-----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, Tycd51JELzt6ZwVlwTk/7IAykd/Ld9evbXbTfmyTrWUh5NPAFd9hapJRe/WqLn5p 9daYas7UojX/0GnJgb+7wA== 0000904454-97-000001.txt : 19970115 0000904454-97-000001.hdr.sgml : 19970115 ACCESSION NUMBER: 0000904454-97-000001 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19961130 FILED AS OF DATE: 19970114 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: KING WORLD PRODUCTIONS INC CENTRAL INDEX KEY: 0000756764 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MOTION PICTURE & VIDEO TAPE DISTRIBUTION [7822] IRS NUMBER: 132565808 STATE OF INCORPORATION: DE FISCAL YEAR END: 0831 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-09244 FILM NUMBER: 97505245 BUSINESS ADDRESS: STREET 1: 1700 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2123154000 10-Q 1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q /X/ QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended November 30, 1996 / / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Transition Period from ------- to -------- Commission File Number 1-9244 ----------------------------- KING WORLD PRODUCTIONS, INC. --------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 13-2565808 - --------------------------- --------------------------- (State or other jurisdiction of (I.R.S. Employer Identification No.) incorporation or organization) 1700 Broadway New York, New York 10019 - ------------------------------ ------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 212 315-4000 ------------ Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes X --- No ---- Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Common Stock, $.01 par value, 37,377,617 shares outstanding as of January 7, 1997. KING WORLD PRODUCTIONS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS ASSETS (Dollars in thousands)
November 30, August 31, 1996 1996 ____________ __________ (Unaudited) CURRENT ASSETS: Cash and cash equivalents $344,469 $344,766 Short-term investments 166,892 153,969 Accounts receivable (net of allowance for doubtful accounts of $4,115 and $4,196 at November 30, 1996 and August 31, 1996, respectively) 71,935 60,378 Producer advances and deferred costs 74,616 74,824 Other current assets 2,262 1,932 _______ ________ Total current assets 660,174 635,869 _______ ________ LONG-TERM INVESTMENTS, at cost, which approximates market value 171,713 145,645 _______ ________ FIXED ASSETS, at cost 13,863 13,384 Less - accumulated depreciation and amortization (10,738) (10,503) _______ ________ 3,125 2,881 _______ ________ PRODUCER ADVANCES AND OTHER ASSETS 47,275 69,746 _______ ________ $882,287 $854,141 ======== ======== The accompanying Notes to Consolidated Financial Statements are an integral part of these balance sheets.
KING WORLD PRODUCTIONS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (continued) LIABILITIES AND STOCKHOLDERS' EQUITY (Dollars in thousands) November 30, August 31, 1996 1996 ___________ __________ (Unaudited) CURRENT LIABILITIES: Accounts payable and accrued liabilities $ 14,838 $ 15,237 Payable to producers and others 50,827 71,920 Income taxes payable 41,910 29,099 _______ ________ Total current liabilities 107,575 116,256 _______ ________ STOCKHOLDERS' EQUITY: Preferred stock, $.01 par value; 5,000,000 shares authorized, none issued -- -- Common stock, $.01 par value; 75,000,000 shares autho- rized, 50,808,211 shares and 50,734,739 shares issued at November 30, 1996 and August 31, 1996, respectively 508 507 Paid-in capital l12,525 110,666 Retained earnings 967,618 932,651 Treasury stock, at cost; 13,442,594 shares at November 30, 1996 and August 31, 1996 (305,939) (305,939) ________ ________ 774,712 737,885 ________ ________ $882,287 $854,141 ======== ======== The accompanying Notes to Consolidated Financial Statements are an integral part of these balance sheets.
