================================================================================ Securities and Exchange Commission Washington, D.C. 20549 FORM 6-K Report of Foreign Issuer Pursuant To Rule 13a-16 or 15d-16 of The Securities Exchange Act of 1934 For the month of October, 2006 Commission File Number 1-12090 GRUPO RADIO CENTRO, S.A. de C.V. (Translation of Registrant's name into English) Constituyentes 1154, Piso 7 Col. Lomas Altas, Mexico D.F. 11954 (Address of principal office) (Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.) (Check One) Form 20-F [X] Form 40-F [ ] (Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.) (Check One) Yes [ ] No [X] (If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b). 82- .) ================================================================================ GRUPO RADIO CENTRO REPORTS RESULTS FOR THIRD QUARTER AND FIRST NINE MONTHS OF 2006 MEXICO CITY, Oct. 23 /PRNewswire-FirstCall/ -- Grupo Radio Centro, S.A. de C.V. (NYSE: RC) (BMV: RCENTRO-A) (the "Company"), one of Mexico's leading radio broadcasting companies, announced today its results of operations for the third quarter and nine months ended September 30, 2006. All figures were prepared in accordance with the Financial Information Standards issued by the Mexican Board for Research and Development of Financial Standards and have been restated in constant Pesos as of September 30, 2006. Third Quarter Results Broadcasting revenue for the third quarter of 2006 was Ps. 182,073,000, representing an increase of 8.3% compared to the Ps. 168,170,000 reported for the same period of 2005. This increase was mainly attributable to higher advertising expenditures by the Company's clients, which purchased more airtime compared to the same period of 2005. The Company's broadcasting expenses (excluding depreciation, amortization and corporate, general and administrative expenses) for the third quarter of 2006 were Ps. 116,835,000, representing an increase of 15.0% compared to the Ps. 101,577,000 reported for the same period of 2005. This increase was primarily due to increases in the third quarter of 2006 in (i) the allowance for doubtful accounts, (ii) expenses related to the increase in broadcasting revenue, such as commissions paid to the Company's sales force and outside agents and (iii) expenses related to additional advertising and marketing campaigns conducted by the Company during the third quarter of 2006. For the third quarter of 2006, the Company reported broadcasting income (i.e., broadcasting revenue minus broadcasting expenses, excluding depreciation, amortization and corporate, general and administrative expenses) of Ps. 65,238,000, a decrease of 2.0% compared to the Ps. 66,593,000 reported for the same period of 2005. This decrease was mainly attributable to the increase in broadcasting expenses, which offset the increase in broadcasting revenue. Depreciation and amortization for the third quarter of 2006 amounted to Ps. 9,047,000, representing a slight increase compared to the Ps. 8,904,000 reported for the same period of 2005. For the third quarter of 2006, the Company's corporate, general and administrative expenses were Ps. 3,271,000, an increase of 2.6% compared to the Ps. 3,187,000 reported for the same period of 2005. The Company reported operating income of Ps. 52,920,000 for the third quarter of 2006 compared to the Ps. 54,502,000 reported for the same period of 2005. This decrease was mainly attributable to the increase in broadcasting expenses in the third quarter of 2006. The comprehensive financing cost for the third quarter of 2006 was Ps. 355,000 compared to the Ps. 4,429,000 recorded for the same period of 2005. This decrease is principally the result of the reduction in interest expense for the third quarter of 2006 compared to the same period of 2005, which resulted from (i) the Company no longer recording interest related to the contingent liability recorded by the Company in 2003 and (ii) the Company no longer recording interest on bank debt after paying off all of its bank debt on May 17, 2006. During the third quarter of 2006, other expenses, net, totaled Ps. 17,731,000, a 23.0% increase compared to the Ps. 14,418,000 reported in the same period of 2005. This increase was mainly attributable to higher expenses related to the Company's corporate governance compliance and higher legal expenses during the third quarter of 2006 compared to the same period of 2005. The Company reported income before extraordinary item and provisions for income tax and employee profit sharing of Ps. 34,834,000 for the third quarter of 2006, which represents a decrease of 