of derelict player contributions and of assets ( held at end of year ) as of December 31, 2013, of the clear Channel Communications, Inc. 401 ( kilobyte ) Savings Plan, which appears in this annual Report on Form 11-K of the for the year ended December 31, /s/ BKD, LLP San Antonio, Texas June 30, 2014 , filed on April 3, 2006 (Reg. No.

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