Clear Channel rolled out bonuses again in 2010


Business improved in 2010 and that meant bigger compensation packages for top executives at Clear Channel Communications. After a year of greatly reduced bonuses in 2009, they were pumped back up in 2010.

When things got tough in 2009 CEO Mark Mays took a cut in his base salary from $895K to $500K in 2009, as did his brother Randall, from $875K to $500K. Randall Mays was then CFO, but stepped down January 4, 2010. He remains as a director and Vice Chairman.

As noted in our story at the time, potential incentive bonuses were also slashed, but the year was so bad that the brothers ended up receiving only $236,670 each, down from $4.5 million each in 2008.

What a difference was seen in 2010. The base salary for Mark Mays automatically jumped to $1 million. As EBITDA shot back up he received an incentive bonus of more than $2.6 million. Additional compensation, including personal use of the company aircraft, was over $1.4 million. The incremental fair value of the put right which Mays exercised last August to sell 200,000 shares of stock back to the company added $5.97 million to his 2010 compensation reported to the SEC. All in all, his 2010 compensation total was pegged at $11,049,749, which was up 1,137% from the 2009 total of $893,332.

Now that he’s stepped down as CEO, continuing as Chairman, Mark Mays will see a much smaller paycheck this year. But then, he doesn’t have to show up at the office every day, either.

Of course, with no more day-to-day duties at the company, Randall Mays got no bonus in 2010, so his total compensation was $658,237, mostly from the $500K salary he still receives as Vice Chairman.

His CFO successor, Tom Casey, received total compensation of just over $5 million for 2010, including a $750K base salary, $1.3 million-plus incentive bonus, $650K discretionary bonus, stock options valued at nearly $1.2 million and nearly $1.2 million in “other compensation.” (That Gulfstream jet is not cheap to operate.)

Casey is currently one of two executives filling in as “Office of the Chief Executive Officer” until a new CEO is named. The other is General Counsel Robert Walls Jr., who joined the company the first day of 2010. His total compensation for 2010 was just under $3 million, including a base salary of just under $550K, an incentive bonus of over $1.2 million, a discretionary bonus of $600K, stock options valued at $489K and other compensation of $123K.

Clear Channel Radio CEO John Hogan had been the highest paid officer in 2009 and his compensation package more than tripled in 2010, from $1.1 million in 2009 to nearly $3.6 million in 2010. That included a base salary of over $825K, incentive bonus of over $1.6 million, discretionary bonus of $225K, $831K in options and other compensation of $51K.

Company founder and Chairman Emeritus Lowry Mays still has an employment contract with Clear Channel. He got an incentive bonus of $398K based on the company’s financial performance, in addition to his $250K base salary. Add in $223K of other compensation and his 2010 total was $871K.

All of the salary information is spelled out in the proxy for shareholders of Clear Channel’s parent company, CC Media Holdings, to vote at the company’s annual meeting on May 17th.

It’s pretty much a given that the 12 nominees for the board of directors, including Mark and Randall Mays, will be elected. They are among 10 to be elected by Bain Capital and Thomas H. Lee Partners, whose private equity funds own 72% of the company, with two others elected by holders of the publicly traded Class A stock – primarily Highfields Capital Management.

RBR-TVBR observation: Now we wait to see who will be hired as the new CEO. It looks to us like the company pays pretty well, so compensation shouldn’t be an obstacle to getting a heavy hitter to come onboard.