-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DZyEOAdNfp/5SHNIev1LAuGujaz5opiY5B2ccB6E1C8/MlrYpTC8TlBcTKujOvec HdD204LBWwbrvVfiZpZtOg== 0000950123-05-002109.txt : 20050223 0000950123-05-002109.hdr.sgml : 20050223 20050223081735 ACCESSION NUMBER: 0000950123-05-002109 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050223 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050223 DATE AS OF CHANGE: 20050223 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MARTHA STEWART LIVING OMNIMEDIA INC CENTRAL INDEX KEY: 0001091801 STANDARD INDUSTRIAL CLASSIFICATION: PERIODICALS: PUBLISHING OR PUBLISHING AND PRINTING [2721] IRS NUMBER: 522187059 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15395 FILM NUMBER: 05632843 BUSINESS ADDRESS: STREET 1: 20 WEST 43RD STREET CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 2128278000 MAIL ADDRESS: STREET 1: 20 WEST 43RD STREET CITY: NEW YORK STATE: NY ZIP: 10036 8-K 1 y06111e8vk.txt FORM 8-K ================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ----------------------------------- FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 ----------------------------------- DATE OF REPORT: FEBRUARY 23, 2005 DATE OF EARLIEST EVENT REPORTED: FEBRUARY 23, 2005 MARTHA STEWART LIVING OMNIMEDIA, INC. (Exact name of registrant as specified in its charter) DELAWARE 001-15395 52-2187059 (State or other (Commission File Number) (I.R.S. Employer jurisdiction of Identification Number) incorporation or organization) 11 WEST 42ND STREET NEW YORK, NY 10036 (Address of principal executive offices) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (212) 827-8000 Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR240.13e-4(c)) ================================================================================ Item 2.02. Results of Operations and Financial Condition. On February 23, 2005, the Registrant issued a press release relating to its financial results for the fourth quarter of 2004. The full text of the press release is attached hereto as Exhibit 99.1 to this report. Item 9.01. Financial Statements and Exhibits. (c) Exhibit Description ------- ----------- 99.1 Martha Stewart Living Omnimedia, Inc. Press Release, dated February 23, 2005. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on behalf of the undersigned hereunto duly authorized. Dated: February 23, 2005 MARTHA STEWART LIVING OMNIMEDIA, INC. By: /s/ James Follo ------------------------------------------ James Follo Executive Vice President, Chief Financial and Administrative Officer INDEX OF EXHIBITS
Exhibit Description - ------- ----------- No. - --- 99.1 Martha Stewart Living Omnimedia, Inc. press release, dated February 23, 2005.
4 EX-99.1 2 y06111exv99w1.txt PRESS RELEASE EXHIBIT 99.1 MARTHA STEWART LIVING OMNIMEDIA, INC. ANNOUNCES FOURTH QUARTER 2004 RESULTS NEW YORK, NEW YORK, FEBRUARY 23, 2005 -- Martha Stewart Living Omnimedia, Inc. (NYSE: MSO) announced its results today for the fourth quarter and full-year period ended December 31, 2004. Revenues for the fourth quarter of 2004 were $60.2 million, compared to $70.9 million in the prior year's quarter. Operating loss for the fourth quarter was $(9.5) million, compared to operating income of $2.3 million for the fourth quarter of 2003. Operating income before depreciation and amortization, and the amortization of non-cash stock compensation ("OIDA") for the fourth quarter of 2004 was a loss of $(1.8) million, compared to OIDA of $7.0 million in the same period last year. Loss per share from continuing operations was $(0.14) for the fourth quarter of 2004, compared to income per share from continuing operations of $0.05 in the fourth quarter of 2003. Susan Lyne, President and Chief Executive Officer, said: "2004 was a year of significant challenge for MSO, and we look at the coming year with both realistic expectations and optimism for the future. "We will focus our efforts on our greatest assets: the Martha Stewart brand, our content and our creative capabilities. As the most comprehensive and trusted source of `how-to' information for the home, we are actively exploring opportunities to develop new content, launch new brands and leverage our existing asset library through new