UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

SAGA COMMUNICATIONS, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware		1-11588		38-3042953
(State or other jurisdiction		(Commission File Number)		(IRS Employer
of incorporation)				Identification No.)

73 Kercheval Avenue
Grosse Pointe Farms, MI		48236
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (313) 886-7070

     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:

o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 2.02. Results of Operations and Financial Condition.

     On November 4, 2008, Saga Communications, Inc. issued a press release announcing its financial results for the three and nine months ended September 30, 2008. The press release, dated November 4, 2008, is attached as Exhibit 99.1 to this Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(c)

Exhibits.

99.1

Press Release dated November 4, 2008.

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.

INDEX OF EXHIBITS

Exhibit No.		Description
99.1		Press Release dated November 4, 2008.

Exhibit 99.1

Saga Communications, Inc.
Reports 3rd Quarter 2008 Results

Contact:
Samuel D. Bush
313/886-7070

Grosse Pointe Farms, MI – November 4, 2008 – Saga Communications, Inc. (NYSE-SGA) today reported that 3rd quarter 2008 free cash flow was approximately flat at $5.5 million. Net operating revenue was also approximately flat with the comparable period in 2007 at $36.2 million and operating income decreased 7.2% to $7.4 million. Net income decreased $224 thousand to $3.1 million for the quarter ended September 30, 2008 ($.16 per fully diluted share compared to $.17 per fully diluted share for the comparable period in 2007). For the same period, station operating expense increased $613 thousand to $26.6 million (station operating expense includes depreciation and amortization attributable to the stations). On a same station basis for the quarter, net operating revenue decreased 1.0% to $35.9 million, operating income decreased 7.8% to $7.3 million and station operating expense increased $384 thousand to $26.3 million.

For the nine month period ended September 30, 2008, free cash flow increased 8.8% to $13.0 million. Net operating revenue decreased 1.4% from the comparable period in 2007 to $105.1 million, operating income decreased 8.0% to $18.7 million and net income decreased $404 thousand to $7.5 million ($.38 per fully diluted share) compared to $7.9 million ($.39 per fully diluted share) for the comparable period in 2007. For the same period, station operating expense increased $269 thousand to approximately $79.3 million (station operating expense includes depreciation and amortization attributable to the stations). On a same station basis for the nine months, net operating revenue decreased 2.3% to $104.1 million, operating income decreased 9.2% to $18.5 million and station operating expense decreased $452 thousand to $78.5 million.

Capital expenditures in the third quarter of 2008 were $1.6 million of which $60 thousand were as a result of acquisitions. For the nine months, capital expenditures were $5.1 million of which $390 thousand were as a result of acquisitions and $150 thousand were related to digital radio. Currently we expect capital expenditures for the year to be approximately $8.0 million (reduced from our previous estimate of $9.0 million).

During the quarter ended September 30, 2008, the Company bought back 1,548,394 shares of stock for a total purchase price of $8.8 million. For the nine month period ended September 30, 2008 the Company bought back 2,084,756 shares for a total purchase price of $11.8 million.

The attached Selected Supplemental Financial Data table discloses “as reported,” “same station” and “pro forma” information by segment. The “as reported” amounts reflect our historical financial results and include the results of operations for stations that we did not own for the entire comparable period. The “same station” amounts reflect only the results of operations for stations that we owned for the entire comparable period. The “pro forma” amounts assume the 2008 and 2007 acquisitions and dispositions occurred as of January 1, 2007.

Saga Communications utilizes certain financial measures that are not calculated in accordance with generally accepted accounting principles (GAAP) to assess its financial performance. Such non-GAAP measures include same station financial information and free cash flow. These non-GAAP measures are generally recognized by the broadcasting industry as measures of performance and are used by Saga to assess its financial performance including but not limited to evaluating individual station and market-level performance, evaluating overall operations and as a primary measure for incentive based compensation of executives and other members of management. Saga’s management believes these non-GAAP measures are used by analysts who report on the industry and by investors to provide meaningful comparisons between broadcasting groups, as well as an indicator of their market value. These measures are not measures of liquidity or of performance in accordance with GAAP, and should be viewed as a supplement to and not as a substitute for the results of operations presented on a GAAP basis including net operating revenue, operating income, and net income. Reconciliations for all of the non-GAAP financial measures to the most directly comparable GAAP measure are attached in the Selected Financial Data Non-GAAP Disclosures tables.

Saga Communications, Inc. is a broadcasting company whose business is devoted to acquiring, developing and operating broadcast properties. The Company owns or operates broadcast properties in 26 markets, including 61 FM and 30 AM radio stations, 3 state radio networks, 2 farm radio networks, 5 television stations and 4 low-power television stations. For additional information, contact us at (313) 886-7070 or visit our website at www.sagacommunications.com.

