RHI Entertainment, Inc. - FORM 8-K - EX-99.2

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RHI Entertainment, Inc. Reports

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8-K - FORM 8-K - RHI Entertainment, Inc.	y04697e8vk.htm
EX-99.1 - EX-99.1 - RHI Entertainment, Inc.	y04697exv99w1.htm

Exhibit 99.2

UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF NEW YORK

CORPORATE MONTHLY OPERATING REPORT


		Document	Explanation
REQUIRED DOCUMENTS	Form No.	Attached	Attached
Schedule of Cash Receipts and Disbursements	MOR-1	X
Bank Reconciliation (or copies of debtor’s bank reconciliations	MOR-1 (CON’T)	X
Copies of bank statements		X
Cash disbursements journals			X
Statement of Operations	MOR-2	X
Balance Sheet	MOR-3	X
Status of Post-petition Taxes	MOR-4		X
Copies of IRS Form 6123 or payment receipt			X
Copies of tax returns filed during reporting period			X
Summary of Unpaid Post-petition Debts	MOR-4	X
Listing of Aged Accounts Payable		X
Accounts Receivable Reconciliation and Aging	MOR-5	X
Taxes Reconciliation and Aging	MOR-5		X
Payments to Insiders and Professional	MOR-6	X
Post Petition Status of Secured Notes, Leases Payable	MOR-6		X
Debtor Questionnaire	MOR-7	X

I declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the attached documents are true and correct to the best of my knowledge and belief.


/s/ Michael Scarpelli		Date: March 22, 2011

Michael Scarpelli
Executive Vice President, Finance

FORM MOR
2/2008
PAGE 1 OF 1


In re	RHI ENTERTAINMENT, INC., et al.	Case No.	10-16536 (Jointly Administered)
	Debtor	Reporting Period:	February 1, 2011 to February 28, 2011

SCHEDULE OF CASH RECEIPTS AND DISBURSEMENTS


	BANK ACCOUNTS
										CURRENT MONTH
										ACTUAL (TOTAL OF
ACCOUNT NUMBER (LAST 4)	OPER			PAYROLL			TAX	OTHER		ALL ACCOUNTS)
CASH FEBRUARY 1, 2011	$	9,328,428		$	434,778			$	693,839	$	10,457,045
RECEIPTS
CASH SALES											—
ACCOUNTS RECEIVABLE		2,211,264									2,211,264
INTERBANK TRANSFERS		2,402,089			788,004				153,604		3,343,697
SALE OF ASSETS											—
OTHER (ATTACH LIST)											—
TRANSFERS (FROM DIP ACCTS)											—
TOTAL RECEIPTS		4,613,353			788,004				153,604		5,554,961
DISBURSEMENTS
NET PAYROLL					396,883				5,267		402,151
PAYROLL TAXES					291,863						291,863
ACCOUNT SERVICE FEES					2,310						2,310
ASSIGNED RECEIVABLES											—
DEVELOPMENT COSTS		19,808									19,808
SECURED/ RENTAL/ LEASES		289,647									289,647
INSURANCE											—
HEALTH INSURANCE		1,972							90,100		92,072
ADMINISTRATIVE		259,375							34,474		293,849
SELLING		1,313,753									1,313,753
SALARIES		60,987			122,504						183,491
RESIDUALS											—
RESTRUCTURING		475,864									475,864
INTERBANK TRANSFERS		3,343,697									3,343,697
PROFESSIONAL FEES		67,291							962		68,253
RIGHTS BUY BACK											—
U.S. TRUSTEE QUARTERLY FEES											—
COURT COSTS											—
TOTAL DISBURSEMENTS		5,832,394			813,560				130,803		6,776,757

NET CASH FLOW (RECEIPTS LESS DISBURSEMENTS)		(1,219,040	)		(25,557	)			22,801		(1,221,796	)

