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8-K - FORM 8-K - IMAGE ENTERTAINMENT INC | c94650e8vk.htm |
EX-3.1 - EXHIBIT 3.1 - IMAGE ENTERTAINMENT INC | c94650exv3w1.htm |
EX-3.2 - EXHIBIT 3.2 - IMAGE ENTERTAINMENT INC | c94650exv3w2.htm |
EX-99.1 - EXHIBIT 99.1 - IMAGE ENTERTAINMENT INC | c94650exv99w1.htm |
EX-10.4 - EXHIBIT 10.4 - IMAGE ENTERTAINMENT INC | c94650exv10w4.htm |
EX-99.2 - EXHIBIT 99.2 - IMAGE ENTERTAINMENT INC | c94650exv99w2.htm |
EX-10.6 - EXHIBIT 10.6 - IMAGE ENTERTAINMENT INC | c94650exv10w6.htm |
EX-99.4 - EXHIBIT 99.4 - IMAGE ENTERTAINMENT INC | c94650exv99w4.htm |
EX-10.5 - EXHIBIT 10.5 - IMAGE ENTERTAINMENT INC | c94650exv10w5.htm |
Exhibit 99.3
IMAGE ENTERTAINMENT
ANNOUNCES NEW MANAGEMENT TEAM
ANNOUNCES NEW MANAGEMENT TEAM
Aggressive Acquisitions to Mark New Beginning
For Renowned Media Company
For Renowned Media Company
CHATSWORTH, Calif., January 12, 2010 Image Entertainment, Inc. (NASDAQ: DISK), one of the
largest independent home entertainment distributors in North America and a leading pioneer of the
multi-billion dollar optical disc industry, proudly announces a new chapter with the close of the
previously announced sale of preferred stock to JH Partners. In connection with the closing, the
company unveils its new management team consisting of corporate entertainment veterans Ted Green,
John Avagliano and award-winning producer John Hyde. The announcement was made today at the
companys Chatsworth headquarters.
Today marks an entirely new day for Image Entertainment, remarked Green, Chairman and CEO of
Image. Image is a name that has meant quality not only in content, but in presentation. While the
new media marketplace poses great challenges for any home entertainment programmer, our goal is to
strengthen Image Entertainments name while remaining synonymous with great product. We expect to
be very active in the acquisition of rights and companies.
Green will serve as Chairman/CEO with Hyde as Vice Chairman and Avagliano taking the role of Chief
Operating Officer/Chief Financial Officer. In addition to Mr. Green, the other members of the new
board of directors of Image after the sale of preferred stock include Patrick Collins and Michael
John, both of JH Partners. All members of the Image board prior to the close of the sale of
preferred stock resigned effective immediately after the close. The company will immediately and
aggressively pursue acquisition of global media content for exploitation in the packaged media,
digital and mobile markets.
We are excited to partner with an experienced and proven management team and feel confident that
the combination of their strategic vision and an improved balance sheet will afford impressive
growth opportunities for Image, commented Patrick M. Collins, JH Partners.
We are looking forward to maximizing our various different individual strengths with Image,
stated Hyde, Vice Chairman. Each of us brings a different set of industry skills and
relationships to this venture and we are confident that we can expand on the rich history that is
Image Entertainment.
In the past, Image has focused primarily on content acquisition and distribution for the North
American market, said Avagliano, COO/CFO. We plan to build a strong international presence for
the company as well.
Ted Greens accomplishments within the entertainment industry reach back three decades, covering
music and home entertainment. From 2007 to 2009, Mr. Green was chairman of publicly traded TM
Entertainment and Media, an Amex traded company that merged in October 2009 with ChinaMedia
Express. From 2003 to 2006, Mr. Green was CEO and Co-Owner of independent home media label Anchor
Bay Entertainment, which at that time was a subsidiary of IDT Entertainment. From 1992 to 2000, Mr.
Green was the founder and President of Sony Wonder, the division of Sony BMG Music Entertainment
responsible for the production and distribution of media geared toward youthful audiences and also
for all home video distribution. Greens resume includes management positions at such renowned
media companies as CBS Records, Polygram Records and ATCO.
John Hyde is an award winning television and motion picture producer whose long list of credits
include such successful television titles as The Simpsons, King Of The Hill, the animated
Hellboy, and Masters Of Horror, as well as many motion picture titles including The Neverending
Story, Short Circuit and the award-winning Das Boot. Most recently, Hyde is in development at
Disney with Flight Of The Navigator 2 and at The Weinstein Company with Short Circuit 3. Hyde also
is currently Vice Chairman at The Jim Henson Company and previously from 2006 to 2007 Chief
Operating Officer at Starz Media, as well as from 2003 to 2006 Chief Operating Officer of IDT
Entertainment, CEO of IDT Productions from 2003 to 2006, and from 1999 to 2006 CEO of Film Roman,
the animation company behind the wildly successful The Simpsons.