Saga’s third quarter 2008 results conference call will be on Tuesday, November 4, 2008 at 2:00 PM EST. The dial in number for domestic calls is 800/230-1093. For international callers the number is 612/332-0107. The call can be replayed for 7 days by calling domestically 800/475-6701 or internationally 320/365-3844 and referring to access code 960297. Thereafter, a transcript of the call will be available on our website.

The Company requests that all parties that have a question that they would like to submit to the Company to please email the inquiry by 1:00 PM EST on November 4, 2008 to SagaIR@sagacom.com. The Company will discuss, during the limited period of the conference call, those inquiries it deems of general relevance and interest. Only inquiries made in compliance with the foregoing will be discussed during the call.

This press release contains certain forward-looking statements that are based upon current expectations and involve certain risks and uncertainties within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Words such as “believes,” “expects,” “anticipates,” “guidance” and similar expressions are intended to identify forward-looking statements. Key risks, including risks associated with Saga’s ability to effectively integrate the stations it acquires and the impact of federal regulation on Saga’s business, are described in the reports Saga Communications, Inc. periodically files with the U.S. Securities and Exchange Commission, including Item 1A of our annual report on Form 10-K. Readers should note that these statements may be impacted by several factors, including national and local economic changes and changes in the radio and television broadcast industry in general, as well as Saga’s actual performance. Results may vary from those stated herein and Saga undertakes no obligation to update the information contained here.

Saga Communications, Inc.
Selected Consolidated Financial Data
For The Three and Nine Months Ended
September 30, 2008 and 2007
(amounts in 000’s except per share data)
(Unaudited)

		Three Months Ended								Nine Months Ended
		September 30,								September 30,
		2008				2007				2008				2007
Operating Results
Net operating revenue		$	36,192			$	36,218			$	105,066			$	106,522
Station operating expense			26,588				25,975				79,255				78,986
Corporate general and administrative			2,485				2,272				7,611				7,194
Gain on asset exchange			(282	)			—				(506	)			—
Operating income			7,401				7,971				18,706				20,342
Interest expense			1,889				2,283				5,760				6,861
Other expense, net			—				60				27				142
Income before income tax			5,512				5,628				12,919				13,339
Income tax expense			2,415				2,307				5,452				5,468
Net income		$	3,097			$	3,321			$	7,467			$	7,871
Earnings per share
Basic		$	0.16			$	0.17			$	0.38			$	0.39
Diluted		$	0.16			$	0.17			$	0.38			$	0.39
Weighted average common shares			18,940				20,112				19,593				20,082
Weighted average common shares and common shares equivalents			18,952				20,126				19,607				20,111
Free Cash Flow
Net income		$	3,097			$	3,321			$	7,467			$	7,871
Plus: Depreciation and amortization:
Station			2,238				2,013				6,391				5,847
Corporate			54				48				160				146
Deferred tax provision			1,640				1,334				3,566				3,161
Non-cash compensation			338				376				1,059				991
Gain on asset exchange			(282	)			—				(506	)			—
Other expense, net			—				60				27				142
Less: Capital expenditures			(1,609	)			(1,617	)			(5,134	)			(6,180	)
Free cash flow		$	5,476			$	5,535			$	13,030			$	11,978
Balance Sheet Data
Working capital										$	19,311			$	22,560
Net fixed assets											73,889				74,286
Net intangible assets and other assets											230,484				217,711
Total assets											339,815				330,935
Long term debt (including current portion of $1,061 and $0, respectively)											134,411				129,911
Stockholders’ equity											146,066				145,543

Saga Communications, Inc.
Selected Supplemental Financial Data
For the Three Months Ended
September 30, 2008 and 2007
(amounts in 000’s except per share data)
(Unaudited)

		As-Reported								Same Station								Pro Forma (1)
		Three Months Ended								Three Months Ended								Three Months Ended
		September 30,								September 30,								September 30,
		2008				2007				2008				2007				2008				2007
Consolidated
Net operating revenue		$	36,192			$	36,218			$	35,855			$	36,156			$	36,192			$	36,500
Station operating expense			26,588				25,975				26,320				25,936				26,588				26,239
Corporate general and administrative			2,485				2,272				2,485				2,272				2,485				2,272
Gain on asset exchange			(282	)			—				(282	)			—				(282	)			—
Operating income			7,401				7,971			$	7,332			$	7,948				7,401				7,989
Interest expense			1,889				2,283												1,889				2,283
Other expense, net			—				60												—				60
Income tax expense			2,415				2,307												2,415				2,315
Net income		$	3,097			$	3,321											$	3,097			$	3,331
Earnings per share:
Basic		$	0.16			$	0.17											$	0.16			$	0.17
Diluted		$	0.16			$	0.17											$	0.16			$	0.17