CASH — FEBRUARY 28, 2011	$	8,109,387		$	409,222			$	716,640	$	9,235,249


*		COMPENSATION TO SOLE PROPRIETORS FOR SERVICES RENDERED TO BANKRUPTCY ESTATE

THE FOLLOWING SECTION MUST BE COMPLETED


TOTAL DISBURSEMENTS	$	6,776,757
LESS: TRANSFERS TO OTHER DEBTOR IN POSSESSION ACCOUNTS		(3,343,697	)
LESS: NON-DEBTOR DISBURSEMENTS (RHI ENTERTAINMENT LIMITED)		(28,253	)
PLUS: ESTATE DISBURSEMENTS MADE BY OUTSIDE SOURCES (i.e. from escrow accounts)
TOTAL DISBURSEMENTS FOR CALCULATING U.S. TRUSTEE QUARTERLY FEES	$	3,404,807

FORM MOR-1
2/2008
PAGE 1 OF 1

RHI ENTERTAINMENT, INC., AND RELATED CASES.


Case Number		Debtor	Disbursements:
	081-10-16536	RHI ENTERTAINMENT, INC.,	$	0.00
	081-10-16537	RHI ENTERTAINMENT, LLC	$	2,904,461.35
	081-10-16538	RHIE HOLDINGS INC.,	$	0.00
	081-10-16541	RHI ENTERTAINMENT HOLDINGS II,	$	0.00
	081-10-16549	RHI ENTERTAINMENT DISTRIBUTION	$	0.00
	081-10-16550	RHI INTERNATIONAL DISTRIBUTION	$	491,396.93
	081-10-16551	RHI ENTERTAINMENT PRODUCTIONS,	$	0.00
	081-10-16552	HE PRO TUNES, INC.,	$	0.00
	081-10-16553	HEGOA INC.,	$	0.00
	081-10-16554	HEP MUSIC, INC.	$	0.00
	081-10-16555	HEP SS MUSIC INC.,	$	0.00
	081-10-16556	DON QUIXOTE, INC.,	$	0.00
	081-10-16557	INDEPENDENT PROJECTS, INC.,	$	0.00
	081-10-16558	LIBRARY STORAGE, INC.,	$	8,948.70
	081-10-16560	METROPOLITAN PRODUCTIONS, INC.	$	0.00
	081-10-16561	NGP HOLDING, INC.,	$	0.00
	081-10-16562	SLB PRODUCTIONS, INC.,	$	0.00
		GRAND TOTALS:	$	3,404,806.98


In re	RHI ENTERTAINMENT, INC., et al.	Case No.	10-16536 (Jointly Administered)
	Debtor	Reporting Period:	February 1, 2011 to February 28, 2011

BANK RECONCILIATIONS


						February 28, 2011
						Outstanding
Debtor	Description	Bank	Acct	Balance per Bank		Cks/Cash on Hand		Balance per G/L
RHI Entertainment, LLC	Operating Account	Chase	314-006591	$	6,795,862	$	192,303	$	6,603,659
RHI Entertainment, LLC	LockBox Account	Chase	324-330332		—		—		—
RHI Entertainment, LLC	Performax	Chase	323-410537		155,126		—		155,126
RHI Entertainment, LLC	American Express CD	Amex Centurion Bank	10111508		400,000		—		400,000
RHI Entertainment, LLC	Petty Cash	Chase	304-671096		5,000		5,000		10,000
RHI Distribution, Inc.	Operating Account	Chase	304-689254		392,430		26,333		366,096
RHI Distribution, Inc.	LockBox	Chase	304-689211		—		—		—
RHI Distribution, Inc.	Phantom Racer	Chase	921-248589		135,576		—		135,576
RHI Entertainment, LLC	Payroll	Chase	323-047165		409,221		—		409,221
Library Storage, Inc.	Operating Account	Chase	799-760632		11,778		8,949		2,830
RHI Entertainment, Inc.	Operating Account	Chase	758-684120		1,137,802		—		1,137,802

								$	9,220,309

				Plus: Petty Cash				$	250
			Plus: Non-Debtor (RHI Entertainment Limited) Cash						14,690


				Cash per Balance Sheet at 2/28/11				$	9,235,249

Note:

All of the Debtor’s bank account reconciliations have been performed and are current. Copies of the reconciliations are available upon request.