distribution channels. We see opportunities to use our brand strengths and design capabilities to forge new merchandising and marketing partnerships. "The vitality of our brands is underscored by the positive circulation trends for both Martha Stewart Living and Everyday Food magazines, both of which outperformed industry metrics. We will focus on profitable business prospects, and our exit from the online and print catalog business during the fourth quarter of 2004 speaks to that. 1 "As March approaches, all of us at MSO - just like our business partners and our many millions of loyal consumers - are eager to welcome Martha back. Both station affiliates and advertisers have embraced MSO's new syndicated television program featuring Martha Stewart. Come fall, we're certain viewers will too." FOURTH QUARTER 2004 RESULTS BY SEGMENT PUBLISHING Revenues in the fourth quarter of 2004 were $26.1 million, compared to $33.1 million in the fourth quarter of 2003. Operating loss was $(11.3) million for the fourth quarter of 2004, compared to operating income of $0.4 million in the fourth quarter of 2003. OIDA was a loss of $(11.1) million, compared to income of $0.4 million in the fourth quarter of 2003. The loss for the quarter is due mainly to a decline in advertising revenue in Martha Stewart Living, as well as subscription acquisition spending for Everyday Food magazine and losses related to Body & Soul magazine, which was acquired in August 2004. The decline in advertising revenue from Martha Stewart Living magazine was due to both a reduction in advertising pages as well as lower advertising rates due to the rate base reduction effective with the January 2004 issue. Circulation revenue declined in the quarter due primarily to lower subscription revenues from Martha Stewart Living, due to fewer subscription copies sold. Everyday Food revenue increased sharply in the quarter on strong circulation gains and higher advertising revenue due principally to higher advertising rates related to our rate base increase. Everyday Food, which launched in September of 2003 with an initial rate base of 500,000, has increased its rate base to 800,000 effective with the January 2005 issue. This represents the second increase since launch. Based on the continued subscriber demand, we plan to increase the rate base to 850,000 in July 2005. This growth has been supported, in part, by our recent media campaign, which targeted both advertisers and consumers. TELEVISION Revenues in the fourth quarter of 2004 were $1.1 million, compared to $5.9 million in the fourth quarter of 2003. Operating loss for the fourth quarter of 2004 was $(1.4) million, compared to an operating loss of $(2.8) in the fourth quarter of 2003. OIDA was a loss of $(1.4) million for the fourth quarter of 2004, compared to OIDA of $(0.9) million in the prior year's fourth quarter. The decline in revenue was due principally to the absence of our daily syndicated show, which stopped airing in syndication in mid-September, as well as the expiration of certain cable television agreements. In the second quarter of 2 2005, we will begin production of a new syndicated daytime show. The program will be distributed by NBC Universal Domestic Television Distribution under a recently announced agreement. The prior year period included $1.7 million of accelerated depreciation related to the write-down to fair-value of certain television studio assets. MERCHANDISING Revenues in the fourth quarter of 2004 were $23.7 million, compared to $22.5 million in the fourth quarter of 2003. The higher revenue is due in part to an increase in revenue from Kmart resulting from contractual minimum royalty guarantees, as well as revenue related to the dissolution of our Martha Stewart Signature flooring program. Fourth-quarter 2004 operating income was $19.8 million, compared to $18.3 million in the fourth quarter of 2003. OIDA was $20.0 million in the current period, compared to $18.5 million in the prior year's quarter. Currently we are expanding our successful Martha Stewart Signature(TM) furniture line with Bernhardt, introducing at retail 43 new SKUs from the Lily Pond(R), Skylands(TM), and Turkey Hill(TM) collections. INTERNET/DIRECT