KING WORLD PRODUCTIONS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (Unaudited) Three Months Ended November 30, __________________ 1996 1995 ______ ______ (Dollars in thousands except per share data) REVENUES $164,287 $162,139 ________ ________ EXPENSES: Producers' fees, programming and other direct operating costs 98,806 98,091 Selling, general and administrative expenses 18,439 18,471 ________ ________ 117,245 116,562 ________ ________ Income from operations 47,042 45,577 INTEREST AND DIVIDEND INCOME 6,881 6,683 NONRECURRING GAIN - Sale of Buffalo Broadcasting Co. Inc. -- 14,060 ________ ________ Income before provision for income taxes 53,923 66,320 PROVISION FOR INCOME TAXES 18,956 22,658 ________ ________ Net income $ 34,967 $ 43,662 ======== ======== PRIMARY EARNINGS PER SHARE $ .93 $ 1.17 ======== ======== The accompanying Notes to Consolidated Financial Statements are an integral part of these statements.
KING WORLD PRODUCTIONS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) Three Months Ended November 30, __________________ 1996 1995 _____ ______ (Dollars in thousands) CASH FLOWS FROM OPERATING ACTIVITIES: Net income $34,967 $ 43,662 Items not affecting cash: Gain on sale of Buffalo Broadcasting Co. Inc. -- (14,060) Depreciation and amortization 235 196 Change in assets and liabilities: Accounts receivable (11,441) (17,128) Producer advances and deferred costs 22,790 38,779 Accounts payable and accrued liabilities (399) (695) Payable to producers and others (21,093) (11,105) Income taxes payable 12,811 20,102 Other, net (557) (1,444) _______ __________ Net cash provided by operating activities 37,313 58,307 _______ __________ CASH FLOWS FROM INVESTING ACTIVITIES: (Increase) decrease in investments (38,991) (822) Proceeds from sale of Buffalo Broadcasting Co. Inc. -- 9,802 Additions to fixed assets (479) (272) _______ _________ Net cash (used in) provided by investing activities (39,470) 8,708 _______ ________ CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of common stock 1,860 3,648 _______ ________ NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS (297) 70,663 CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 344,766 446,896 _______ ________ CASH AND CASH EQUIVALENTS AT END OF PERIOD $344,469 $517,559 ======== ======== The accompanying Notes to Consolidated Financial Statements are an integral part of these statements.
KING WORLD PRODUCTIONS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (1) Summary of significant accounting policies Principles of consolidation The accompanying consolidated financial statements include the accounts of King World Productions, Inc. ("King World") and its wholly- owned subsidiaries. All significant intercompany transactions have been eliminated. Unless the context suggests otherwise, the "Company", as used herein, means King World and its subsidiaries. The unaudited consolidated financial statements for the three months ended November 30, 1996 have been prepared in accordance with the instructions to Form 10-Q and include, in the opinion of management, all adjustments (consisting only of normal recurring accruals) necessary for a fair presentation of the results of operations for such period. They do not, however, include all of the information and disclosures required by generally accepted accounting principles for complete financial statements. For further information, reference is made to the consolidated financial statements for the year ended August 31, 1996 and the footnotes related thereto included in the Company's Annual Report on Form 10-K from which the August 31, 1996 balances presented herein have been derived. The results of operations for the three months ended November 30, 1996 are not neces- sarily indicative of the results of operations for the full year. Revenue recognition License fees from first-run syndicated television properties are recognized at the commencement of the license period pursuant to noncancel- able agreements and as each show is made available to the licensee via satellite transmission. Because transmission to the satellite takes place, on the average, no more than two to three days prior to the broadcast of the programming, revenues are recognized on or about the air date. The Company typically receives a portion of the fees derived from the licensing of syndicated television programming in the form of retained advertising time, which is sold to advertisers by Camelot Entertainment Sales, Inc. ("Camelot"), a wholly-owned subsidiary of the Company. Such revenues are recognized at the same time as the cash portion of the license fees derived from such programming is recognized, in amounts adjusted for expected ratings. KING WORLD PRODUCTIONS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) License fees for non-first-run syndicated properties are recog- nized at the gross contract