		As-Reported								Same Station								Pro Forma (1)
		Three Months Ended								Three Months Ended								Three Months Ended
		September 30,								September 30,								September 30,
		2008				2007				2008				2007				2008				2007
Radio Segment
Net operating revenue		$	31,306			$	31,904			$	30,969			$	31,842			$	31,306			$	32,186
Station operating expense			22,717				22,492				22,449				22,453				22,717				22,756
Operating income		$	8,589			$	9,412			$	8,520			$	9,389			$	8,589			$	9,430

		As-Reported								Same Station								Pro Forma (1)
		Three Months Ended								Three Months Ended								Three Months Ended
		September 30,								September 30,								September 30,
		2008				2007				2008				2007				2008				2007
Television Segment
Net operating revenue		$	4,886			$	4,314			$	4,886			$	4,314			$	4,886			$	4,314
Station operating expense			3,871				3,483				3,871				3,483				3,871				3,483
Gain on asset exchange			(282	)			—				(282	)			—				(282	)			—
Operating income		$	1,297			$	831			$	1,297			$	831			$	1,297			$	831

		As-Reported								Same Station								Pro Forma (1)
		Three Months Ended								Three Months Ended								Three Months Ended
		September 30,								September 30,								September 30,
		2008				2007				2008				2007				2008				2007
Depreciation and amortization by segment
Radio Segment		$	1,618			$	1,608			$	1,589			$	1,600			$	1,618			$	1,660
Television Segment			620				405				620				405				620				405
Corporate and Other			54				48				54				48				54				48
		$	2,292			$	2,061			$	2,263			$	2,053			$	2,292			$	2,113

Saga Communications, Inc.
Selected Supplemental Financial Data
For the Nine Months Ended
September 30, 2008 and 2007
(amounts in 000’s except per share data)
(Unaudited)

		As-Reported								Same Station								Pro Forma (1)
		Nine Months Ended								Nine Months Ended								Nine Months Ended
		September 30,								September 30,								September 30,
		2008				2007				2008				2007				2008				2007
Consolidated
Net operating revenue		$	105,066			$	106,522			$	104,049			$	106,460			$	105,066			$	107,445
Station operating expense			79,255				78,986				78,496				78,948				79,255				79,807
Corporate general and administrative			7,611				7,194				7,611				7,194				7,611				7,194
Gain on asset exchange			(506	)			—				(506	)			—				(506	)			—
Operating income			18,706				20,342			$	18,448			$	20,318				18,706				20,444
Interest expense			5,760				6,861												5,760				6,861
Other expense, net			27				142												27				142
Income tax expense			5,452				5,468												5,452				5,510
Net income		$	7,467			$	7,871											$	7,467			$	7,931
Earnings per share:
Basic		$	0.38			$	0.39											$	0.38			$	0.39
Diluted		$	0.38			$	0.39											$	0.38			$	0.39

		As-Reported								Same Station								Pro Forma (1)
		Nine Months Ended								Nine Months Ended								Nine Months Ended
		September 30,								September 30,								September 30,
		2008				2007				2008				2007				2008				2007
Radio Segment
Net operating revenue		$	91,316			$	93,640			$	90,299			$	93,578			$	91,316			$	94,563
Station operating expense			68,028				68,460				67,269				68,422				68,028				69,281
Operating income		$	23,288			$	25,180			$	23,030			$	25,156			$	23,288			$	25,282

		As-Reported								Same Station								Pro Forma (1)
		Nine Months Ended								Nine Months Ended								Nine Months Ended
		September 30,								September 30,								September 30,
		2008				2007				2008				2007				2008				2007
Television Segment
Net operating revenue		$	13,750			$	12,882			$	13,750			$	12,882			$	13,750			$	12,882
Station operating expense			11,227				10,526				11,227				10,526				11,227				10,526
Gain on asset exchange			(506	)			—				(506	)			—				(506	)			—
Operating income		$	3,029			$	2,356			$	3,029			$	2,356			$	3,029			$	2,356

		As-Reported								Same Station								Pro Forma (1)
		Nine Months Ended								Nine Months Ended								Nine Months Ended
		September 30,								September 30,								September 30,
		2008				2007				2008				2007				2008				2007
Depreciation and amortization by segment
Radio Segment		$	4,771			$	4,653			$	4,685			$	4,645			$	4,771			$	4,825
Television Segment			1,620				1,194				1,620				1,194				1,620				1,194
Corporate and Other			160				146				160				146				160				146
		$	6,551			$	5,993			$	6,465			$	5,985			$	6,551			$	6,165

