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| 8-K - FORM 8K - Cinedigm Corp. | form8k_1577920.htm |
Exhibit 99.1
Cinedigm Announces First Quarter Fiscal Year 2013 Financial Results
|
• Consolidated revenues up 15.9% year-over-year to $20.9 million
• Successful integration and early outperformance of the New Video acquisition
|
Los Angeles, CA, August 14, 2012 – Cinedigm Digital Cinema Corp. (NASDAQ: CIDM), the global leader in the digital cinema industry, today announced financial results for the first quarter fiscal 2013 ended June 30, 2012.
Revenues for the first quarter of fiscal 2013 were $20.9 million, a 15.9% increase from $18.0 million in the first quarter a year ago. The increase in revenues was primarily the result of the New Video acquisition, with non-deployment revenues almost doubling year-over-year to $6.9 million from $3.5 million, as well as growth in the digital cinema software and servicing units. This increase was partially offset by an expected year-over-year decline in the Company's deployment business virtual print fee revenues due to shifting movie release timing. Pro forma non-deployment revenues, including New Video in both periods and intersegment deployment service fees, increased by 5.6% year-over-year.
In the first quarter of fiscal 2013, Adjusted EBITDA (1) from continuing operations totaled $13.5 million, consistent with $13.6 million in the year-ago period. Excluding the Company’s deployment business, Adjusted EBITDA from continuing operations was $0.8 million, unchanged from the same period a year ago. Increased performance of the digital cinema service unit was partially offset by timing delays in new software sales, software revenue recognition and shifting movie release timing in our content unit. As a result of the New Video acquisition, this was also the first quarter in which acquisition and marketing costs associated with movie releases were recorded in advance of recognizing the corresponding distribution revenues expected in subsequent quarters. The total Adjusted EBITDA impact from release expenses in the quarter was approximately ($0.3) million.
Net loss from continuing operations in the first quarter of fiscal 2013 was $4.9 million, or $0.11 per share. The first quarter 2013 was impacted by transaction and transition costs associated with the New Video acquisition, including approximately $1.3 million in one-time M&A expenses. Excluding the M&A expenses, net loss from continuing operations in the first quarter of fiscal 2013 was $3.6 million, or $0.08 per share. This compares to a net loss from continuing operations of $4.0 million, or $0.12 per share in the comparable prior year period.
During the quarter, the Company released the high profile documentary, The Invisible War, to glowing reviews and significant awareness from the mainstream media to the floors of Congress. The Company also released the mixed martial arts documentary, Like Water, based on the life of UFC champion Anderson Silva. Based on pre-sales of ancillary distribution rights and early release results, the Company expects both releases to be profitable.
“As we have discussed in the past, fiscal year 2013 will be a year of both investment and growth, which was demonstrated in our fiscal first quarter,” said Chris McGurk, Cinedigm’s Chairman and Chief Executive Officer. “We are extremely pleased with the integration and performance of New Video and believe this strategic and accretive acquisition positions Cinedigm well to deliver growth in the content
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distribution business. As always, we remain focused on profitably growing the entire business and making additional strategic investments to drive shareholder returns in fiscal year 2013 and beyond.”
“We are pleased with our solid double-digit consolidated revenue growth this quarter and we are excited by the very rapid growth in our high margin digital home entertainment distribution revenues,” said Adam Mizel, the Company's Chief Operating Officer and CFO. “We continue to complete Phase 2 deployments as we installed 644 systems in the quarter. As of June 30 we had 660 screens in our backlog to be installed and a busy new sales pipeline. We believe there is a good possibility that the installation deadline will be extended to the end of the calendar year. Although the quarterly timing of software deployments and revenue recognition are somewhat unpredictable, we completed one of our three externally delayed software projects this quarter and our sales pipeline remains robust. Our solid operational performance has enabled us to continue to strengthen our balance sheet by improving our liquidity and reducing our non-recourse debt by in excess of $14.0 million during the quarter.”