amount (net of discount to present value for license periods greater than one year) at the commencement of the license period. Principal properties The Company's principal properties are licenses to distribute The Oprah Winfrey Show, Wheel of Fortune and Jeopardy!; and Inside Edition, a first-run syndicated series produced and distributed by the Company. The Oprah Winfrey Show accounted for approximately 41% and 40% of revenues for the three months ended November 30, 1996 and 1995, respectively; Wheel of Fortune accounted for approximately 20% and 19% of revenues for the three months ended November 30, 1996 and 1995, respectively; Jeopardy! accounted for approximately 17% of revenues for each of the three months ended November 30, 1996 and 1995, respectively; and Inside Edition accounted for approximately 8% and 9% of revenues for the three months ended November 30, 1996 and 1995, respectively. Producers' fees, programming and other direct operating costs Producers' fees, programming and other direct operating costs primarily include the producers' share of both cash license fees from the sale of programming to television stations and revenues derived from the sale of retained advertising time to advertisers with respect to program- ming distributed by the Company; participation fees payable by the Company to producers and talent; production and distribution costs for first-run syndicated programming; and the direct operating costs of King World Direct. That portion of recognized revenue that is to be paid to producers and owners of programming is accrued as the license fees are earned. The share of license fees payable by the Company to such producers and others is generally paid as cash license fees and revenues derived from the sale of retained advertising time are received from television stations and advertisers. KING WORLD PRODUCTIONS, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) (1) Summary of significant accounting policies (continued) Stockholders' equity Primary earnings per share has been computed using the weighted average number of common shares outstanding of 37,689,000 and 37,425,000, respectively, for the three months ended November 30, 1996 and 1995, which includes the dilutive effect from the assumed exercise of vested and unvested stock options outstanding as of the end of each such period. The difference between primary and fully diluted earnings per share for both periods presented was not significant. (2) Nonrecurring gain - sale of Buffalo Broadcasting Co. Inc. In October 1995, the Company closed its agreement to sell WIVB- TV, the CBS-affiliated VHF television station in Buffalo, New York, to LIN Television Corporation for $95 million in cash. As a result of this transaction, the Company recorded a nonrecurring gain of approximately $14.1 million, of which approximately $9.8 million represents cash proceeds to the Company from the sale. The remaining $4.3 million of such gain represents the reversal of previously recognized accounting losses (with no associated income tax effect) in excess of the Company's original invest- ment. (3) Producer advances On January 2, 1996, the Company paid Harpo, Inc. ("Harpo"), the producer of The Oprah Winfrey Show, a $65 million advance against its minimum participation payments for the 1996-1997 broadcast season. As of November 30, 1996, approximately $36.6 million of such advance remained unrecouped. In addition, as of November 30, 1996, the Company had an unrecouped advance to Harpo of $65 million against Harpo's minimum partici- pation payments for the 1997-1998 broadcast season. Based on the license agreements in place for the seasons covered by such advances, the Company believes that revenues from the series will be sufficient to enable the Company to recoup such advances. Such advances are refundable to the Company by Harpo and Ms. Winfrey if King World terminates such license agreements with Harpo due to Harpo's failure to deliver episodes of The Oprah Winfrey Show. Item 2. Management's Discussion and Analysis of Results of Operations and Financial Condition RESULTS OF OPERATIONS Comparison of Three Months Ended November 30, 1996 and 1995 Revenues Revenues for the first quarter of fiscal 1997 increased by approximately 1% compared to the first quarter of the prior year, primarily due to increased cash license fees from The Oprah Winfrey Show, Wheel of Fortune and, to a lesser extent, Jeopardy!, offset partially by lower revenues derived from the sale of retained advertising time on Inside Edition, American Journal and Rolonda. The Oprah Winfrey Show, Wheel of Fortune, Jeopardy! and Inside Edition accounted for approximately 41%, 20%, 17% and 8%, respectively, of the Company's revenues for the first quarter of fiscal 1997 compared to 40%, 19%, 17% and 9%, respectively, for the first quarter of fiscal 1996. American Journal