-----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, N2MBaJ1eI4bBKcnGm0+tDg2JFXJk/0+f8jjuDz5CVBW/lX09j49tjogysDoYyvfx Dh5sYaIvnBxENzxn0PSzyg== /in/edgar/work/20000726/0001032210-00-001441/0001032210-00-001441.txt : 20000921 0001032210-00-001441.hdr.sgml : 20000921 ACCESSION NUMBER: 0001032210-00-001441 CONFORMED SUBMISSION TYPE: PRER14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000726 FILER: COMPANY DATA: COMPANY CONFORMED NAME: RENTRAK CORP CENTRAL INDEX KEY: 0000800458 STANDARD INDUSTRIAL CLASSIFICATION: [7822 ] IRS NUMBER: 930780536 STATE OF INCORPORATION: OR FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: PRER14A SEC ACT: SEC FILE NUMBER: 000-15159 FILM NUMBER: 679335 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: 7227 NE 55TH AVENUE CITY: PORTLAND STATE: OR ZIP: 97218 FORMER COMPANY: FORMER CONFORMED NAME: NATIONAL VIDEO INC DATE OF NAME CHANGE: 19881004 PRER14A 1 0001.txt PROXY SOLICITING MATERIALS UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [X] Filed by a Party other than the Registrant [_] Check the appropriate box: [_] Preliminary Proxy Statement [_] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [_] Definitive Proxy Statement [_] Definitive Additional Materials [X] Soliciting Material Under Rule 14a-12 RENTRAK CORPORATION - -------------------------------------------------------------------------------- (Name of Registrant as Specified in Its Charter) - -------------------------------------------------------------------------------- (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box): [X] No fee required [_] Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11. (1) Title of each class of securities to which transaction applies: ------------------------------------------------------------------------- (2) Aggregate number of securities to which transaction applies: ------------------------------------------------------------------------- (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined): ------------------------------------------------------------------------- (4) Proposed maximum aggregate value of transaction: ------------------------------------------------------------------------- (5) Total fee paid: ------------------------------------------------------------------------- [_] Fee paid previously with preliminary materials. [_] Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing. (1) Amount Previously Paid: ------------------------------------------------------------------------- (2) Form, Schedule or Registration Statement No.: ------------------------------------------------------------------------- (3) Filing Party: ------------------------------------------------------------------------- (4) Date Filed: ------------------------------------------------------------------------- Notes: Media Contact: Investor Contact: Dick Gersh Rick Nida Richard Gersh Associates Rentrak Corporation 212-757-1101 503-284-7581 Ext. 295 FOR IMMEDIATE RELEASE: Rentrak Reports First Quarter Fiscal 2001 Earnings Third-Party E-fulfillment Subsidiary Posts 23 Percent Revenue Increase PORTLAND, Ore. (July 26, 2000)--Rentrak Corporation (Nasdaq:RENT) today announced that for the quarter ended June 30, 2000, consolidated net earnings were $1.0 million or $0.10 per diluted share on 10.9 million shares outstanding, compared with $1.2 million or $0.12 per diluted share from continuing operations on 10.5 million shares outstanding in the comparable quarter the prior year. In the first quarter of fiscal 2000, Rentrak reported a $0.23 per share gain on the disposal of discontinued operations. Total consolidated revenues in the quarter were $30.3 million down 2 percent from $31.0 million in the same period last year. Excluding 3PF.COM, Inc. (3PF), Rentrak's wholly owned e-fulfillment subsidiary, Rentrak reported net earnings of $1.6 million or $0.15 per diluted share on revenues of $26.8 million, compared with net earnings of $1.0 million or $0.10 per diluted share from continuing operations on revenues of $28.5 million in the same period last year. The lower revenues resulted primarily from weaker titles being available for shipment during the quarter through the company's core revenue-sharing videocassette distribution business. Ron Berger, Rentrak's Chairman and CEO said, "We are encouraged that our Pay-Per-Transaction (PPT(R)) business produced impressive earnings results compared with last year when we had a much stronger slate of titles to offer our customers." Mr. Berger continued, " While the upcoming proxy contest for control of Rentrak's board of directors has been a distraction, we have remained focused on executing our strategic plan and producing exceptional value for our shareowners." -more- 3PF revenues for the quarter ended June 30, 2000, were $4.3 million, up 23 percent from the comparable period a year earlier. 3PF added new clients during the quarter, expanded its business with certain of its ongoing clients and continued to invest in systems and infrastructure to support continuing growth. 3PF experienced a net quarterly loss equivalent to $0.05 per diluted Rentrak share, compared with $0.02 diluted earnings per share for the same period last year. 3PF's Chairman, President and CEO William J. Polich said, "We are very pleased with both the year-over-year revenue growth for the quarter and the sequential growth of 21 percent over the previous quarter. We look forward to the second half of the year when the third-party fulfillment volumes traditionally escalate, and we have an opportunity to further leverage the investments we have made in warehouse capacity and systems development." 3PF, with a primary emphasis on B-to-B services, provides fulfillment, order processing and inventory management services for e-commerce companies and other companies requiring just-in-time fulfillment. It operates two Midwestern hub-based distribution centers offering late night order cut-off and 24/7 capabilities, with a total of 320,000 square feet of warehouse space. An additional 120,000 square foot facility is scheduled to open later this year. 3PF can be accessed on the Web at http://www.3PF.COM. Rentrak Corporation, through its PPT system, is the world's largest distributor of pre-recorded videocassettes on a revenue-sharing basis. The company directly services retailers throughout the U.S. and Canada and, through affiliated companies, supplies a growing number of international outlets in Japan and the United Kingdom. Rentrak's corporate Web site is http://www.rentrak.com. * * * Shareholders may obtain information regarding the participants involved in the Company's proxy solicitation, including a description of their direct and indirect interests, by security holdings or otherwise in the Company's Proxy Statement filed with the Securities and Exchange Commission. Shareholders should read the Company's Proxy Statement because it contains important information. The Company's Proxy Statement and related documents and information is available for free at the Commission's World Wide Web site at http://www.sec.gov. The Company's definitive Proxy Statement will be available for free from the Company and the participants. -more- 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 both 3PF and PPT 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 videocassettes subject to company guarantees and Rentrak and 3PF 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, 2000, annual report on Form 10-K, 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. -end- -----END PRIVACY-ENHANCED MESSAGE-----