-----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, HsWT7+srfkiOwzCyAoDm/Ct9sDwTxB2LcLSb42KiV7yHAfFvuq2b/WYva0jrXssr N2Rt9O7aWTgwQoD0+Otcjw== 0000892917-04-000295.txt : 20041116 0000892917-04-000295.hdr.sgml : 20041116 20041115195107 ACCESSION NUMBER: 0000892917-04-000295 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041115 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041116 DATE AS OF CHANGE: 20041115 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RENTRAK CORP CENTRAL INDEX KEY: 0000800458 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MOTION PICTURE & VIDEO TAPE DISTRIBUTION [7822] IRS NUMBER: 930780536 STATE OF INCORPORATION: OR FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-15159 FILM NUMBER: 041147663 BUSINESS ADDRESS: STREET 1: ONE AIRPORT CTR STREET 2: 7700 N E AMBASSADOR PL CITY: PORTLAND STATE: OR ZIP: 97220 BUSINESS PHONE: 5032847581 MAIL ADDRESS: STREET 1: 7700 NE AMBASSADOR PL CITY: PORTLAND STATE: OR ZIP: 97220 FORMER COMPANY: FORMER CONFORMED NAME: NATIONAL VIDEO INC DATE OF NAME CHANGE: 19881004 8-K 1 rc8-k1104.txt UNITED STATES 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 (Date of earliest event reported): November 15, 2004 --------------- RENTRAK CORPORATION (Exact name of registrant as specified in charter) Oregon (State or other jurisdiction of incorporation) 0-15159 93-0780536 (Commission File Number) (IRS Employer Identification No.) One Airport Center 7700 N.E. Ambassador Place Portland, Oregon 97220 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (503) 284-7581 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: |_| 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 CFR 240.13e-4(c)) ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On November 15, 2004, Rentrak Corporation issued a press release announcing its financial results for the fiscal 2005 second quarter ended September 30, 2004. A copy of the press release is furnished as Exhibit 99.1 to this report and incorporated by reference. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits: The following exhibit is furnished with this Form 8-K: 99.1 Press Release dated November 15, 2004. 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. RENTRAK CORPORATION Dated: November 15, 2004 By: /s/ Mark L. Thoenes ------------------------------- Mark L. Thoenes Senior Vice President and Chief Financial Officer -2- EX-99 2 rc8-k1104ex.txt 99.1 EXHIBIT 99.1 FOR RELEASE NOVEMBER 15, 2004 AT 4:00PM EDT Contacts: Paul Rosenbaum Investors Rentrak Corporation PondelWilkinson Parham Chairman & CEO Ron Parham 503-284-7581 503-924-1186 exitpoll@aol.com rparham@pondel.com RENTRAK REPORTS SECOND QUARTER NET INCOME OF $1.8 MILLION ON 85 PERCENT REVENUE RISE PORTLAND, Ore. (November 15, 2004)--Rentrak Corp. (Nasdaq:RENT) today announced net income of $1.8 million, or $0.17 per diluted share, for the second fiscal quarter ended September 30, 2004, compared with a net loss of $1.5 million, or $(0.15) per diluted share, for the same period one year ago, as restated. Rentrak Chairman and Chief Executive Officer Paul Rosenbaum commented, "We're extremely pleased with our second quarter results. Over the past 12 months, our revenue-sharing business, combined with early revenues from our newly introduced business intelligence services, generated revenues of $96.9 million, earnings of $5.8 million, or $0.57 per diluted share, and operating cash flow of $3.9 million. Capitalizing on that internally generated cash flow, we've made tremendous progress developing and introducing our full suite of Essentials services." Consolidated revenues for the quarter grew 84.9 percent, to $27.0 million, compared with $14.6 million in last year's restated second quarter, primarily due to increased activity under new revenue-sharing agreements that took effect during the past twelve months, increased revenue from the company's existing and new information management services and the positive effect of a revenue-sharing agreement with a large customer that was renegotiated in September 2003 and expired September 30, 2004. It appears likely, although still not certain, that this customer will adopt a studio-direct revenue-sharing arrangement similar in nature to those employed by national chains. Under such an arrangement, Rentrak would no longer generate revenues directly from this customer and would, instead, realize revenue in lesser amounts from studios in exchange for performing rental data collection, auditing and reporting services in support of the customer's studio-direct revenue-sharing agreement." Rentrak Fiscal 2005 Second Quarter Net Income $1.8 million on 85 Percent Revenue Rise Page 2 of 3 Mr. Rosenbaum continued, "We expect the movie rental industry to remain healthy even as studios, rentailers and consumers experiment with new distribution models, including subscription-based programs and on demand. Despite the reduction in near-term revenues we expect due to the change in the