2.3% compared to Ps. 35,655,000 reported during the same period of 2005. In the third quarter of 2006, the Company recorded extraordinary income of Ps. 3,016,000 as a result of the inflation adjustment in the third quarter of 2006 to the extraordinary income that was recorded in June 2006 in connection with the reversal of the provision for the contingent liability. For the third quarter of 2006, the Company reported income before provisions for income tax and employee profit sharing of Ps. 37,850,000 compared to the Ps. 35,655,000 reported for the same period of 2005. The Company recorded provisions for income tax and employee profit sharing for the third quarter of 2006 of Ps. 8,415,000 compared to the Ps. 7,923,000 recorded for the same period of 2005. As a result of the foregoing, the Company's net income for the third quarter of 2006 totaled Ps. 29,435,000, compared to the Ps. 27,732,000 reported for same period of 2005. Nine Months Results For the nine months ended September 30, 2006, broadcasting revenue was Ps. 593,550,000, a 40.3% increase compared to the Ps. 422,964,000 reported for the same period of 2005. This increase was mainly attributable to the increase in advertising expenditures by political parties in connection with the presidential and congressional elections that took place on July 2, 2006 as well as higher advertising expenditures by the Company's clients compared to the same period of 2005. The Company's broadcasting expenses (excluding depreciation, amortization and corporate, general and administrative expenses) reported for the nine months ended September 30, 2006 were Ps. 340,076,000, a 15.0% increase compared to the Ps. 295,705,000 reported for the same period of 2005. This increase was primarily due to increases during 2006 in (i) the allowance for doubtful accounts, (ii) sales commissions paid to the Company's sales force, outside agents and affiliated stations in connection with increased sales of airtime and (iii) expenses related to additional advertising and marketing campaigns conducted by the Company during 2006. Broadcasting income (i.e., broadcasting revenue minus broadcasting expenses, excluding depreciation, amortization and corporate, general and administrative expenses) for the nine months ended September 30, 2006, was Ps. 253,474,000, an increase of 99.2% compared to the Ps. 127,259,000 reported for the same period of 2005. This increase was mainly attributable to the increase in broadcasting revenue, which more than offset the increase in broadcasting expenses. Depreciation and amortization for the nine months ended September 30, 2006 totaled Ps. 26,742,000, a decrease of 7.1% compared to the Ps. 28,795,000 reported for the same period of 2005. This decrease was mainly attributable to the Company no longer recording in the second quarter of 2006 the depreciation of a part of the Company vehicles whose useful lives ended in the second quarter of 2006. The Company's corporate, general and administrative expenses for the nine months ended September 30, 2006 were Ps. 9,498,000, an increase of 0.3% compared to the Ps. 9,474,000 reported for the same period of 2005. As a result of the foregoing, the Company reported operating income of Ps. 217,234,000 for the nine months ended September 30, 2006, which more than doubled the Ps. 88,990,000 of operating income reported for the same period of 2005. The Company's comprehensive cost of financing for the nine months ended September 30, 2006 was Ps. 7,762,000, a decrease of 6.9% compared to the Ps. 8,337,000 recorded for the same period of 2005. This decrease reflects the decrease in interest expense during 2006 compared to the same period of 2005, which resulted from (i) the cancellation of interest recorded through June 2006 on the provision for the contingent liability recorded by the Company in 2003 and (ii) the Company no longer recording interest on bank debt after paying off all of its bank debt on May 17, 2006. Other expenses, net for the nine months ended September 30, 2006 were Ps. 41,008,000, a 14.1% increase compared to the Ps. 35,942,000 reported for the same period of 2005. This increase was mainly attributable to higher expenses related to the Company's corporate governance compliance and higher legal expenses during 2006 compared to 2005. For the nine months ended September 30, 2006, the Company reported income before extraordinary item and provisions for income tax and employee profit sharing of Ps. 168,464,000, a substantial increase from the Ps. 44,711,000 reported for the same period of 2005. For the nine months ended September 30, 2006, the Company recorded extraordinary income