COMMERCE Revenues in the fourth quarter of 2004 were $9.3 million, compared to $9.4 million in the same period a year ago. The results for the quarter reflect the Company's successful efforts at selling our remaining catalog-related inventory, while continuing to grow our profitable flowers business and deliver content. Operating loss was $(1.1) million for the fourth quarter of 2004, compared to $(1.2) million in the fourth quarter of 2003. OIDA was $(0.8) million in the fourth quarter of 2004, compared to $(1.0) million in the fourth quarter of 2003. The segment will focus its future efforts on delivering content and increasing advertising revenues, while continuing to grow our marthasflowers.com online flower business and to generate new subscribers to our magazines. CORPORATE OVERHEAD Corporate overhead, including depreciation and amortization and the amortization of non-cash stock compensation, was $15.5 million, compared to $12.3 million in the prior year's quarter. Corporate overhead, before depreciation and amortization and the amortization of non-cash stock compensation, was $8.5 million for the fourth quarter of 2004 compared to $10.1 million in the fourth quarter of 2003. The year-over-year reduction in OIDA was driven by lower compensation-related costs and lower professional fees. Corporate overhead, including depreciation and amortization, increased primarily due to the amortization of non-cash compensation. Amortization of non-cash stock compensation expense 3 was $6.0 million in the fourth quarter of 2004, compared to $1.1 million for the fourth quarter of 2003. The majority of the increase in the 2004 quarter relates to a non-cash equity compensation charge resulting from the modification of the terms of certain previously granted employee stock options related to the retirement of our former Chief Executive Officer. DEPRECIATION AND AMORTIZATION Depreciation and amortization was $1.7 million in the fourth quarter of 2004, compared to $3.6 million for the fourth quarter of 2003. The lower depreciation in the current quarter was primarily a result of the acceleration of depreciation of $1.7 million recorded in the fourth quarter of 2003 related to the write-down to fair-value of certain television studio assets. FULL-YEAR 2004 OPERATING RESULTS Revenues for the year ended December 31, 2004, were $187.4 million, compared to $245.8 million for the year ended December 31, 2003. Operating income (loss) was $(60.0) million for the year ended December 31, 2004, compared to $(6.4) million for the year ended December 31, 2003, while OIDA for the year ended December 31, 2004, was $(43.8) million, compared to $4.8 million in the same period one year ago. For the year ended December 31, 2004, net loss from continuing operations was $(59.1) million or $(1.19) per share. This compares to net loss from continuing operations of $(1.9) million, or $(0.04) per share, in the year ending December 31, 2003. TRENDS AND OUTLOOK James Follo, Chief Financial and Administrative Officer, commented: "We continue to focus on maintaining our strong balance sheet while supporting and investing in long-term growth opportunities. Our results for the fourth quarter reflect a careful deployment of our financial resources, which allowed us to finish the year with cash and short-term investments of $140 million. Looking forward, we will continue to focus on improving our operating trends. Our outlook for the first quarter is for a loss of approximately $(0.35) per share." BASIS OF PRESENTATION The Company believes OIDA is an appropriate measure when evaluating the operating performance of its business segments and the Company on a consolidated basis. OIDA is used externally by the Company's investors, analysts, and industry peers. OIDA is among the primary metrics used by management for planning and forecasting of future periods, and is considered an important indicator of the operational strength of the Company's businesses. The Company believes the presentation of this 4 measure is relevant and useful for investors because it allows investors to view performance in a manner similar to the method used by the Company's management and makes it easier to compare the Company's