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8-K - FORM 8K - Cinedigm Corp.form8k_1457769.htm
EXHIBIT 99.1
Cinedigm logo

FOR IMMEDIATE RELEASE

 
Cinedigm Digital Cinema Corp. Announces Continued Strong Operational and Financial
Performance in Fiscal 2011 Third Quarter
 
Third Quarter Revenue and Adjusted EBITDA Increase
7% and 19%, Respectively


Morristown, N.J. and Los Angeles, CA (February 8, 2011) Cinedigm Digital Cinema Corp.  (NASDAQ: CIDM), the global leader in the digital cinema industry, reported continued strong operational and financial performance in the fiscal third quarter and nine months ended December 31, 2010. Cinedigm also reported its first ever positive quarterly adjusted EBITDA from its non-deployment businesses, a key indicator of the success of the Company’s strategy to provide a complete line of complementary business and technology products and services to its customers.

Revenues for the third quarter were $21.1 million, representing a 7.2% increase from the prior year third quarter revenues of $19.7 million and an 11.6% increase from the sequential second quarter of fiscal 2011.

The Company posted Adjusted EBITDA1 (defined below) of $12.9 million, increasing 19.4% from $10.8 million in the prior year’s third quarter, and 24.4% sequentially from the fiscal 2011 second quarter. The net loss in the third quarter of ($4.2) million, or ($0.13) per share, represents a 35.5% improvement compared to the net loss of ($6.5) million, or ($0.23) per share, in the third quarter one year ago, and a dramatic improvement over the net loss of ($10.9) million or ($0.36) per share in the sequential second quarter of 2011.

For the first nine months of fiscal 2011, revenues increased 11.1% to $59.3 million, as compared to $53.4 million for the same period one year earlier. Adjusted EBITDA (defined below) for the year to date was $33.8 million, which is a 15.6% increase from the $29.2 million reported one year earlier. The net loss for the first nine months of the fiscal year was ($22.3) million or ($0.73) per share, which compares to a net loss of ($14.8) million or ($0.52) per share for the first nine months of the prior year. The net loss for the nine months ended December 31, 2010 included losses related to various non-cash items and discontinued operations of ($6.3) million, as compared to a net gain of $10.1 million in the prior year primarily related to a non-recurring gain on the extinguishment of note payable.
__________________________
 
 
 

 

Chris McGurk, Chairman and Chief Executive Officer of Cinedigm, commented, “We are extremely pleased with the favorable third quarter operational and financial performance at Cinedigm. The 604 Phase II digital system deployments in the third quarter and the 614 screens signed to Master License Agreements (MLA) in the third quarter and through today reflect our continued outstanding progress. Cinedigm has now deployed 1,402 digital systems to date in fiscal 2011 through its Phase II program, bringing our total number of deployed Phase II systems to 1,713 to date,” Mr. McGurk continued. ”Moreover, we have reached 2,983 total Phase 2 screens under MLAs and continue to aggressively work with the several thousand screens in our pipeline, indicating that outstanding growth in deployments will continue during the remaining 20 months of our deployment program.”

Cinedigm reported Adjusted EBITDA from its non-deployment businesses (excluding the Phase 1 and Phase 2 deployment segments) of $361,000 in the third quarter, as compared to ($1.3) million in the prior year period. For the first nine months of fiscal 2011, adjusted EBITDA from non-deployment businesses was ($287,000), representing a substantial improvement over the ($4.3) million one year earlier.

Adam M. Mizel, CFO and Chief Strategy Officer, added, “I am encouraged and excited by the operational progress of our non-deployment businesses. The third quarter marked the first positive Adjusted EBITDA quarter for the non-deployment businesses in Cinedigm’s history, and we expect this to continue in the future.  As we have consistently noted, each one thousand screens we deploy will add $2.0-$2.5 million of non-deployment EBITDA in the first twelve months through service fees, software license and maintenance fees, and delivery fees.”

 “In addition, we are expanding our software business with a recently completed multi-year international software license and maintenance transaction in India as well as several new international pilots underway.  These new opportunities are a validation of our strategy to leverage our proven digital cinema platform and will further accelerate our growth,” Mr. Mizel noted.

 “Finally, we are making significant progress in our content businesses,” Mr. McGurk concluded. ”Our recently completed Mount St. Elias action movie release in partnership with Red Bull, the YuGiOh 3D release we are supporting with 4Kids Entertainment and the Memento re-release with Exclusive Media are all examples of the powerful marketing and programming opportunities that exist for content distribution on our platform supported by global brands. We expect to seek other similar partnerships in the future as our project pipeline and distribution platform continue to expand.  Since joining Cinedigm one month ago, I have been pleased by the breadth and seriousness of our content distribution discussions as well as the keen interest of the entertainment community in our expanding digital platform. Our solid financial results, the continued acceleration of our deployment program, and our growing new business pipeline will provide a strong foundation for material progress in all business lines in the weeks and months ahead.”