of Ps. 249,214,000, which resulted from the reversal of the Ps. 260,050,000 provision for the contingent liability recorded by the Company in 2003 less accumulated foreign exchange loss and interest recorded by the Company in 2006 in relation to the provision. The Company reversed the provision for the contingent liability after a Mexican court set aside and refused to enforce in Mexico the arbitration award issued against the Company in an arbitration proceeding. For the nine months ended September 30, 2006, the Company reported income before provisions for income tax and employee profit sharing of Ps. 417,678,000 compared to the Ps. 44,711,000 reported for the same period of 2005. During the nine months ended September 30, 2006, the Company recorded provisions for income tax and employee profit sharing of Ps. 45,867,000 compared to the Ps. 13,695,000 reported for the same period in 2005. This increase was primarily due to the increase in taxable income during the first nine months of 2006 compared to the same period of 2005. As a result of the foregoing, the Company had net income of Ps. 371,811,000 for the nine months ended September 30, 2006 compared to net income of Ps. 31,016,000 for the same period of 2005. Other Matters During the third quarter the Company paid out Ps. 120 million in cash in the form of a capital dividend to its shareholders in two installments: the first in August and the second in October. This was the result of a return of capital of the Company. Company Description: Grupo Radio Centro owns and/or operates 14 radio stations. Of these 14 radio stations, Grupo Radio Centro operates 11 in Mexico City. The Company's principal activities are the production and broadcasting of musical and entertainment programs, talk shows, news and special events programs. Revenue is primarily derived from the sale of commercial airtime. In addition to the Organizacion Radio Centro radio stations, the Company also operates Grupo RED radio stations and Organizacion Impulsora de Radio (OIR), a radio network that acts as the national sales representative for, and provides programming to, Grupo Radio Centro-affiliated radio stations. Note on Forward-Looking Statements: This release may contain projections or other forward-looking statements related to Grupo Radio Centro that involve risks and uncertainties. Readers are cautioned that these statements are only predictions and may differ materially from actual future results or events. Readers are referred to the documents filed by Grupo Radio Centro with the United States Securities and Exchange Commission, specifically the most recent filing on Form 20-F, which identifies important risk factors that could cause actual results to differ from those contained in the forward-looking statements. All forward-looking statements are based on information available to Grupo Radio Centro on the date hereof, and Grupo Radio Centro assumes no obligation to update such statements. CONSOLIDATED UNAUDITED STATEMENTS OF INCOME for the three-month and nine-month periods ended September 30, 2006 and 2005 expressed in Mexican Pesos ("Ps.") with purchasing power as of September 30, 2006 (figures in thousands of Ps. and U.S. dollars ("U.S. $")(1), except per Share and per ADS amounts) 3rd Quarter Accumulated 9 months --------------------------------------- --------------------------------------- 2006 2005 2006 2005 ------------------------- ----------- ------------------------- ----------- U.S.$ U.S.$ (1) Ps. Ps. (1) Ps. Ps. ----------- ----------- ----------- ----------- ----------- ----------- Broadcasting revenue (2) 16,529 182,073 168,170 53,885 593,550 422,964 Broadcasting expenses, excluding depreciation, amortization and corporate expenses 10,607 116,835 101,577 30,873 340,076 295,705 Broadcasting income 5,922 65,238 66,593 23,012 253,474 127,259 Depreciation and amortization 821 9,047 8,904 2,428 26,742 28,795 Corporate, general and administrative expenses 297 3,271 3,187 862 9,498 9,474 Operating income 4,804 52,920 54,502 19,722 217,234 88,990 Comprehensive financing gain (cost): Interest expense (21) (228) (7,839) (856) (9,431) (24,487) Interest income (2) 13 146 1,296 58 636 1,578 Gain (loss) on foreign currency exchange, net 1 7 (53) 4 39 9,106 Gain (loss) on net monetary position (25) (280) 2,167 90 994 5,466 (32) (355) (4,429) (704) (7,762) (8,337) Other expenses, net (1,610) (17,731) (14,418) (3,723) (41,008) (35,942) Income (loss) before extraordinary item and provisions: 3,162 34,834 35,655 15,295 168,464 44,711 Extraordinary item 274 3,016 0 22,625 249,214 0 Income (loss) before provisions 3,436 37,850 35,655 37,920 417,678 