results with other companies that have different capital structures or tax rates. The Company believes OIDA should be considered in addition to, not as a substitute for, operating income (loss), net income (loss), cash flows, and other measures of financial performance prepared in accordance with generally accepted accounting principles ("GAAP"). As OIDA is not a measure of performance calculated in accordance with GAAP, this measure may not be comparable to similarly titled measures employed by other companies. A reconciliation of OIDA to operating income (loss) is provided in the financial statements included with this release. Martha Stewart Living Omnimedia, Inc. (MSO) is a leading provider of original "how-to" information, inspiring and engaging consumers with unique lifestyle content and high-quality products. MSO is organized into four business segments: Publishing, Television, Merchandising, and Internet/Direct Commerce. Martha Stewart Living Omnimedia, Inc. is listed on the New York Stock Exchange under the ticker symbol MSO. The Company will host a conference call with analysts and investors at 11:00 a.m. ET that will be broadcast live over the Internet at www.marthastewart.com. ### This press release contains certain "forward-looking statements," as that term is defined in the Private Securities Litigation Reform Act of 1995. These forward-looking statements are not historical facts but instead represent only our current beliefs regarding future events, many of which, by their nature, are inherently uncertain and outside of our control. These statements can be identified by terminology such as "may," "will," "should," "could," "expects," "intends," "plans," "anticipates," "believes," "estimates," "potential" or "continue" or the negative of these terms or other comparable terminology. The Company's actual results may differ materially from those projected in these statements, and factors that could cause such differences include further adverse reaction to the prolonged and continued negative publicity relating to Martha Stewart by consumers, advertisers and business partners; further adverse reaction by the Company's consumers, advertisers and business partners to the outcome of Ms. Stewart's trial and related sentencing arising from a sale of non-Company stock by Ms. Stewart; a loss of the services of Ms. Stewart; a loss of the services of other key personnel; an adverse resolution to the SEC enforcement proceeding currently underway against Ms. Stewart arising from her personal sale of non-Company stock; adverse resolution of some or all of the Company's ongoing litigation; downturns 5 in national and/or local economies; shifts in our business strategies; a softening of the domestic advertising market; changes in consumer reading, purchasing and/or television viewing patterns; unanticipated increases in paper, postage or printing costs; operational or financial problems at any of our contractual business partners; the receptivity of consumers to our new product introductions; and changes in government regulations affecting the Company's industries. Certain of these and other factors are discussed in more detail in the Company's filings with the Securities and Exchange Commission, especially under the heading "Management's Discussion and Analysis of Financial Condition and Results of Operations", which may be accessed through the SEC's World Wide Web site at http://www.sec.gov. The Company is under no obligation to update any forward-looking statements after the date of this release. CONTACT: Investors - Howard Hochhauser, VP Finance and Investor Relations of Martha Stewart Living Omnimedia, Inc., 212-827-8530; Media - Elizabeth Estroff, AVP, Corporate Communications, of Martha Stewart Living Omnimedia, Inc., 212-827-8281. 6 Martha Stewart Living Omnimedia, Inc. Consolidated Statements of Operations Three Months Ended December 31, (in thousands, except per share amounts)