In re	RHI ENTERTAINMENT, INC., et al.	Case No.	10-16536 (Jointly Administered)
	Debtor	Reporting Period:	February 1, 2011 to February 28, 2011

RHI Entertainment, Inc.
Statement of Operations
(Dollars in thousands)


	For the Month Ended			For the Two Months
	February 28, 2011			Ended February 28, 2011
Revenues
Production Revenue	$	—		$	—
Library Revenue		986			3,458

Total Revenue		986			3,458

Cost of Sales		708			2,207


Gross Profit		278			1,251

Other costs and expenses
Selling, general and administrative		1,643			5,437
Amortization of Intangible Assets		—			45


Loss from operations		(1,365	)		(4,231	)


Other expense:
Interest expense, net		85			153
Reorganization Items		(600	)		(1,022	)
Other expense, net		17			119


Loss before income taxes		(1,863	)		(4,981	)

Income tax benefit (expense)		(8	)		(20	)


Net Loss	$	(1,871	)	$	(5,001	)

FORM MOR-2
2/2008
PAGE 1 OF 1


In re	RHI ENTERTAINMENT, INC., et al.	Case No.	10-16536 (Jointly Administered)
	Debtor	Reporting Period:	February 1, 2011 to February 28, 2011

RHI Entertainment, Inc.
Balance Sheet
(Dollars in thousands)


	February 28, 2011
ASSETS:
Cash	$	9,235
Accounts receivable, net		27,165
Film production costs, net		445,776
Prepaid and other assets, net		13,536


TOTAL ASSETS	$	495,712


LIABILITIES:
LIABILITIES NOT SUBJECT TO COMPROMISE:
Accounts payable and accrued liabilities	$	1,823
Accrued film production costs		594
Deferred revenue		10,554


Total Liabilities not subject to compromise:		12,971



Total Liabilities subject to compromise:		824,954


TOTAL LIABILITIES	$	837,925


STOCKHOLDERS EQUITY:
Common Stock	$	234
APIC		54,942
Retained Earnings		(397,389	)


Total Stockholders Equity		(342,213	)


TOTAL LIABILITIES & STOCKHOLDERS’ EQUITY	$	495,712

FORM MOR-3
2/2008
PAGE 1 OF 1


In re	RHI ENTERTAINMENT, INC., et al.	Case No.	10-16536 (Jointly Administered)
	Debtor	Reporting Period:	February 1, 2011 to February 28, 2011

SUMMARY OF UNPAID POST-PETITION DEBTS

The Debtors have paid and are paying all undisputed postpetition taxes as they come due.

The Debtors have paid and are paying prepetition taxes in accordance with the Order Authorizing the Debtors to Remit and Pay Sales, Use, Franchise and Other Taxes and Certain Other Government Fees and Charges which was approved on February 7, 2011.


	Number of Days Past Due
	Current		0-30		31-60		61-90		Over 91		Total
Accounts Payable - 2/28/11	$	44,478	$	17,005	$	2,851	$	241	$	—	$	64,574

The Debtors are paying all undisputed amounts that come due on a postpetition basis in the ordinary course of business.

The Debtors have sufficient cash to pay their postpetition obligations in the ordinary course as they come due.

FORM MOR-4
2/2008
PAGE 1 OF 1


In re	RHI ENTERTAINMENT, INC., et al.	Case No.	10-16536 (Jointly Administered)
	Debtor	Reporting Period:	February 1, 2011 to February 28, 2011

ACCOUNTS RECEIVABLE RECONCILIATION AND AGING


Accounts Receivable Aging
Future (not yet due)	0-30 Days		31-60 Days		61-90 Days		91+ Days		Total
$ 35,924,897	$	83,712	$	1,662,622	$	4,174,411	$	1,786,450	$	43,632,092
Less Amount Considered Uncollectible										(14,020,721	)
Adjustment for Present Value and Foreign Currency Exchange										(2,446,384	)

Net Accounts per 2/28/11 balance sheet									$	27,164,987


In re	RHI ENTERTAINMENT, INC., et al.	Case No.	10-16536 (Jointly Administered)
	Debtor	Reporting Period:	February 1, 2011 to February 28, 2011