accounted for approximately 4% of the Company's revenues for the first quarter of fiscal 1997 compared to 5% for the first quarter of fiscal 1996, and Rolonda accounted for approximately 1% of the Company's revenues for the first quarter of fiscal 1997 compared to 2% for the first quarter of fiscal 1996. Producers' fees, programming and other direct operating costs Producers' fees, programming and other direct operating costs increased by approximately 1% in the first quarter of fiscal 1997 compared to the first quarter of fiscal 1996, primarily as a result of the modest increase in revenues generated by The Oprah Winfrey Show, Wheel of Fortune and, to a lesser extent, Jeopardy! (a portion of which is payable to the producer of each such series). Selling, general and administrative expenses In December 1995, the Company entered into new employment agreements with its President and Chief Executive Officer and its Chairman of the Board. The agreements provide, among other things, for annual performance-based bonuses, including bonuses payable upon the introduction of new shows and bonuses which vary depending on the Company's net income and Common Stock price during preestablished measurement periods. As a result, the Company's compensation expense will increase if the Company introduces a new series in syndication, if the Company's net income increases or if the Common Stock price exceeds the specified levels during the applicable measurement periods. The Company has recognized the impact of certain of these bonuses in its operating results for the first quarter of fiscal 1997 which includes all amounts payable in accordance with the terms of such employment agreements. Selling, general and administrative expenses for the first quarter of fiscal 1997 were comparable to those for the first quarter of fiscal 1996. Net income and primary earnings per share Due to the factors discussed above, the Company's operating income for the three months ended November 30, 1996 increased by approxi- mately 3% compared to the corresponding period of the prior year. Reported net income decreased by approximately $8.7 million, or 20%, as a result of the Company recording a nonrecurring gain of approximately $14.1 million on the sale of Buffalo Broadcasting Co. Inc. ("Buffalo") to LIN Television Corporation during the first quarter of fiscal 1996. Reported primary earnings per share decreased for the period from $1.17 per share in fiscal 1996 to $.93 per share in fiscal 1997 as a result of the nonrecurring Buffalo gain. Absent the nonrecurring gain on the sale of Buffalo, net income increased by approximately $1.6 million, or 5%, for the three months ended November 30, 1996, reflecting the increase in operating income, slightly higher interest income earned on the Company's cash and investments and a lower effective tax rate for the first quarter of fiscal 1997 than in the first quarter of fiscal 1996. Primary earnings per share increased by approximately $.04, or 4%, in the three months ended November 30, 1996 as a result of the increase in net income and a slightly greater number of shares outstanding for the period. The Company's results of operations are highly dependent upon the viewing preferences of television audiences and the Company's ability to acquire distribution rights to, or itself produce, television programming that achieves broad and enduring audience acceptance. The success of the Company's programming could be significantly affected by changes in viewer preferences or the unavailability of new programming or talent. Moreover, the amount of revenue derived from the sale of retained advertising time is dependent upon a large number of factors, such as household ratings, the demographic composition of the viewing audience and economic conditions in general and in the advertising business in particular. Due to the success of the shows distributed by the Company and in order to mitigate the influence of some of the factors referred to above, the Company has been obtaining multi-year licenses and license renewals from television stations for its principal distribution properties, extending as far into the future as the 1999-2000 broadcast season. In general, these licenses and renewals have been at rates as favorable or more favorable to the Company than the rates applicable to the 1995-1996 broadcast season. All such licenses and renewals are contingent upon the continued production of the series by their respective producers through the broadcast seasons for which the licenses run. The Company believes that the impact of inflation on its opera- tions has not been significant. LIQUIDITY AND CAPITAL RESOURCES The Company requires capital resources to fund development, production and promotion costs of independently produced programming, including, in some instances, advances to producers and talent, to