2004 2003 % change ---- ---- -------- REVENUES Publishing $ 26,130 $ 33,111 -21.1% Television 1,069 5,922 -81.9% Merchandising 23,680 22,452 5.5% Internet/Direct Commerce 9,333 9,377 -0.5% -------- -------- ------ Total revenues 60,212 70,862 -15.0% -------- -------- ------ OPERATING COSTS AND EXPENSES Production, distribution and editorial 29,447 33,777 12.8% Selling and promotion 20,506 16,907 -21.3% General and administrative 12,020 13,211 9.0% Amortization of non-cash stock compensation expense 6,028 1,114 nm Depreciation and amortization 1,696 3,589 52.7% -------- -------- ------ Total operating costs and expenses 69,697 68,598 -1.6% -------- -------- ------ OPERATING INCOME (LOSS) (9,485) 2,264 nm Interest income, net 607 349 73.9% -------- -------- ------ INCOME (LOSS) BEFORE INCOME TAXES (8,878) 2,613 nm Income tax benefit/(provision) 1,658 (37) nm -------- -------- ------ INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE LOSS FROM DISCONTINUED OPERATIONS (7,220) 2,576 nm -------- -------- ------ Loss from discontinued operations (109) (204) 46.6% -------- -------- ------ NET INCOME (LOSS) $ (7,329) $ 2,372 nm ======== ======== ====== INCOME (LOSS) PER SHARE - BASIC AND DILUTED Income (Loss) from continuing operations $ (0.14) $ 0.05 Loss from discontinued operations (0.00) (0.00) -------- -------- Net income (loss) $ (0.15) $ 0.05 ======== ======== WEIGHTED AVERAGE SHARES OUTSTANDING BASIC 50,119 49,451 DILUTED 50,119 49,581
7 Martha Stewart Living Omnimedia, Inc. Segment Information Three Months Ended December 31, (in thousands)
2004 2003 % change ---- ---- -------- REVENUES Publishing $ 26,130 $ 33,111 -21.1% Television 1,069 5,922 -81.9% Merchandising 23,680 22,452 5.5% Internet/Direct Commerce 9,333 9,377 -0.5% -------- -------- ------ Total revenues 60,212 70,862 -15.0% -------- -------- ------ OPERATING INCOME (LOSS) BEFORE DEPRECIATION AND AMORTIZATION Publishing (11,116) 442 nm Television (1,355) (853) -58.9% Merchandising 20,009 18,493 8.2% Internet/Direct Commerce (824) (1,005) 18.0% -------- -------- ------ Operating Income (Loss) before Depreciation and Amortization 6,714 17,077 -60.7% and Corporate Overhead Corporate Overhead (8,475) (10,110) 16.2% -------- -------- ------ Operating Income (Loss) before Depreciation and Amortization (1,761) 6,967 nm Amortization of non-cash stock compensation expense (6,028) (1,114) nm Depreciation and amortization (1,696) (3,589) 52.8% -------- -------- ------ OPERATING INCOME (LOSS) (9,485) 2,264 nm Interest income, net 607 349 74.0% -------- -------- ------ INCOME (LOSS) BEFORE INCOME TAXES (8,878) 2,613 nm Income tax benefit/(provision) 1,658 (37) nm -------- -------- ------ INCOME (LOSS) FROM CONTINUING OPERATIONS BEFORE LOSS FROM DISCONTINUED OPERATIONS (7,220) 2,576 nm -------- -------- ------ Income (Loss) from discontinued operations (109) (204) 46.6% -------- -------- ------ NET INCOME (LOSS) $ (7,329) $ 2,372 nm ======== ======== ======
8 Martha Stewart Living Omnimedia, Inc. Consolidated Statements of Operations Twelve Months Ended December 31, (in thousands, except per share amounts)
2004 2003 % change ---- ---- -------- REVENUES Publishing $ 96,035 $ 135,936 -29.4% Television 10,505 25,704 -59.2% Merchandising 53,386 53,395 0.0% Internet/Direct Commerce 27,512 30,813 -10.8% ---------- ----------- ------- Total revenues 187,438 245,848 -23.8% ---------- ----------- ------- OPERATING COSTS AND EXPENSES Production, distribution and editorial 116,204 136,269 14.8% Selling and promotion 59,351 51,621 -15.0% General and administrative 55,716 53,170 -4.8% Amortization of non-cash stock compensation expense 9,499 1,524 nm Depreciation and amortization 6,672 9,669 31.0% ---------- ----------- ------- Total operating costs and expenses 247,442 252,253 1.9% ---------- ----------- ------- OPERATING LOSS (60,004) (6,405) nm Interest income, net 1,799 1,439 25.1% ---------- ----------- ------- LOSS BEFORE INCOME TAXES (58,205) (4,966) nm Income tax benefit/(provision) (868) 3,043 nm ---------- ----------- ------- LOSS FROM CONTINUING OPERATIONS BEFORE LOSS FROM DISCONTINUED OPERATIONS (59,073) (1,923) nm ---------- ----------- ------- Loss from discontinued operations, net of tax benefit in 2003 (526) (848) 38.0% ---------- ----------- ------- NET LOSS $ (59,599) $ (2,771) nm ========== =========== ====== LOSS PER SHARE - BASIC AND DILUTED Loss from continuing operations $ (1.19) $ (0.04) Loss from discontinued operations (0.01) (0.02) ---------- ----------- Net Loss $ (1.20) $ (0.06) ========== =========== WEIGHTED AVERAGE SHARES OUTSTANDING BASIC and DILUTED 49,712 49,389