customer relationship mentioned above, we believe our revenue-sharing business will continue to generate positive earnings and cash flow. Combined with our current cash balance of over $13 million, this cash flow will provide the capital necessary for us to continue investing in additional staff to support the on-going development and expansion of our business intelligence and media measurement services -- services which represent the future of Rentrak. "This future holds great potential for Rentrak and we are intensely focused on continuing to transform the company. Today we are engaged in trial programs involving data acquisition and reporting in every one of our new Essentials services. We are making steady progress gaining access to more data from more channels of media distribution, moving us nearer the critical mass necessary to begin generating ongoing revenues from each of these services. We believe our success in acquiring broad access to industry sell-through data is creating a powerful strategic advantage over potential competitors. "For example, our OnDemand Essentials(TM) pilot programs with Comcast in its Philadelphia market and with Insight Communications in all 12 of its on demand-enabled markets are resulting in Rentrak's capture of over 7 million anonymous on-demand viewing transactions each week. OnDemand Essentials collects and aggregates anonymous on-demand viewership data and delivers in-depth analysis of actual, real-time viewing patterns at a census level to help studios, television networks, advertisers and cable companies better understand viewer preferences for on-demand content. At present, no other independent third-party aggregator is involved in similar trials within the on-demand category." Rosenbaum concluded, "We are committed to working closely with media, entertainment, retail and advertising industry leaders to provide them with state-of-the-art data collection, analysis and reporting technologies. Our services are designed to provide not only superior measurement of media consumption but, more importantly, to enable the deployment of new media technologies that benefit from our advanced measurement technologies. We believe our deep industry expertise, coupled with our proprietary data management and analysis techniques, allow us to be more flexible and nimble than the legacy approaches against which we compete in meeting the emerging needs of these new media technologies." Rentrak Fiscal 2005 Second Quarter Net Income $1.8 million on 85 Percent Revenue Rise Page 3 of 3 Conference Call Rentrak has scheduled a conference call for 2 p.m. (PST) November 15, 2004 to discuss the company's financial performance. Shareowners, members of the media and other interested parties may participate in the call by dialing 1-800-901-5226 from the U.S. or Canada, or 617-786-4513 for international callers, passcode 39388575. This call is being webcast by CCBN and can be accessed at Rentrak's web site at www.rentrak.com where it will be archived through November 15, 2005. The webcast is also being distributed over CCBN's Investor Distribution Network to both institutional and individual investors. Individual investors can listen to the call through CCBN's individual investor center at www.fulldisclosure.com or by visiting any of the investor sites in CCBN's Individual Investor Network. Institutional investors can access the call via CCBN's password-protected event management site, StreetEvents (www.streetevents.com). About Rentrak Corporation Rentrak Corporation, based in Portland, Oregon, is the developer of the Essentials(TM) suite of web-based information management and business intelligence products used by clients in the media, entertainment, retail and manufacturing industries. Vertical market editions of Essentials(TM) applications are customizable to the needs of each licensee, allowing marketers to collect, manage, analyze and make critical business decisions based on detailed, real-time point-of-sale and supply chain data. The Essentials(TM) suite of services offers competitive advantages to executives in selected industries by providing timely and actionable insight into their own company's performance in tandem with valuable perspective against aggregated industry-wide data. For further information, please visit Rentrak's corporate web site at http://www.rentrak.com. Safe Harbor Statement When used in this discussion, the words "anticipates," "expects," "intends" and similar expressions are intended to identify forward-looking statements. Such statements relate to, among other things, the revenues and results of operations for the company's PPT(R) and business intelligence services and are subject to certain risks and uncertainties that could cause actual results to differ materially from those projected. Factors that could affect Rentrak's financial results include customer demand for movies in various media formats subject to company guarantees, the company's