Fiscal 2013 Outlook
The Company is reaffirming its fiscal 2013 guidance and expects consolidated GAAP revenues including its deployment units of $91-$97 million, and consolidated Adjusted EBITDA of $57-$59 million in Fiscal 2013.
The Company is also reaffirming that it expects Fiscal 2013 Adjusted EBITDA from non-deployment operations of $11.2-$12.7 million, prior to the $4.5-$5.0 million of GAAP expense impact from 8-10 movie acquisitions and additional library acquisitions. Net of the GAAP expense impact, the Company expects to produce reported Adjusted EBITDA from non-deployment operations for Fiscal 2013 of $6.7-$7.7 million. The Company expects its portfolio of movie distribution rights to produce a strong and accretive return on investment (ROI).
(1) Adjusted EBITDA is defined by the Company for the periods presented to be earnings before interest, taxes, depreciation and amortization, other income, net, stock-based expenses and compensation, merger and acquisition costs, and certain other 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.
Conference Call
Cinedigm will host a conference call to discuss its financial results at 4:30 p.m. EDT on August 14, 2012. The conference call can be accessed by dialing (877) 754-5303 or for international callers by dialing (678) 894-3030 at least five minutes prior to the start of the call. No passcode is required. The earnings call and accompanying slides will also be broadcast live over the Internet and can be accessed on the Investor Relations section of the Company’s Web site at http://investor.cinedigm.com/events.cfm. To listen to the live webcast, please visit the site prior to the start of the call in order to register, download and install any necessary audio software.
For those unable to participate during the live broadcast, a replay will be available beginning August 14, 2012 at 5:30 p.m. EDT, through August 21, 2012 at 11:59 p.m. EDT. To access the replay, dial (800) 585-8367 (U.S.) or (404) 537-3406 (International) and use passcode: 15481861.
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About Cinedigm
Cinedigm Digital Cinema Corp. is a leader in providing the services, experience, technology and content critical to transforming movie theaters into digital and networked entertainment centers. The Company partners with Hollywood movie studios, independent movie distributors, and exhibitors to bring movies in digital cinema format to audiences across the country. Cinedigm's digital cinema deployment organization, state of the art distributor and exhibition software, and marketing and distribution platform for alternative content and independent films are a cornerstone of the digital cinema transformation. With the April acquisition of New Video, the world's largest aggregator of independent digital content and leading distributor of quality entertainment, CIDM has created a new full service end-to-end digital studio, enabling the Company to acquire and distribute independent films and specialty content both theatrically and via digital, mobile and home media platforms. Cinedigm™ and Cinedigm Digital Cinema Corp™ are trademarks of Cinedigm Digital Cinema Corp www.cinedigm.com. [CIDM-E]
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.
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CINEDIGM DIGITAL CINEMA CORP.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except for share and per share data)
|
June 30, 2012
|
March 31, 2012
|
|||||
|