produce its own programs and to acquire distribution rights to new programming. In acquiring distribution rights from independent producers, King World has tried to avoid making significant capital commitments to such producers until it has obtained broadcast commitments from a substantial number of television stations. As a result of this strategy and the success of its existing syndication properties, to date, King World has funded substan- tially all programming acquisition, development and production costs and advances from its operations. The distribution of television programming is highly competitive and the Company may be obliged to offer, among other things, guarantees and cash advances to acquire, renew or extend distribution rights. Under the terms of the Company's agreement with Harpo, Inc. ("Harpo"), the Company has the exclusive right, and has agreed, to distribute episodes of The Oprah Winfrey Show produced through the 1999-2000 television season, subject to Harpo's and Ms. Winfrey's right to decline to produce and host the show in any season after the 1995-1996 season. To date, Harpo and Ms. Winfrey have committed to produce and host the show through the 1997- 1998 broadcast season. There can be no assurances that Harpo and Ms. Winfrey will elect to produce and host the show for seasons beyond the 1997-1998 season. Their failure to do so would have a material adverse effect on the Company's results of operations. Under the terms of its agreement with Harpo, the Company agreed, among other things, to pay Harpo production fees and to guarantee partici- pation payments to Harpo at levels which are substantially higher than those that were in effect prior to the 1995-1996 season. In addition, in the 1997-1998 season and thereafter, profit sharing arrangements between Harpo and the Company currently in effect will terminate and the Company will instead receive distribution fees based on a percentage of gross revenues derived from the series. These arrangements are less favorable to the Company than those contained in prior agreements between the Company and Harpo and, unless offset by significant increases in license fees paid by television stations for the series in forthcoming seasons, increased barter revenues from the series, or both, the Company's net profits and cash flow derived from The Oprah Winfrey Show will decline in the coming years. The Company has paid Harpo a $65 million advance against its minimum participation payments for the 1996-1997 broadcast season. As of November 30, 1996, approximately $36.6 million of such advance remained unrecouped. In addition, as of November 30, 1996, the Company had an unrecouped advance to Harpo of $65 million against Harpo's minimum partici- pation payments for the 1997-1998 broadcast season. Based on the license agreements in place for the seasons covered by such advances, the Company believes that revenues from the series will be sufficient to enable the Company to recoup such advances. Such advances are refundable to the Company by Harpo and Ms. Winfrey if King World terminates the agreement due to Harpo's failure to deliver episodes of the series. From time to time, the Company has used cash reserves and/or borrowed funds to make acquisitions of and investments in properties in the media field, to repurchase shares of its Common Stock and to fund develop- ment and production of new programming. The Company continues to evaluate opportunities in these areas, and may seek to raise capital in public or private securities markets to finance such activities if it considers it advantageous to do so. The Company recently formed a new division, King World Ventures, which will have primary responsibility for the Company's investment and acquisition program including analysis of new business opportunities. PART II - OTHER INFORMATION None. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. KING WORLD PRODUCTIONS, INC. By: /s/ Steven A. LoCascio ----------------------------- Steven A. LoCascio As Interim Chief Financial Officer and on behalf of the Registrant January 14, 1997 EX-27 2 FINANCIAL DATA SCHEDULE WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE. EXHIBIT 27.1 FINANCIAL DATA SCHEDULE COMMERCIAL AND INDUSTRIAL COMPANIES ARTICLE 5 OF REGULATION S-X This schedule contains summary financial information extracted from the Consolidated Statements of Operations and Consolidated Balance Sheets of King World Productions, Inc. and its Subsidiaries and is quali- fied in its entirety by reference to such financial statements. ENTRY 1,000 U.S. DOLLARS 1st QUARTER 08/31 09/01/96 11/30/96 1 $344,469 $0 $76,050 $4,115 $0 $660,174 $13,863 $10,738 $882,287 $107,575 $0 $508 $0 $0 $774,204 $882,287 $0 $164,287 $0 $98,806 $18,439 $0 $0 $53,923 $18,596 $34,967 $0 $0 $0 $34,967 $0.93 $0.93
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