Saga Communications, Inc.
Selected Supplemental Financial Data
Quarterly Proforma Information
September 30, 2008 and 2007
(amounts in 000’s except per share data)
(Unaudited)

		Pro Forma (1)								Pro Forma (1)								Pro Forma (1)								Pro Forma (1)
		Three Months Ended								Three Months Ended								Three Months Ended								Three Months Ended
		March 31,								June 30,								September 30,								December 31,
		2008				2007				2008				2007				2008				2007				2007
Consolidated
Net operating revenue		$	31,532			$	32,193			$	37,342			$	38,752			$	36,192			$	36,500			$	37,537
Station operating expense			25,421				26,284				27,246				27,284				26,588				26,239				27,352
Corporate general and administrative			2,552				2,316				2,574				2,606				2,485				2,272				2,606
Gain on asset exchange			—				—				(224	)			—				(282	)			—				—
Operating income			3,559				3,593				7,746				8,862				7,401				7,989				7,579
Interest expense			1,995				2,297				1,876				2,281				1,889				2,283				2,093
Other expense, net			20				35				7				47				—				60				131
Income tax expense			634				509				2,403				2,686				2,415				2,315				2,222
Net income		$	910			$	752			$	3,460			$	3,848			$	3,097			$	3,331			$	3,133
Earnings per share:
Basic		$	0.05			$	0.04			$	0.17			$	0.19			$	0.16			$	0.17			$	0.16
Diluted		$	0.05			$	0.04			$	0.17			$	0.19			$	0.16			$	0.17			$	0.16
		Pro Forma (1)								Pro Forma (1)								Pro Forma (1)								Pro Forma (1)
		Three Months Ended								Three Months Ended								Three Months Ended								Three Months Ended
		March 31,								June 30,								September 30,								December 31,
		2008				2007				2008				2007				2008				2007				2007
Radio Segment
Net operating revenue		$	27,381			$	28,203			$	32,629			$	34,174			$	31,306			$	32,186			$	32,992
Station operating expense			21,913				22,802				23,398				23,723				22,717				22,756				23,738
Operating income		$	5,468			$	5,401			$	9,231			$	10,451			$	8,589			$	9,430			$	9,254
		Pro Forma (1)								Pro Forma (1)								Pro Forma (1)								Pro Forma (1)
		Three Months Ended								Three Months Ended								Three Months Ended								Three Months Ended
		March 31,								June 30,								September 30,								December 31,
		2008				2007				2008				2007				2008				2007				2007
Television Segment
Net operating revenue		$	4,151			$	3,990			$	4,713			$	4,578			$	4,886			$	4,314			$	4,545
Station operating expense			3,508				3,482				3,848				3,561				3,871				3,483				3,614
Gain on asset exchange			—				—				(224	)			—				(282	)			—				—
Operating income		$	643			$	508			$	1,089			$	1,017			$	1,297			$	831			$	931
		Pro Forma (1)								Pro Forma (1)								Pro Forma (1)								Pro Forma (1)
		Three Months Ended								Three Months Ended								Three Months Ended								Three Months Ended
		March 31,								June 30,								September 30,								December 31,
		2008				2007				2008				2007				2008				2007				2007
Depreciation and amortization by segment
Radio Segment		$	1,562			$	1,566			$	1,591			$	1,599			$	1,618			$	1,660			$	1,723
Television Segment			395				389				605				400				620				405				425
Corporate and Other			53				47				53				51				54				48				58
		$	2,010			$	2,002			$	2,249			$	2,050			$	2,292			$	2,113			$	2,206

Saga Communications, Inc.
Selected Financial Data Non-GAAP Disclosures
For the Three Months Ended
September 30, 2008 and 2007
(amounts in 000’s)
(Unaudited)

Reconciliation of As-Reported (historical) information to Same Station Operating Income

						Adjustment												Adjustment
		As-Reported				For Acquisitions				Same Station				As-Reported				For Acquisitions				Same Station
		Three Months				and Dispositions				Three Months				Three Months				and Dispositions				Three Months
		Ended				Not Included in				Ended				Ended				Not Included in				Ended
		September 30,				Entire Comparable				September 30,				September 30,				Entire Comparable				September 30,
		2008				Period				2008				2007				Period				2007
Consolidated
Net operating revenue		$	36,192			$	(337	)		$	35,855			$	36,218			$	(62	)		$	36,156
Station operating expense			26,588				(268	)			26,320				25,975				(39	)			25,936
Corporate general and administrative			2,485				—				2,485				2,272				—				2,272
Gain on asset exchange			(282	)			—				(282	)			—				—				—
Operating income		$	7,401			$	(69	)		$	7,332			$	7,971			$	(23	)		$	7,948