 
 

 
CONFERENCE CALL NOTIFICATION
Cinedigm Digital Cinema Corp. (NASDAQ: CIDM) will hold a conference call and simultaneous webcast on Tuesday, February 8, 2011, to announce its financial results for the third quarter ended December 31, 2010. The call will begin at 9:00 a.m. EST.

To participate in the conference call, please dial 877.754.5303 or 678.894.3030 at least five minutes prior to the start of the call. No passcode is required. An audio webcast of the call will be accessible at http://investor.cinedigm.com/events.cfm. Those who wish to listen to the conference call on the web should visit the Investor Relations section of the company's website at least 15 minutes prior to the event's broadcast. Then, follow the instructions provided to ensure that the necessary audio applications are downloaded and installed. These programs can be obtained at no charge.

A replay of the call will be available after 12:00 p.m. EST at 800.642.1687 or 706.645.9291, conference ID 39837982. The replay will be accessible through 11:59 pm EST on February 15.

About Cinedigm
Cinedigm Digital Cinema is the leader in transforming movie theaters into digital and networked entertainment centers, providing a higher quality theatrical experience and expanded content options for audiences across North America. With their proprietary technology and software, Cinedigm's digital conversions enable theatres to run unique alternative content programming, including LIVE 2D & 3D sports & concerts, independent films, LIVE Q&As with cast members, branded entertainment and much more. Recent releases by Cinedigm include the ground-breaking, worldwide LIVE 3D broadcast of the FIFA World Cup Championship, the BCS Championship in LIVE 3D, the Dave Matthews Band 3D concerts and the sold out 3D PHISH concerts. Cinedigm(TM) and Cinedigm Digital Cinema Corp.(TM) are trademarks of Cinedigm Digital Cinema Corp www.cinedigm.com [CIDM-G]

Safe Harbor Statement
Investors and readers are cautioned that certain statements contained in this document, as well as some statements in periodic press releases and some oral statements of Cinedigm officials during presentations about Cinedigm, along with Cinedigm's filings with the Securities and Exchange Commission, including Cinedigm's registration statements, quarterly reports on Form 10-Q and annual report on Form 10-K, are "forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995 (the "Act”).  Forward-looking statements include statements that are predictive in nature, which depend upon or refer to future events or conditions, which include words such as "expects,” "anticipates,” "intends,” "plans,” “could,” “might,” "believes,” “seeks,” "estimates” or similar expressions.  In addition, any statements concerning future financial performance (including future revenues, earnings or growth rates), ongoing business strategies or prospects, and possible future actions, which may be provided by Cinedigm’s management, are also forward-looking statements as defined by the Act.  Forward-looking statements are based on current expectations and projections about future events and are subject to various risks, uncertainties and assumptions about Cinedigm, its technology, economic and market factors and the industries in which Cinedigm does business, among other things.  These statements are not guarantees of future performance and Cinedigm undertakes no specific obligation or intention to update these statements after the date of this release.

1 Adjusted EBITDA is defined by the Company to be earnings before interest, taxes, depreciation and amortization, other income (expense), net, stock-based compensation and non-recurring items.   Pursuant to the requirements of Regulation G, the Company has provided a reconciliation in the tables attached to this release of Adjusted EBITDA to U.S. GAAP net income (loss). The Company calculated and communicated Adjusted EBITDA in the tables because the Company's management believes it is of importance to investors and lenders by providing additional information with respect to the performance of its fundamental business activities.  The Company's calculation of Adjusted EBITDA may or may not be consistent with the calculation of this measure by other companies in the same industry. Investors should not view Adjusted EBITDA as an alternative to the U.S. GAAP operating measure of net income (loss). In addition, Adjusted EBITDA does not take into account changes in certain assets and liabilities as well as interest and income taxes that can affect cash flows.  Management does not intend the presentation of these non-
 
 

 
GAAP measures to be considered in isolation or as a substitute for results prepared in accordance with U.S. GAAP. These non-GAAP measures should be read only in conjunction with the Company's consolidated financial statements prepared in accordance with U.S. GAAP.
# # #

Adam M. Mizel
Cinedigm Digital Cinema
(973) 290.0080
amizel@cinedigm.com

David Walke
Investor Relations for Cinedigm
(973) 290-9980 ext. 175
davidwalke1@gmail.com





