-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, SJGs2BamDbmf40FOS5JEOH4Ajv7Rv9zdT8r5INgNLnMsJv+3TwB+1IAD/DJudejA BOcilNwWgWs/+OyxjwXjgg== 0000950134-94-000200.txt : 19940318 0000950134-94-000200.hdr.sgml : 19940318 ACCESSION NUMBER: 0000950134-94-000200 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19940317 ITEM INFORMATION: 5 ITEM INFORMATION: 7 FILED AS OF DATE: 19940317 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SPI HOLDING INC CENTRAL INDEX KEY: 0000819898 STANDARD INDUSTRIAL CLASSIFICATION: 4841 IRS NUMBER: 752182004 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 34 SEC FILE NUMBER: 001-09724 FILM NUMBER: 94516502 BUSINESS ADDRESS: STREET 1: 1501 N PLANO RD STREET 2: P.O.BOX 830775 CITY: RICHARDSON STATE: TX ZIP: 75083-0775 BUSINESS PHONE: 2142342721 8-K 1 FORM 8-K 1 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 Earliest Event Reported: March 9, 1994 Date of Report: March 17, 1994 SPI HOLDING, INC. (Exact name of Registrant as specified in its charter) Delaware 1-9724 75-2182004 (State of other (Commission (I.R.S. Employer jurisdiction File Number) Identification No.) of Incorporation) 1501 North Plano Road, Richardson, Texas 75081 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (214) 234-2721 2 Item 5. Other Events. The information set forth in the press release of the Registrant dated March 9, 1994, which is filed as an exhibit hereto, is incorporated herein by reference. Item 7. Financial Statements and Exhibits. (c) Exhibits: Exhibit Number Description ------- ----------- 99.1 Press release dated March 9, 1994 3 Exhibit Index
Exhibit Number Description - ------ ----------- 99.1 Press release dated March 9, 1994
4 SIGNATURE 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. SPI HOLDING, INC. By: /s/ Danny G. Hair Danny G. Hair Vice President of Finance & Chief Financial Officer Date: March 17, 1994 EX-99.1 2 PRESS RELEASE DATED MARCH 9, 1994 1 SPECTRAVISION 1501 N. PLANO RD, RICHARSON, TX 75081 (214) 301-9108 TRADED: SPH B AT THE COMPANY: AT FINANCIAL RELATIONS BOARD: Janice Schroer Bill Murphy Director of Corp. General Info Communications (214) 301-9016 (312) 266-7800 FOR IMMEDIATE RELEASE MARCH 9, 1994 SPI HOLDING REPORTS OPERATING INCOME GAIN AND DECREASING NET LOSS FOR FISCAL 1993 DALLAS, MARCH 9, 1994 -- SPI HOLDING, INC. (AMEX: SPH B), doing business as SpectraVision, the nation's largest provider of pay- per-view entertainment to the hotel industry, today reported higher operating income on a small decline in revenues and a net loss for fiscal 1993. The company reported revenues of $163 million for the year ended Dec. 31, 1993, vs. $169 million for the previous year. Revenues were affected by a decline in the overall number of hotel rooms served during the period, but that was substantially offset by improved hotel occupancy rates and increased revenue per equipped room per day. Incentives provided to customers in the third quarter for extending contracts for up to an additional seven years had a continuing impact on revenues. Operating income, excluding non-recurring items, increased to $10.9 million for 1993, compared to $9.9 million for the previous year. Operating income reported for 1993 was $3.2 million, compared to an operating loss of $209 million for 1992, which included the write off of the net book value of $218.5 million of goodwill. The 1993 operating income was affected by a charge of approximately $7 million which reflects the estimated costs due to changes in technology and field service operations connected with the company's strategic alliance with Electronic Data Systems (EDS). The 1993 operating income number also includes a loss of approximately $700,000 related to the company's outsourcing of manufacturing of its pay-per-view equipment to the Cerplex Group. The net loss applicable to common stockholders for 1993 was $46 million, or $2.52 per share, on a significantly larger number of shares outstanding, compared to -more- 2 SPECTRAVISION ADD - 1 - a net loss applicable to shareholders of $297.2 million, or $169.22 per share, for 1992. The 1993 net loss included an extraordinary loss of approximately $2.7 million due to the write off of unamortized debt issuance costs as a result of debt extinguishment, The 1992 net loss included an extraordinary gain of $23.4 million resulting from a debt restructuring in November of that year, and a charge of $28.5 million resulting from the adoption of FASB Statement No. 109 (Accounting for Income Taxes). The net loss per share figure for 1993 was calculated on 18.2 million average common shares outstanding while the 1992 net loss per share involved only 1.7 million average common shares outstanding. The company's number of average Class A and B common shares outstanding rose to approximately 16 million after consummation of a Reorganization Plan in November, 1992. In October, 1993, the company completed a stock offering of an additional 7.6 million Class B common shares as part of a recapitalization program. Fourth quarter revenues for 1993 were $38.7 million compared to $41.3 million in the year ago quarter. Quarterly revenues were also impacted by a decline in number of hotel rooms served, offset by increased hotel occupancy and improved revenues, per room, per day, attributed to strong movie products. The earlier stated impact of customer incentives granted for contract renewals in the third quarter had a continuing effect on fourth quarter revenues. The operating loss for the fourth quarter 1993 was reported as $1.4 million, compared to operating income of $3.7 million for the same period a year ago. The operating loss for the quarter was also affected by the earlier stated loss of $700,000 associated with the company's outsourcing of manufacturing to the Cerplex Group. Net loss for the fourth quarter was $16.3 million, or 69 cents per share, compared to a net income of $12.7 million, or $1.95 per share, in the year ago quarter. The 1993 quarter includes the affects of the earlier stated $2.7 million extraordinary loss due to the write-off of unamortized debt issuance costs. The 1992 quarter includes a $23.4 million extraordinary gain resulting from the restructuring of company debt in November of that year, The average common shares outstanding during the fourth quarter of 1993 was 23.6 million, while the average common shares outstanding for the year ago quarter was only 6.5 million. According to Al Jerome, president and chief executive officer, "The Company continues on its course of using strong strategic alliances to operate more efficiently and effectively, to address the marketplace more aggressively, and to build growth into our business. In 1993, we announced a strategic alliance with EDS which enables SpectraVision to be the first and only company to deliver the information -more- 3 SPECTRAVISION ADD - 2 - superhighway to the lodging industry. Then, at year end we outsourced our manufacturing operation to The Cerplex Group which streamlined the Company, allowed us to avoid substantial capital expenditures necessary to upgrade the manufacturing facility and now, our business promises to be more productive. These, combined with other alliances, US West, Travelhost, Strategic Telecom and Cable Healthcare Company provide us with the breadth and resources of a much larger company and enable us to offer more services to our customers and expand into other markets." The company also announced that its annual meeting will be held on May 25, 1994. Complete details will be contained in the company's April, 1994, proxy materials. SpectraVision continues to be the largest supplier of in-room, pay-per-view entertainment and information services to the worldwide lodging industry since its incorporation in 1971 with a customer base of nearly 700,000 guest rooms. SpectraVision's video-on-demand product, Guest Choice(R), made its debut in 1990 and also maintains the dominant presence with installations exceeding 180,000 rooms. Through its STARPATH(TM) technology, it is the only company in the lodging industry delivering compressed digital video via the information superhighway to the SpectraVision served sites in North America. SpectraVision markets its products and services in the U.S., Canada, Mexico, the Caribbean, Australia and the Pacific Rim. -more- 4 SPECTRAVISION ADD - 3 - SPI HOLDING, INC. SUMMARY STATEMENT OF OPERATIONS (In thousands, except share data) (Unaudited)
QUARTER ENDED DECEMBER 31, ---------------------------------- 1993 1992 ------------- ------------ REVENUES $ 38,668 $ 41,265 OPERATING INCOME (LOSS) (1,386) (1) 3,756 NET INCOME (LOSS) (16,253) (2) 12,771 (4) INCOME (LOSS) PER COMMON SHARE $ (0.69) $ 1.95 AVERAGE COMMON SHARES OUTSTANDING 23,651,296 6,542,154
TWELVE MONTHS ENDED DECEMBER 31, ---------------------------------- 1993 1992 ------------- ------------ REVENUES $ 162,993 $ 168,621 OPERATING INCOME (LOSS) 3,205 (1)(3) (208,604) (5) NET LOSS (45,756) (2) (275,362) (4)(6) PREFERRED STOCK DIVIDEND - 21,878 NET LOSS APPLICABLE TO COMMON STOCKHOLDERS (45,756) (297,240) LOSS PER COMMON SHARE $ (2.52) $ (169.22) AVERAGE COMMON SHARES OUTSTANDING 18,178,289 1,756,518
5 SPECTRAVISION ADD - 4 - Note 1: Includes a net loss of approximately $0.7 million from the sale of the Company's production raw materials, work-in-process and certain manufacturing equipment to the Cerplex Group effective December 17, 1993. Note 2: Includes an extraordinary loss of approximately $2.7 million due to the write-off of unamortized debt issuance costs related to the original issuance of the bank credit facility and the supplemental credit facility as a result of early extinguishment of debt effective October 5, 1993. Note 3: Includes a charge of approximately $7.0 million which reflects the estimated costs due to changes in technology and field service operations in connection with the EDS Strategic Alliance during 1993. Note 4: Included an extraordinary gain of approximately $23.4 million resulting from the restructuring of the Company's debt effective November 23, 1992. Note 5: Included a write-off of the net book value of goodwill in the amount of $218.5 million at June 30, 1992. Note 6: Included a charge of $28.5 million for the cumulative change in accounting principle recorded January 1, 1992, as a result of the Company's adoption of the Financial Accounting Standards Board Statement No. 109, "Accounting for Income Taxes". 6 SPECTRAVISION ADD - 5 - SPI HOLDING, INC. (DBA SpectraVision) CONDENSED STATEMENTS OF FINANCIAL POSITION (In thousands) (Unaudited)
1993 1992 ---------- ---------- CASH AND EQUIVALENTS $ 14,285 $ 9,593 ACCOUNTS RECEIVABLE 18,060 18,714 PREPAIDS AND OTHER ASSETS 9,569 11,940 VIDEO SYSTEMS 98,685 84,118 BUILDING AND EQUIPMENT 7,313 7,303 UNAMORTIZED HOTEL CONTRACTS 253,508 266,006 ---------- ---------- TOTAL ASSETS $ 401,420 $ 397,674 ========== ========== ACCOUNTS PAYABLE AND ACCRUED LIABILITIES $ 35,646 $ 33,200 CURRENT AND DEFERRED INCOME TAXES 35,889 40,316 BANK CREDIT FACILITIES 7,350 195,470 11.5% SENIOR DISCOUNT NOTES 154,055 -- 11.65% RESET NOTES 260,795 260,795 OTHER DEBT (INCLUDES DEBT ISSUANCE COSTS) 6,299 (1,184) CONTINGENT VALUE RIGHTS 20,000 20,000 STOCKHOLDERS' DEFICIT (118,614) (150,923) ---------- ---------- TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT $ 401,420 $ 397,674 ========== ==========
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