9 Martha Stewart Living Omnimedia, Inc. Segment Information Twelve Months Ended December 31, (in thousands)
2004 2003 % change ---- ---- -------- REVENUES Publishing $ 96,035 $ 135,936 -29.4% Television 10,505 25,704 -59.2% Merchandising 53,386 53,395 0.0% Internet/Direct Commerce 27,512 30,813 -10.8% -------- ----------- ------ Total revenues 187,438 245,848 -23.8% -------- ----------- ------ OPERATING INCOME (LOSS) BEFORE DEPRECIATION AND AMORTIZATION Publishing (23,996) 19,964 nm Television (8,482) 358 nm Merchandising 37,115 38,439 -3.5% Internet/Direct Commerce (7,874) (15,074) 47.8% -------- ----------- ------ Operating Income (Loss) before Depreciation and Amortization (3,237) 43,687 nm and Corporate Overhead Corporate Overhead (40,596) (38,899) -4.4% -------- ----------- ------ Operating Income (Loss) before Depreciation and Amortization (43,833) 4,788 nm Amortization of non-cash stock compensation expense (9,499) (1,524) nm Depreciation and amortization (6,672) (9,669) 31.0% -------- ----------- ------ OPERATING LOSS (60,004) (6,405) nm Interest income, net 1,799 1,439 25.1% -------- ----------- ------ LOSS BEFORE INCOME TAXES (58,205) (4,966) nm Income tax benefit/(provision) (868) 3,043 nm -------- ----------- ------ LOSS FROM CONTINUING OPERATIONS BEFORE LOSS FROM DISCONTINUED OPERATIONS (59,073) (1,923) nm -------- ----------- ------ Loss from discontinued operations, net of tax benefit in 2003 (526) (848) 38.0% -------- ----------- ------ NET LOSS $(59,599) $ (2,771) nm ======== =========== ======
10 Martha Stewart Living Omnimedia, Inc. Consolidated Balance Sheets (in thousands, except per share amounts)
December 31, December 31, 2004 2003 ------------ ------------ ASSETS CURRENT ASSETS Cash and cash equivalents $104,647 $165,566 Short-term investments 35,309 3,100 Accounts receivable, net 27,894 39,758 Inventories, net 5,229 7,485 Deferred television production costs - 3,465 Income taxes receivable 6,321 5,658 Deferred income taxes, net - 5,024 Other current assets 3,573 4,422 -------- -------- TOTAL CURRENT ASSETS 182,973 234,478 -------- -------- PROPERTY, PLANT, AND EQUIPMENT, net 17,175 22,673 -------- -------- INTANGIBLE ASSETS, net 54,264 44,257 -------- -------- DEFERRED INCOME TAXES - 3,224 -------- -------- OTHER NONCURRENT ASSETS 6,828 4,470 -------- -------- TOTAL ASSETS $261,240 $309,102 ======== ======== LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES Accounts payable and accrued liabilities $25,604 $26,628 Accrued payroll and related costs 9,407 10,360 Income taxes payable 412 167 Current portion of deferred subscription income 27,160 23,833 -------- -------- TOTAL CURRENT LIABILITIES 62,583 60,988 -------- -------- DEFERRED SUBSCRIPTION INCOME 7,668 7,133 OTHER NONCURRENT LIABILITIES 3,361 4,316 -------- -------- TOTAL LIABILITIES $73,612 $72,437 -------- -------- COMMITMENTS AND CONTINGENCIES SHAREHOLDERS' EQUITY Class A common stock, $0.01 par value, 350,000 shares authorized: 21,660 and 19,628 shares issued in 2004 and 2003, respectively 217 196 Class B common stock, $0.01 par value, 150,000 shares authorized: 29,123 and 30,059 shares outstanding in 2004 and 2003, respectively 291 301 Capital in excess of par value 196,781 183,744 Unamortized restricted stock (2,793) (307) Retained earnings (6,093) 53,506 -------- -------- 188,403 237,440 Less class A treasury stock - 59 shares at cost (775) (775) -------- -------- TOTAL SHAREHOLDERS' EQUITY 187,628 236,665 -------- -------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $261,240 $309,102 ======== ========
11 Martha Stewart Living Omnimedia, Inc. Supplemental Disclosures Regarding Non- GAAP Financial Information Three Months Ended December 31, (in thousands) The following table presents segment and consolidated financial information, including a reconciliation of operating income, a GAAP measure, and Operating Income before Depreciation and Amortization, including the amortization of non-cash stock compensation, (OIDA), a non-GAAP measure. In order to reconcile OIDA to operating income, depreciation and amortization are added back to operating income.