ability to attract new revenue-sharing customers and retain existing customers, the company's success in maintaining its relationships with studios and other product suppliers, the company's ability to successfully develop and market new services to create new revenue streams, and Rentrak's customers continuing to comply with the terms of their agreements. Additional factors that could affect Rentrak's financial results are described in Rentrak's March 31, 2004 annual report on Form 10-K and subsequent quarterly reports, filed with the Securities and Exchange Commission. Results of operations in any past period should not be considered indicative of the results to be expected for future periods. Business outlook statements are based on current expectations. These statements are forward-looking, subject to risks and uncertainties, and actual results may differ materially. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The inclusion of any statement in this release does not constitute a suggestion by the company or any other person that the events or circumstances described in such statements are material. The company does not undertake to publicly update or revise these forward-looking statements even if experience or future changes make it clear that any projected results expressed or implied in this release will not be realized. # # # (Financial Tables Follow) RENTRAK CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
September 30, March 31, 2004 2004 ------------ ------------ ASSETS CURRENT ASSETS: Cash and cash equivalents $ 13,891,499 $ 8,735,683 Accounts receivable, net of allowance for doubtful accounts of $1,013,173 and $839,122 18,047,479 15,389,867 Advances to program suppliers, net of program supplier reserves of $4,532,724 and $4,520,759 1,649,809 4,188,222 Income tax receivable 45,148 68,384 Deferred tax asset 402,166 2,262,186 Other current assets 1,135,419 1,160,952 ------------ ------------ Total current assets 35,171,520 31,805,294 PROPERTY AND EQUIPMENT, net 2,828,256 2,466,668 DEFERRED TAX ASSET 1,221,074 1,099,660 OTHER ASSETS 647,982 831,617 ------------ ------------ TOTAL ASSETS $ 39,868,832 $ 36,203,239 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable $ 15,479,730 $ 15,446,818 Accrued liabilities 583,928 889,377 Accrued compensation 737,239 598,875 Deferred revenue 271,727 237,575 ------------ ------------ Total current liabilities 17,072,624 17,172,645 ------------ ------------ LONG-TERM LIABILITIES: Lease obligations and deferred gain 156,756 234,922 COMMITMENTS AND CONTINGENCIES -- -- STOCKHOLDERS' EQUITY: Preferred stock, $.001 par value; Authorized: 10,000,000 shares, none issued Common stock, $.001 par value; Authorized: 30,000,000 shares Issued and outstanding: 9,850,466 shares at Sept 30, 2004 and 9,739,537 at March 31, 2003 9,850 9,740 Capital in excess of par value 41,742,044 41,093,976 Accumulated other comprehensive income 180,879 180,879 Accumulated deficit (19,293,321) (22,488,923) ------------ ------------ Total stockholders' equity 22,639,452 18,795,672 ------------ ------------ TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $ 39,868,832 $ 36,203,239 ============ ============
The accompanying notes are an integral part of these consolidated statements. RENTRAK CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) Three Months Ended September 30, 2004 2003 ----------- ---------- (Restated) REVENUES 26,997,784 14,603,732 OPERATING EXPENSES: Cost of sales 19,860,236 12,465,406 Selling and administrative 4,338,227 4,140,708 ----------- ------------------ 24,198,463 16,606,114 ----------- ------------------ INCOME (LOSS) FROM OPERATIONS 2,799,321 (2,002,382) OTHER INCOME (EXPENSE): Interest income 52,812 67,428 Interest expense (1,165) (1,776) ----------- ------------------ 51,647 65,652 ----------- ------------------ INCOME (LOSS) BEFORE TAXES 2,850,968 (1,936,730) PROVISION (BENEFIT) FOR INCOME TAXES 1,040,605 (484,182) ----------- ------------------ NET INCOME (LOSS) $ 1,810,363 $(1,452,548) =========== ================== NET INCOME (LOSS) PER SHARE: Basic $ 0.18 $ (0.15) =========== =========== Diluted $ 0.17 $ (0.15) =========== =========== The accompanying notes are an integral part of these condensed consolidated statements. RENTRAK CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) Six Months Ended September 30, 2004 2003 ----------- ----------- (Restated) REVENUES 52,330,786 33,518,104 OPERATING EXPENSES: Cost of sales 38,637,297 26,924,494 Selling and administrative 8,769,406 8,471,258 ----------- ------------ 47,406,703 35,395,752 ----------- ------------ INCOME (LOSS) FROM OPERATIONS 4,924,083 (1,877,648) OTHER INCOME (EXPENSE): Interest income 110,657 122,867 Interest expense (2,296) (7,825) ----------- ------------ 108,361 115,042 ----------- ------------ INCOME (LOSS) BEFORE TAXES 5,032,444 (1,762,606) PROVISION (BENEFIT) FOR INCOME TAXES 1,836,842 (440,652) ----------- ------------ NET INCOME (LOSS) $ 3,195,602 $ (1,321,954) =========== ============ NET INCOME (LOSS) PER SHARE: Basic $ 0.33 $ (0.14) =========== ============ Diluted $ 0.31 $ (0.14) =========== ============ The accompanying notes are an integral part of these condensed consolidated statements. RENTRAK CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) Three Months Ended September 30, 2004 ---------------------------------------------- ENTERTAINMENT FULFILLMENT TOTAL ------------- ----------- ----------- REVENUES $ 26,997,784 $ -- $26,997,784 OPERATING EXPENSES: Cost of sales 19,860,230 6 19,860,236 Selling and administrative 4,328,593 9,634 4,338,227 ------------ -------- ----------- 24,188,823 9,640 24,198,463 ------------ -------- ----------- INCOME (LOSS) FROM OPERATIONS 2,808,961 (9,640) 2,799,321 ------------ -------- ----------- OTHER INCOME (EXPENSE): Interest income 19,215 33,597 52,812 Interest expense (1,165) -- (1,165) ------------ -------- ----------- 18,050 33,597 51,647 ------------ -------- ----------- INCOME BEFORE TAXES 2,827,011 23,957 2,850,968 PROVISION FOR INCOME TAXES 1,031,861 8,744 1,040,605 ------------ -------- ----------- NET INCOME $ 1,795,150 $ 15,213 $ 1,810,363 ============ ======== =========== NET INCOME PER SHARE: Basic $ 0.18 $ 0.00 $ 0.18 ============ ======== =========== Diluted $ 0.17 $ 0.00 $ 0.17 ============ ======== =========== RENTRAK CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) Six Months Ended September 30, 2004 -------------------------------------------- ENTERTAINMENT FULFILLMENT TOTAL ------------- ----------- ----------- REVENUES $ 52,330,786 $ -- $52,330,786 OPERATING EXPENSES: Cost of sales 38,631,258 6,039 38,637,297 Selling and administrative 8,749,184 20,222 8,769,406 ------------ -------- ----------- 47,380,442 26,261 47,406,703 ------------ -------- ----------- INCOME (LOSS) FROM OPERATIONS 4,950,344 (26,261) 4,924,083 ------------ -------- ----------- OTHER INCOME (EXPENSE): Interest income 42,009 68,648 110,657 Interest expense (2,296) -- (2,296) ------------ -------- ----------- 39,713 68,648 108,361 ------------ -------- ----------- INCOME BEFORE TAXES 4,990,057 42,387 5,032,444 PROVISION FOR INCOME TAXES 1,821,371 15,471 1,836,842 ------------ -------- ----------- NET INCOME $ 3,168,686 $ 26,916 $ 3,195,602 ============ ======== =========== NET INCOME PER SHARE: Basic $ 0.33 $ 0.00 $ 0.33 ============ ======== =========== Diluted $ 0.31 $ 0.00 $ 0.31 ============ ======== =========== RENTRAK CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) Three Months Ended September 30, 2003 ----------------------------------------------- (restated) ENTERTAINMENT FULFILLMENT TOTAL ------------- ----------- ----------- REVENUES $ 14,099,116 $ 504,616 $14,603,732 OPERATING EXPENSES: Cost of sales 10,444,120 2,021,286 12,465,406 Selling and administrative 3,870,115 270,593 4,140,708 ------------ ----------- ----------- 14,314,235 2,291,879 16,606,114 ------------ ----------- ----------- INCOME (LOSS) FROM OPERATIONS (215,119) (1,787,263) (2,002,382) ------------ ----------- ----------- OTHER INCOME (EXPENSE): Interest income 20,658 46,770 67,428 Interest expense (1,776) -- (1,776) ------------ ----------- ----------- 18,882 46,770 65,652 ------------ ----------- ----------- INCOME BEFORE TAXES (196,237) (1,740,493) 1,936,730) PROVISION FOR INCOME TAXES (49,059) (435,123) (484,182) ------------ ----------- ----------- NET INCOME $ (147,178) $(1,305,370) $(1,452,548) ============ =========== =========== NET INCOME PER SHARE: Basic $ (0.02) $ (0.13) $ (0.15) ============ =========== =========== Diluted $ (0.02) $ (0.13) $ (0.15) ============ =========== =========== RENTRAK CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) Six Months Ended September 30, 2003 ----------------------------------------------- (restated) ENTERTAINMENT FULFILLMENT TOTAL -------------- ----------- ----------- REVENUES $ 28,893,805 $ 5,154,443(1) $33,518,104 OPERATING EXPENSES: Cost of sales 21,201,605(1) 6,253,033 26,924,494 Selling and administrative 7,730,663 740,595 8,471,258 ------------ ----------- ----------- 28,932,268 6,993,628 35,395,752 ------------ ----------- ----------- INCOME (LOSS) FROM OPERATIONS (38,463) (1,839,185) (1,877,648) ------------ ----------- ----------- OTHER INCOME (EXPENSE): Interest income 51,703 71,164 122,867 Interest expense (3,429) (4,396) (7,825) ------------ ----------- ----------- 48,274 66,768 115,042 ------------ ----------- ----------- INCOME BEFORE TAXES 9,811 (1,772,417) (1,762,606) PROVISION FOR INCOME TAXES 2,452 (443,104) (440,652) ------------ ----------- ----------- NET INCOME $ 7,359 $(1,329,313) $(1,321,954) ============ =========== =========== NET INCOME PER SHARE: Basic $ 0.00 $ (0.14) $ (0.14) ============ =========== =========== Diluted $ 0.00 $ (0.14) (0.14) ============ =========== =========== (1) - Includes Intercompany transactions of $530,144, which are eliminated in consolidated total amounts. -----END PRIVACY-ENHANCED MESSAGE-----