PAYMENTS TO INSIDERS AND PROFESSIONALS


PAYMENTS TO INSIDERS
NAME	TYPE OF PAYMENT	AMOUNT PAID		TOTAL PAID TO DATE
Block, Alan	Compensation	$	10,917	$	27,292
DeGrazia, Martin	Compensation		26,923		67,308
Halmi, Robert JR	Compensation		92,308		230,769
Halmi, Robert SR	Compensation		7,692		19,231
Hoberman, Henry	Compensation		53,846		134,615
Marando, Maria	Compensation		4,923		12,308
Ringler, Jeffrey	Compensation		18,462		46,154
Scarpelli, Michael	Compensation		26,923		67,308
Smith, Beverly J.	Compensation		4,687		11,718
vonGal, Peter	Compensation		67,308		168,269
Zapakin, Alan	Compensation		25,200		63,000
TOTAL PAYMENTS TO INSIDERS		$	339,188	$	847,971


PAYMENTS TO PROFESSIONALS
	DATE OF COURT
	ORDER
	AUTHORIZING						TOTAL INCURRED &
NAME	PAYMENT		AMOUNT PAID		TOTAL PAID TO DATE		UNPAID*
Morgan, Lewis & Bockius LLP		1/11/2011	$	212,443	$	379,692	$	—
Conway, DelGenio, Gries & Co LLC		1/11/2011		175,000		350,010		—
FTI Consulting		1/11/2011		64,942		115,642		—
Ropes & Gray		1/11/2011		23,479		23,479		—

TOTAL PAYMENTS TO PROFESSIONALS			$	475,864	$	868,824	$	—

In the schedule of payments to professionals, the Debtors have not included amounts paid to or incurred by Ordinary Course Professionals.

FORM MOR-6
2/2008
PAGE 1 OF 1


In re	RHI ENTERTAINMENT, INC., et al.	Case No.	10-16536 (Jointly Administered)
	Debtor	Reporting Period:	February 1, 2011 to February 28, 2011

DEBTOR QUESTIONNAIRE


	Must Be completed each month. If the answer to any of the questions is “Yes”, provide a detailed explanation
	of each item. Attach additional sheets if necessary.	Yes	No
1	Have any assets been sold or transferred outside the normal course of business this reporting period?	X*
2	Have any funds been disbursed from any account other than a debtor in possession account this reporting period?		X
3	Is the Debtor delinquent in the timely filing of any post-petition tax returns?		X
4	Are workers compensation, general liability or other necessary insurance coverages expired or cancelled, or has the debtor received notice of expiration or cancellation of such policies?		X
5	Is the Debtor delinquent in paying any insurance premium payment?		X
6	Have any payments been made on pre-petition liabilities this reporting period?	X**
7	Are any post petition receivables (accounts, notes or loans) due from related parties?		X
8	Are any post petition payroll taxes past due?		X
9	Are any post petition State or Federal income taxes past due?		X
10	Are any post petition real estate taxes past due?		X
11	Are any other post petition taxes past due?		X
12	Have any pre-petition taxes been paid during this reporting period?	X***
13	Are any amounts owed to post petition creditors delinquent?		X
14	Are any wage payments past due?		X
15	Have any post petition loans been been received by the Debtor from any party?		X
16	Is the Debtor delinquent in paying any U.S. Trustee fees?		X
17	Is the Debtor delinquent with any court ordered payments to attorneys or other professionals?		X
18	Have the owners or shareholders received any compensation outside of the normal course of business?		X


*		Pursuant to certain settlements and stipulations approved by the Bankruptcy Court, the Debtors have transferred certain property and rights related thereto to various third parties.

**		The Debtors made certain payments in connection with pre-petition amounts due to critical, foreign and priority vendors in accordance with the Final Order Granting the Debtors Authority to Pay and Honor Prepetition Claims of Certain Critical, Priority and Foreign Vendors and Granting Certain Related Relief, which was approved by the Bankruptcy Court on January 11, 2011

***		The Debtors have paid and are paying prepetition taxes in accordance with the Order Authorizing the Debtors to Remit and Pay Sales, Use, Franchise and Other Taxes and Certain Other Government Fees and Charges which was approved on January 11, 2011.

FORM MOR-7
2/2008
PAGE 1 OF 1

RHI ENTERTAINMENT, INC., et al.

Case No.

10-16536 (Jointly Administered)

Debtor

Reporting Period:

February 1, 2011 to February 28, 2011

Federal Tax I.D. #