 
 

 
 
 

 
 

CINEDIGM DIGITAL CINEMA CORP.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except for share and per share data)
(Unaudited)

 
   
For the Three Months Ended
December 31,
 
For the Nine Months Ended
December 31,
   
2010
 
2009
 
2010
 
2009
Revenues
 
$
21,100
   
$
19,680
   
$
59,349
   
$
53,426
 
Costs and Expenses:
               
Direct operating (exclusive of depreciation and
amortization shown below)
 
4,188
   
4,896
   
13,430
   
12,689
 
Selling, general and administrative
 
4,526
   
4,280
   
15,003
   
12,500
 
Provision for doubtful accounts
 
103
   
144
   
435
   
408
 
Research and development
 
80
   
59
   
242
   
182
 
Depreciation and amortization of property and
equipment
 
8,747
   
8,103
   
25,201
   
24,167
 
Amortization of intangible assets
 
723
   
740
   
2,166
   
2,253
 
Total operating expenses
 
18,367
   
18,222
   
56,477
   
52,199
 
Income from operations
 
2,733
   
1,458
   
2,872
   
1,227
 
 
   Interest income
 
34
   
101
   
140
   
236
 
Interest expense
 
(6,809
)
 
(9,004
)
 
(20,287
)
 
(24,824
)
(Loss) gain on extinguishment of note payable
 
   
   
(4,448
)
 
10,744
 
Other expense, net
 
(138
)
 
(106
)
 
(454
)
 
(407
)
Change in fair value of interest rate swap
 
318
   
853
   
(1,127
)
 
2,076
 
Change in fair value of warrant liability
 
   
613
   
3,142
   
(2,963
)
Net loss from continuing operations
 
(3,862
)
 
(6,085
)
 
(20,162
)
 
(13,911
)
 
Loss from discontinued operations
 
(218
)
 
(299
)
 
(1,812
)
 
(637
)
Net loss
 
(4,080
)
 
(6,384
)
 
(21,974
)
 
(14,548
)
Preferred stock dividends
 
(100
)
 
(100
)
 
(305
)
 
(300
)
Net loss attributable to common stockholders
 
$
(4,180
)
 
$
(6,484
)
 
$
(22,279
)
 
$
(14,848
)
Net loss per Class A and Class B common share -
basic and diluted
               
Loss from continuing operations
 
$
(0.12
)
 
$
(0.22
)
 
$
(0.67
)
 
$
(0.49
)
Loss from discontinued operations
 
(0.01
)
 
(0.01
)
 
(0.06
)
 
(0.03
)
   
$
(0.13
)
 
$
(0.23
)
 
$
(0.73
)
 
$
(0.52
)
Weighted average number of Class A and Class B
common shares outstanding: Basic and diluted
 
31,330,641
   
28,766,686
   
30,352,078
   
28,572,727
 

 

 
 
 

 
 

Cinedigm Digital Cinema Corp.
Adjusted EBITDA (as defined)
Reconciliation to GAAP Net Income
(In thousands)
(Unaudited)
 
   
For the Three Months Ended
December 31,
 
For the Nine Months Ended
December 31,
   
2010
 
2009
 
2010
 
2009
Net loss from continuing operations
 
$
(3,862
)
 
$
(6,085
)
 
$
(20,162
)
 
$
(13,911
)
Add Back:
               
Amortization of software development
 
199
   
163
   
571
   
486
 
Depreciation and amortization of property and
equipment
 
8,747
   
8,103
   
25,201
   
24,167
 
Amortization of intangible assets
 
723
   
740
   
2,166
   
2,253
 
Interest income
 
(34
)
 
(101
)
 
(140
)
 
(236
)
Interest expense
 
6,809
   
9,004
   
20,287
   
24,824
 
Extinguishment of note payable
 
   
   
4,448
   
(10,744
)
Other expense, net
 
138
   
106
   
454
   
407
 
Change in fair value of interest rate swap
 
(318
)
 
(853
)
 
1,127
   
(2,076
)
Change in fair value of warrants
 
   
(613
)
 
(3,142
)
 
2,963
 
Stock-based expenses
 
104
   
   
104
   
 
Stock-based compensation
 
306
   
342
   
1,670
   
1,102
 
       Non-recurring CEO transition expenses
 
85
   
   
1,226
   
 
Adjusted EBITDA (as defined)
 
$
12,897
   
$
10,806
   
$
33,810
   
$
29,235
 
 
 
               
Adjustments related to the Phase I and Phase II
Deployments:
               
Depreciation and amortization of property and
equipment
 
(8,076
)
 
(7,437
)
 
(23,137
)
 
(22,159
)
Amortization of intangible assets
 
(12
)
 
(11
)
 
(35
)
 
(34
)
Stock-based compensation
 
   
(40
)
 
   
(114
)
    Income from operations
 
(5,716
)
 
(5,049
)
 
(14,485
)
 
(11,692
)
Intersegment services fees earned (1)
 
1,268
   
430
   
3,560
   
430
 
Adjusted EBITDA from non-deployment Phase I and
Phase II businesses
 
$
361
   
$
(1,301
)
 
$
(287
)
 
$
(4,334
)

 
 
        (1) Intersegment revenues of the Services segment represent service fees earned from the Phase I and Phase II Deployments.
 