ASSETS
|
(Unaudited)
|
|||||
|
Current assets
|
||||||
|
Cash and cash equivalents
|
$
|
19,512
|
$
|
17,843
|
||
|
Restricted available-for-sale investments
|
—
|
9,477
|
||||
|
Accounts receivable, net
|
31,905
|
24,502
|
||||
|
Deferred costs, current portion
|
2,199
|
2,228
|
||||
|
Unbilled revenue, current portion
|
8,865
|
7,510
|
||||
|
Prepaid and other current assets
|
4,041
|
1,121
|
||||
|
Note receivable, current portion
|
658
|
498
|
||||
|
Assets held for sale
|
—
|
214
|
||||
|
Total current assets
|
67,180
|
63,393
|
||||
|
Restricted cash
|
5,751
|
5,751
|
||||
|
Security deposits
|
241
|
207
|
||||
|
Property and equipment, net
|
194,203
|
200,974
|
||||
|
Intangible assets, net
|
15,381
|
466
|
||||
|
Capitalized software costs, net
|
5,682
|
5,156
|
||||
|
Goodwill
|
7,101
|
5,765
|
||||
|
Deferred costs, net of current portion
|
4,567
|
5,080
|
||||
|
Unbilled revenue, net of current portion
|
574
|
617
|
||||
|
Accounts receivable, long-term
|
943
|
773
|
||||
|
Note receivable, net of current portion
|
486
|
465
|
||||
|
Investment in non-consolidated entity, net
|
1,521
|
1,490
|
||||
|
Total assets
|
$
|
303,630
|
$
|
290,137
|
||
4
CINEDIGM DIGITAL CINEMA CORP.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except for share and per share data)
(continued)
|
June 30, 2012
|
March 31, 2012
|
|||||||
|
LIABILITIES AND STOCKHOLDERS’ DEFICIT
|
(Unaudited)
|
|||||||
|
Current liabilities
|
||||||||
|
Accounts payable and accrued expenses
|
$
|
33,475
|
$
|
20,854
|
||||
|
Current portion of notes payable, non-recourse
|
32,180
|
35,644
|
||||||
|
Current portion of capital leases
|
199
|
186
|
||||||
|
Current portion of deferred revenue
|
3,184
|
3,677
|
||||||
|
Current portion of contingent consideration for business combination
|
750
|
—
|
||||||
|
Liabilities as part of assets held for sale
|
—
|
75
|
||||||
|
Total current liabilities
|
69,788
|
60,436
|
||||||
|
Notes payable, non-recourse, net of current portion
|
125,085
|
135,345
|
||||||
|
Notes payable
|
89,739
|
87,354
|
||||||
|
Capital leases, net of current portion
|
5,187
|
5,244
|
||||||
|
Interest rate swaps
|
1,354
|
1,771
|
||||||
|
Deferred revenue, net of current portion
|
11,517
|
11,451
|
||||||
|
Contingent consideration, net of current portion
|
3,094
|
—
|
||||||
|
Customer security deposits, net of current portion
|
—
|
9
|
||||||
|
Total liabilities
|
305,764
|
301,610
|
||||||
|
Commitments and contingencies
|
||||||||
|
Stockholders’ Deficit
|
||||||||
|
Preferred stock, 15,000,000 shares authorized;
Series A 10% - $0.001 par value per share; 20 shares authorized; 7 shares issued and outstanding at June 30, 2012 and March 31, 2012, respectively. Liquidation preference of $3,698 |
3,385
|
3,357
|
||||||
|
Class A common stock, $0.001 par value per share;
75,000,000 shares authorized; 48,393,820 and 37,722,927 shares issued and 48,342,380 and 37,671,487 shares outstanding at June 30, 2012 and March 31, 2012, respectively |
48
|
38
|
||||||
|
Class B common stock, $0.001 par value per share;
15,000,000 shares authorized; 0 and 25,000 shares issued and outstanding, at June 30, 2012 and March 31, 2012, respectively |
—
|
—
|
||||||
|
Additional paid-in capital
|
220,890
|
206,348
|
||||||
|
Treasury stock, at cost; 51,440 Class A shares
|
(172
|
)
|
(172
|
)
|
||||
|
Accumulated deficit
|
(226,285
|
)
|
(221,044
|
)
|
||||
|
Total stockholders’ deficit
|
(2,134
|
)
|
(11,473
|
)
|
||||
|
Total liabilities and stockholders’ deficit