2004 2003 % change ---- ---- -------- OPERATING INCOME (LOSS) Publishing $ (11,333) $ 350 nm Television (1,412) (2,812) 49.8% Merchandising 19,819 18,312 8.3% Internet/ Direct Commerce (1,071) (1,239) 13.6% --------- ------- ------ Operating Income (Loss) before Corporate Overhead 6,003 14,611 -59.0% Corporate Overhead (15,488) (12,347) -25.5% --------- ------- ------ TOTAL OPERATING INCOME (LOSS) (9,485) 2,264 nm --------- ------- ------ DEPRECIATION AND AMORTIZATION Publishing 203 42 -383.4% Television 57 1,959 nm Merchandising 190 168 -13.1% Internet/ Direct Commerce 247 234 -5.6% Corporate Overhead 999 1,186 15.8% --------- ------- ------ TOTAL DEPRECIATION AND AMORTIZATION 1,696 3,589 52.8% --------- ------- ------ AMORTIZATION OF NON-CASH STOCK COMPENSATION Publishing 14 50 72.0% Television - - - Merchandising - 13 nm Internet/ Direct Commerce - - - Corporate Overhead 6,014 1,051 nm --------- ------- ------ TOTAL AMORTIZATION 6,028 1,114 nm --------- ------- ------ OPERATING INCOME (LOSS) BEFORE DEPRECIATION AND AMORTIZATION AND AMORTIZATION OF NON-CASH STOCK COMPENSATION Publishing (11,116) 442 nm Television (1,355) (853) -58.9% Merchandising 20,009 18,493 8.2% Internet/ Direct Commerce (824) (1,005) 18.0% --------- ------- ------ Operating Income (Loss) before Depreciation and Amortization, Amortization of Non-Cash Stock Compensation and before Corporate Overhead 6,714 17,077 -60.7% Corporate Overhead (8,475) (10,110) 16.2% --------- ------- ------ OPERATING INCOME (LOSS) BEFORE DEPRECIATION AND AMORTIZATION AND AMORTIZATION OF NON-CASH STOCK COMPENSATION $ (1,761) $ 6,967 nm ========= ======= ======
12 Martha Stewart Living Omnimedia, Inc. Supplemental Disclosures Regarding Non- GAAP Financial Information Twelve Months Ended December 31, (in thousands) The following table presents segment and consolidated financial information, including a reconciliation of operating income, a GAAP measure, and Operating Income before Depreciation and Amortization, including the amortization of non-cash stock compensation, (OIDA), a non-GAAP measure. In order to reconcile OIDA to operating income, depreciation and amortization are added back to operating income.
2004 2003 % change ---- ---- -------- OPERATING INCOME (LOSS) Publishing $ (24,611) $ 19,597 nm Television (8,712) (2,616) 233.1% Merchandising 36,427 37,717 -3.5% Internet/ Direct Commerce (8,861) (16,013) 44.7% --------- -------- -------- Operating Income (Loss) before Corporate Overhead (5,757) 38,685 nm Corporate Overhead (54,247) (45,090) -20.3% --------- -------- -------- TOTAL OPERATING LOSS (60,004) (6,405) -836.9% --------- -------- -------- DEPRECIATION AND AMORTIZATION Publishing 472 165 -186.1% Television 230 2,974 92.3% Merchandising 760 671 -13.3% Internet/ Direct Commerce 987 960 -2.8% Corporate Overhead 4,223 4,899 13.8% --------- -------- -------- TOTAL DEPRECIATION AND AMORTIZATION 6,672 9,669 31.0% --------- -------- -------- AMORTIZATION OF NON-CASH STOCK COMPENSATION EXPENSE (BENEFIT) Publishing 143 202 nm Television - - - Merchandising (72) 51 nm Internet/ Direct Commerce - (21) nm Corporate Overhead 9,428 1,292 nm --------- -------- -------- TOTAL AMORTIZATION 9,499 1,524 nm --------- -------- -------- OPERATING INCOME (LOSS) BEFORE DEPRECIATION AND AMORTIZATION AND AMORTIZATION OF NON-CASH STOCK COMPENSATION Publishing (23,996) 19,964 nm Television (8,482) 358 nm Merchandising 37,115 38,439 -3.5% Internet/ Direct Commerce (7,874) (15,074) 47.8% --------- -------- -------- Operating Income (Loss) before Depreciation and Amortization, Amortization of Non-Cash Stock Compensation and before Corporate Overhead (3,237) 43,687 nm Corporate Overhead (40,596) (38,899) -4.4% --------- -------- -------- OPERATING INCOME (LOSS) BEFORE DEPRECIATION AND AMORTIZATION AND AMORTIZATION OF NON-CASH STOCK COMPENSATION $ (43,833) $ 4,788 nm ========= ======== ========
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