John Avagliano is currently President of Britannia Holdings, providing strategic and financial
management services to the film, video and apparel industries. Clients have included Live Nation
Entertainment, Ticketmaster Entertainment, Palm Pictures, GTCR, CAK Entertainment and Pacific
Connections. Prior to Britannia, Avagliano held senior level finance management positions at Warner
Music Group, where he served as Senior Vice President of Financial Operations and Shared Services;
Warner Home Entertainment, where he served as Chief Financial Officer; Polygram Records, where he
served as Vice President of Finance for audio, video and merchandise distribution in the United
States; and Avon Products.
Pali Capital, Inc. acted as financial advisor to JH Partners and the management team on this
transaction. Houlihan Lokey served as financial advisors to Image Entertainment.
About Image Entertainment:
Image Entertainment, Inc. is a leading independent licensee and distributor of entertainment
programming in North America, with approximately 3,200 exclusive DVD titles and approximately 340
exclusive CD titles in domestic release and approximately 400 programs internationally via
sublicense agreements. For many of its titles, the Company has exclusive audio and broadcast
rights and, through its subsidiary, Egami Media, Inc. has digital download rights to approximately
2,000 video programs and over 300 audio titles containing more than 5,100 individual tracks. The
Company is headquartered in Chatsworth, California. For more information about Image
Entertainment, Inc., please go to www.image-entertainment.com.
About JH Partners:
JH Partners is a San Francisco-based private equity firm focused on building sustainable, long-term
equity value in consumer and marketing-driven growth companies.
JH Partners professionals work closely with the management teams of partner companies, providing
strategic, operating and financial guidance to facilitate the growth and success of these companies
and to provide meaningful returns to investment and management partners. JH Partners relationships
with management are long-term in nature, which enables JHP to provide close collaboration over a
range of strategic issues.
The principals of JH Partners have invested, on behalf of themselves and their co-investors,
approximately $600 million and are currently investing a $390 million fund raised in 2008. JH
Partners principals consistently commit significant amounts of personal capital to JHP investments
and view themselves as co-investors, not money managers.
Forward-Looking Statements:
This press release includes forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995 relating to, among other things, its acquisition strategy. These
statements may be identified by the use of words such as will, may, estimate, expect,
intend, plan, believe, and other terms of similar meaning in connection with any discussion
of future operating or financial performance or other events or developments. All forward-looking
statements are based on managements current expectations and involve inherent risks and
uncertainties, including factors that could delay, divert or change any of them, and could cause
actual outcomes and results to differ materially from current expectations.
These factors include, but are not limited to, (a) the Companys ability to continue as a going
concern, (b) the Companys ability to service its principal and interest obligations on its
outstanding debt or otherwise renegotiate or refinance such outstanding debt, which renegotiation
may not be successful and refinancing may not be available on acceptable terms, if at all, which
may trigger defaults under its other debt agreements, create liquidity issues, potentially force
the Company to file for protection from its creditors under Chapter 11 of the U.S. Bankruptcy Code
and prevent the Company from continuing as a going concern, (c) the Companys limited funds and the
Companys inability to raise additional funds on acceptable terms or at all, (d) the Companys
ability to borrow against the Companys revolving line of credit, (e) the Companys ability to
secure media content on acceptable terms, (f) the Companys DVD manufacturer continuing to
manufacture and fulfill orders to Company customers while the Company is past due on its payables
to such manufacturer, (g) the ability of the Company to successfully appeal the delisting
determination issued by the Staff of The Nasdaq Stock Market on December 15, 2009 and the ability
of the Companys common stock to continue trading on The Nasdaq Stock Market, (h) the performance
of business partners upon whom the Company depends upon, (i) changes in the retail DVD and digital
media and entertainment industries, (j) changing public and consumer taste and changes in customer
spending patterns, (k) decreasing retail shelf space for the Companys industry, (l) further sales
or dilution of the Companys equity, which may adversely affect the market price of the Companys
common stock, (m) changes in the Companys business plan, (n) heightened competition, including
with respect to pricing, entry of new competitors, the development of new products by new and
existing competitors, (o) changes in general economic conditions, including the performance of
financial markets and interest rates, (p) difficult, adverse and volatile conditions in the global
and
domestic capital and credit markets, (q) claims that the Company infringed other parties
intellectual property, (r) changes in accounting standards, practices or policies, and (s) adverse
results or other consequences from litigation, arbitration or regulatory investigations.
For further details and a discussion of these and other risks and uncertainties, see
Forward-Looking Statements and Risk Factors in the Companys most recent Annual Report on Form
10-K, and the Companys most recent Quarterly Reports on Form 10-Q. Many of the factors that will
determine the outcome of the subject matter of this press release are beyond Image Entertainments
ability to control or predict. Actual results may differ materially from managements
expectations. Unless otherwise required by law, the Company undertakes no obligation to publicly
update any forward-looking statement, whether as a result of new information, future events or
otherwise.
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