44,711 Provisions for income tax & employee profit sharing 764 8,415 7,923 4,164 45,867 13,695 Net income (loss) 2,672 29,435 27,732 33,756 371,811 31,016 Net income (loss) applicable to: Majority interest 2,674 29,456 27,738 33,750 371,742 30,998 Minority interest (2) (21) (6) 6 69 18 2,672 29,435 27,732 33,756 371,811 31,016 Net income (loss) per Series A Share (3) 0.227 2.506 0.398 Net income (loss) per ADS (3) 2.043 22.554 3.582 Weighted average common shares outstanding (000's) (3) 162,520 162,601 (1) Peso amounts have been translated into U.S. dollars, solely for the convenience of the reader, at the rate of Ps. 11.0152 per U.S. dollar, the noon buying rate for Mexican pesos on September 30, 2006. (2) Broadcasting revenue for a particular period includes (as a reclassification of interest income) interest earned on funds received by the Company pursuant to advance sales of commercial air time to the extent that the underlying funds were earned by the Company during the period in question. Advances from advertisers are recognized as broadcasting revenue only when the corresponding commercial air time has been transmitted. Interest earned and treated as broadcasting revenue for the third quarter of 2006 and 2005 was Ps. 1,171,000 and Ps. 463,000, respectively. Interest earned and treated as broadcasting revenue for the nine months ended September 30, 2006 and 2005 was Ps. 2,943,000 and Ps. 1,598,000, respectively. (3) Earnings per share calculations are made for the last twelve months as of the date of the income statement, as required by the Mexican GRUPO RADIO CENTRO, S.A. DE C.V. CONSOLIDATED UNAUDITED BALANCE SHEETS as of September 30, 2006 and 2005 in Mexican Pesos ("Ps.") with purchasing power as of September 30, 2006 (figures in thousands of Ps. and U.S. dollars ("U.S. $")(1), except per Share and per ADS amounts) September 30, ------------------------------------------ 2006 --------------------------- 2005 U.S. $(1) Ps. Ps. ------------ ------------ ------------ ASSETS Current assets: Cash and temporary investments 10,091 111,157 146,328 Accounts receivable: Broadcasting, net 20,144 221,893 167,515 Other 924 10,178 5,577 Income taxes recoverable 0 0 0 21,068 232,071 173,092 Prepaid expenses 919 10,125 10,435 Total current assets 32,078 353,353 329,855 Property and equipment, net 42,053 463,221 490,358 Deferred charges, net 960 10,571 12,637 Excess of cost over book value of net assests of subsidiaries, net 71,150 783,734 775,838 Other assets 292 3,220 3,337 Total assets 146,533 1,614,099 1,612,025 LIABILITIES Current: Notes payable 0 0 58,668 Advances from customers 7,981 87,915 79,360 Suppliers and other accounts payable 4,161 45,836 47,386 Taxes payable 7,783 85,733 27,129 Reduction in Fixed Capital Stock Payable 4,548 50,097 0 Contingent liability 0 0 253,238 Total current liabilities 24,473 269,581 465,781 Long-Term: Notes payable 0 0 88,002 Reserve for labor liabilities 4,989 54,958 41,551 Deferred taxes 1,777 19,573 29,451 Total liabilities 31,239 344,112 624,785 SHAREHOLDERS' EQUITY Capital stock 96,845 1,066,765 1,189,604 Cumulative (deficit) earnings 23,393 257,681 (149,600) Reserve for repurchase of shares 3,713 40,900 42,402 Cumulative effect of deferred income taxes (9,128) (100,549) (100,549) Effects from labor liabilities (23) (258) 0 Surplus on restatement of capital 436 4,808 4,808 Minority interest 58 640 575 Total shareholders' equity 115,294 1,269,987 987,240 Total liabilities and stockholders' equity 146,533 1,614,099 1,612,025 (1) Peso amounts have been translated into U.S. dollars, solely for the convenience of the reader, at the rate of Ps. 11.0152 per U.S. dollar, the noon buying rate for Mexican pesos on September 30, 2006. IR Contacts: In Mexico, Pedro Beltran or Alfredo Azpeitia Grupo Radio Centro, S.A. de C.V. 5255-5728-4800, ext. 7018 aazpeitia@grc.com.mx In New York Maria Barona or Peter Majeski i-advize Corporate Communications, Inc. 1-212-406-3690 grc@advize.com.mx SOURCE Grupo Radio Centro, S.A. de C.V. -0- 10/23/2006 /CONTACT: Investors, in Mexico, Pedro Beltran or Alfredo Azpeitia, both of Grupo Radio Centro, S.A. de C.V., +011-5255-5728-4800, ext. 7018, or aazpeitia@grc.com.mx; or in New York, Maria Barona or Peter Majeski, both of i-advize Corporate Communications, Inc., +1-212-406-3690, or grc@advize.com.mx, for Grupo Radio Centro/ /Web site: http://www.radiocentro.com.mx / 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, thereunto duly authorized. Grupo Radio Centro, S.A. de C.V. (Registrant) Date: October 23, 2006 By: /s/ Pedro Beltran Nasr ------------------------- Name: Pedro Beltran Nasr Title: Chief Financial Officer