						Adjustment												Adjustment
		As-Reported				For Acquisitions				Same Station				As-Reported				For Acquisitions				Same Station
		Three Months				and Dispositions				Three Months				Three Months				and Dispositions				Three Months
		Ended				Not Included in				Ended				Ended				Not Included in				Ended
		September 30,				Entire Comparable				September 30,				September 30,				Entire Comparable				September 30,
		2008				Period				2008				2007				Period				2007
Radio Segment
Net operating revenue		$	31,306			$	(337	)		$	30,969			$	31,904			$	(62	)		$	31,842
Station operating expense			22,717				(268	)			22,449				22,492				(39	)			22,453
Operating income		$	8,589			$	(69	)		$	8,520			$	9,412			$	(23	)		$	9,389

						Adjustment												Adjustment
		As-Reported				For Acquisitions				Same Station				As-Reported				For Acquisitions				Same Station
		Three Months				and Dispositions				Three Months				Three Months				and Dispositions				Three Months
		Ended				Not Included in				Ended				Ended				Not Included in				Ended
		September 30,				Entire Comparable				September 30,				September 30,				Entire Comparable				September 30,
		2008				Period				2008				2007				Period				2007
Television Segment
Net operating revenue		$	4,886				—			$	4,886			$	4,314				—			$	4,314
Station operating expense			3,871				—				3,871				3,483				—				3,483
Gain on asset exchange			(282	)			—				(282	)			—				—				—
Operating income		$	1,297				—			$	1,297			$	831				—			$	831

Saga Communications, Inc.
Selected Financial Data Non-GAAP Disclosures
For the Nine Months Ended
September 30, 2008 and 2007
(amounts in 000’s)
(Unaudited)

Reconciliation of As-Reported (historical) information to Same Station Operating Income

						Adjustment												Adjustment
		As-Reported				For Acquisitions				Same Station				As-Reported				For Acquisitions				Same Station
		Nine Months				and Dispositions				Nine Months				Nine Months				and Dispositions				Nine Months
		Ended				Not Included in				Ended				Ended				Not Included in				Ended
		September 30,				Entire Comparable				September 30,				September 30,				Entire Comparable				September 30,
		2008				Period				2008				2007				Period				2007
Consolidated
Net operating revenue		$	105,066			$	(1,017	)		$	104,049			$	106,522			$	(62	)		$	106,460
Station operating expense			79,255				(759	)			78,496				78,986				(38	)			78,948
Corporate general and administrative			7,611				—				7,611				7,194				—				7,194
Gain on asset exchange			(506	)			—				(506	)			—				—				—
Operating income		$	18,706			$	(258	)		$	18,448			$	20,342			$	(24	)		$	20,318

						Adjustment												Adjustment
		As-Reported				For Acquisitions				Same Station				As-Reported				For Acquisitions				Same Station
		Nine Months				and Dispositions				Nine Months				Nine Months				and Dispositions				Nine Months
		Ended				Not Included in				Ended				Ended				Not Included in				Ended
		September 30,				Entire Comparable				September 30,				September 30,				Entire Comparable				September 30,
		2008				Period				2008				2007				Period				2007
Radio Segment
Net operating revenue		$	91,316			$	(1,017	)		$	90,299			$	93,640			$	(62	)		$	93,578
Station operating expense			68,028				(759	)			67,269				68,460				(38	)			68,422
Operating income		$	23,288			$	(258	)		$	23,030			$	25,180			$	(24	)		$	25,156

						Adjustment												Adjustment
		As-Reported				For Acquisitions				Same Station				As-Reported				For Acquisitions				Same Station
		Nine Months				and Dispositions				Nine Months				Nine Months				and Dispositions				Nine Months
		Ended				Not Included in				Ended				Ended				Not Included in				Ended
		September 30,				Entire Comparable				September 30,				September 30,				Entire Comparable				September 30,
		2008				Period				2008				2007				Period				2007
Television Segment
Net operating revenue		$	13,750				—			$	13,750			$	12,882				—			$	12,882
Station operating expense			11,227				—				11,227				10,526				—				10,526
Gain on asset exchange			(506	)			—				(506	)			—				—				—
Operating income		$	3,029				—			$	3,029			$	2,356				—			$	2,356