 
 
 
 
 
 
 


 
 
 

 
 
 
 
CINEDIGM DIGITAL CINEMA CORP.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except for share data)

 
 
 
December 31,
2010
 
March 31,
2010
ASSETS
(Unaudited)
   
Current assets
     
Cash and cash equivalents
$
9,036
 
$
9,094
 
Restricted available-for-sale investments
7,804
 
5,927
 
Accounts receivable, net
19,454
 
13,265
 
Deferred costs, current portion
2,776
 
3,046
 
Unbilled revenue, current portion
5,094
 
4,335
 
Prepaid and other current assets
925
 
1,320
 
Note receivable, current portion
396
 
737
 
Assets held for sale
5,424
 
8,231
 
Total current assets
50,909
 
45,955
 
Restricted available-for-sale investments
 
2,004
 
Restricted cash
6,014
 
7,168
 
Security deposits
178
 
254
 
Property and equipment, net
223,010
 
215,601
 
Intangible assets, net
5,585
 
7,719
 
Capitalized software costs, net
3,651
 
3,831
 
Goodwill
5,874
 
5,874
 
Deferred costs, net of current portion
8,032
 
6,763
 
Unbilled revenue, net of current portion
877
 
964
 
Note receivable, net of current portion
1,475
 
816
 
Accounts receivable, net of current portion
198
 
198
 
Total assets
$
305,803
 
$
297,147
 

 

 
 
 

 
 

CINEDIGM DIGITAL CINEMA CORP.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except for share data)
(continued)


 
   
December 31,
2010
 
March 31,
2010
LIABILITIES AND STOCKHOLDERS’ EQUITY
 
(Unaudited)
   
Current liabilities
       
Accounts payable and accrued expenses
 
$
7,033
   
$
7,761
 
Current portion of notes payable, non-recourse
 
26,884
   
26,508
 
Current portion of notes payable
 
174
   
185
 
Current portion of capital leases
 
50
   
126
 
Current portion of deferred revenue
 
5,087
   
5,881
 
Current portion of customer security deposits
 
60
   
12
 
Liabilities as part of held for sale assets
 
5,871
   
6,315
 
Total current liabilities
 
45,159
   
46,788
 
Notes payable, non-recourse, net of current portion
 
170,114
   
146,793
 
Notes payable, net of current portion
 
75,981
   
69,669
 
Capital leases, net of current portion
 
28
   
38
 
Warrant liability
 
   
19,195
 
Interest rate swap
 
1,773
   
1,535
 
Deferred revenue, net of current portion
 
4,183
   
1,828
 
Customer security deposits, net of current portion
 
9
   
9
 
Total liabilities
 
297,247
   
285,855
 
Commitments and contingencies (see Note 7)
       
Stockholders’ Equity
       
Preferred stock, 15,000,000 shares authorized;
 Series A 10% - $0.001 par value per share; 20 shares
authorized; 8 shares issued and outstanding at December 31, 2010
and March 31, 2010, respectively. Liquidation
preference $4,050
 
3,664
   
3,583
 
Class A common stock, $0.001 par value per share; 75,000,000
shares authorized; 31,481,727 and 28,084,315 shares issued
and 31,430,287 and 28,032,875 shares outstanding at December
31, 2010 and March 31, 2010, respectively
 
31
   
28
 
Class B common stock, $0.001 par value per share; 15,000,000
shares authorized; 100,000 and 733,811 shares issued and
outstanding, at December 31, 2010 and March 31, 2010,
respectively
 
   
1
 
Additional paid-in capital
 
195,418
   
175,937
 
Treasury stock, at cost; 51,440 Class A shares
 
(172
)
 
(172
)
Accumulated deficit
 
(190,297
)
 
(168,018
)
Accumulated other comprehensive loss
 
(88
)
 
(67
)
Total stockholders’ equity
 
8,556
   
11,292
 
Total liabilities and stockholders’ equity
 
$
305,803
   
$
297,147