|
$
|
303,630
|
$
|
290,137
|
||||
5
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except for share and per share data)
(Unaudited)
|
For the Three Months
Ended June 30, |
|||||||
|
2012
|
2011
|
||||||
|
Revenues
|
$
|
20,904
|
$
|
18,041
|
|||
|
Costs and expenses:
|
|||||||
|
Direct operating (exclusive of depreciation and amortization shown below)
|
2,435
|
1,593
|
|||||
|
Selling, general and administrative
|
5,893
|
3,410
|
|||||
|
Provision for doubtful accounts
|
76
|
—
|
|||||
|
Research and development
|
38
|
55
|
|||||
|
Merger and acquisition expenses
|
1,267
|
—
|
|||||
|
Depreciation and amortization of property and equipment
|
9,097
|
8,854
|
|||||
|
Amortization of intangible assets
|
158
|
92
|
|||||
|
Total operating expenses
|
18,964
|
14,004
|
|||||
|
Income from operations
|
1,940
|
4,037
|
|||||
|
Interest income
|
19
|
51
|
|||||
|
Interest expense
|
(7,477
|
)
|
(7,371
|
)
|
|||
|
Income on investment in non-consolidated entity
|
31
|
—
|
|||||
|
Other income, net
|
198
|
46
|
|||||
|
Change in fair value of interest rate swap
|
421
|
(787
|
)
|
||||
|
Net loss from continuing operations
|
(4,868
|
)
|
(4,024
|
)
|
|||
|
Loss from discontinued operations
|
(284
|
)
|
(2,369
|
)
|
|||
|
Net loss
|
(5,152
|
)
|
(6,393
|
)
|
|||
|
Preferred stock dividends
|
(89
|
)
|
(89
|
)
|
|||
|
Net loss attributable to common stockholders
|
$
|
(5,241
|
)
|
$
|
(6,482
|
)
|
|
|
Net loss per Class A and Class B common share - basic and diluted:
|
|||||||
|
Loss from continuing operations
|
$
|
(0.11
|
)
|
$
|
(0.12
|
)
|
|
|
Loss from discontinued operations
|
$
|
(0.01
|
)
|
$
|
(0.08
|
)
|
|
|
$
|
(0.12
|
)
|
$
|
(0.20
|
)
|
||
|
Weighted average number of Class A and Class B
common shares outstanding: Basic and diluted |
45,119,838
|
32,632,563
|
|||||
6
Following is the reconciliation of the Company's consolidated Adjusted EBITDA to consolidated GAAP net loss from continuing operations:
|
For the Three Months Ended
June 30, |
||||||||
|
($ in thousands)
|
2012
|
2011
|
||||||
|
Net loss from continuing operations
|
$
|
(4,868
|
)
|
$
|
(4,024
|
)
|
||
|
Add Back:
|
||||||||
|
Amortization of software development
|
250
|
212
|
||||||
|
Depreciation and amortization of property and equipment
|
9,097
|
8,854
|
||||||
|
Amortization of intangible assets
|
158
|
92
|
||||||
|
Interest income
|
(19
|
)
|
(51
|
)
|
||||
|
Interest expense
|
7,477
|
7,371
|
||||||
|
Other income, net
|
(198
|
)
|
(46
|
)
|
||||
|
Income on investment in non-consolidated entity
|
(31
|
)
|
—
|
|||||
|
Change in fair value of interest rate swap
|
(421
|
)
|
787
|
|||||
|
Stock-based expenses
|
305
|
—
|
||||||
|
Stock-based compensation
|
486
|
454
|
||||||
|
Merger and acquisition expenses
|
1,267
|
—
|
||||||
|
Adjusted EBITDA
|
$
|
13,503
|
$
|
13,649
|
||||
|
Adjustments related to the Phase I and Phase II Deployments:
|
||||||||
|
Depreciation and amortization of property and equipment
|
$
|
(8,939
|
)
|
$
|
(8,772
|
)
|
||
|
Amortization of intangible assets
|
(13
|
)
|
(12
|
)
|
||||
|
Income from operations
|
(4,644
|
)
|
(5,426
|
)
|
||||
|
Intersegment services fees earned (1)
|
918
|
1,376
|
||||||
|
Adjusted EBITDA from non-deployment businesses
|
$
|
825
|
$
|
815
|
||||
(1) Intersegment revenues of the Services segment represent service fees earned from the Phase I and Phase II Deployments.
7
Contact:
For more information:
Addo Communications
Traci Tsuchiguchi/Patricia Dolmatsky-Nir
310-829-5400
8