-----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, LgWD+pV528xvwTemUfydVtEXdsygmHBA+7O0RCAQDCA9N8thnfBygKTD8X3Xj+H3 DE6IYOQ+qUsC0RFlR9T35w== 0000890163-04-000051.txt : 20040205 0000890163-04-000051.hdr.sgml : 20040205 20040205080303 ACCESSION NUMBER: 0000890163-04-000051 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040205 ITEM INFORMATION: FILED AS OF DATE: 20040205 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NEW FRONTIER MEDIA INC CENTRAL INDEX KEY: 0000847383 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MOTION PICTURE & VIDEO TAPE DISTRIBUTION [7822] IRS NUMBER: 841084061 STATE OF INCORPORATION: CO FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-23697 FILM NUMBER: 04568510 BUSINESS ADDRESS: STREET 1: 5435 AIRPORT BLVD STREET 2: SUITE 100 CITY: BOULDER STATE: CO ZIP: 80301 BUSINESS PHONE: 3034440632 FORMER COMPANY: FORMER CONFORMED NAME: NEW FRONTIER MEDIA INC /CO/ DATE OF NAME CHANGE: 19970627 FORMER COMPANY: FORMER CONFORMED NAME: NATIONAL SECURITIES HOLDING CORPORATION DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: STRATEGIC ACQUISITIONS INC DATE OF NAME CHANGE: 19600201 8-K 1 s11-4242_8k.txt FORM 8-K 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): February 5, 2004 NEW FRONTIER MEDIA, INC. ----------------------------------------------------- (Exact name of registrant as specified in its charter) Colorado 000-23697 84-1084061 ------------- --------------- ----------------- (State of (Commission File (IRS Employer I.D. Incorporation) Number) Number) 7007 Winchester Circle Suite 200 Boulder, Colorado 80301 (303) 444-0900 ------------------------------- (Address and telephone number of principal executive offices) Item 12. Results of Operations and Financial Condition On February 5, 2004, New Frontier Media, Inc., a Colorado corporation (the "Registrant") issued the attached press release that included financial information for the third quarter of fiscal 2004. A copy of the press release is attached as Exhibit 99.1 to this Report on Form 8-K. The information contained in the press release shall not be deemed incorporated by reference into any of the Company's registration statements filed with the Commission. The press release presents EBITDA - - a non-GAAP financial measure. For purposes of Regulation G, a non-GAAP financial measure is a numerical measure of a registrant's historical or future financial performance, financial position or cash flows that exclude amounts, or is subject to adjustments that have the effect of excluding amounts, that are included in the most directly comparable measure calculated and presented in accordance with GAAP in the statement of income, balance sheet or statement of cash flows (or equivalent statements) of the issuer. In this regard, GAAP refers to generally accepted accounting principles in the United States. Pursuant to the requirements of Regulation G, the Registrant has provided a reconciliation within the earnings release of the non-GAAP financial measure to the most directly comparable GAAP financial measure. EBITDA measures the amount of income generated each period by the Registrant that could be used to service debt, pay taxes and fund capital expenditures. It is important to note, however, that EBITDA does not represent cash provided or used by operating activities. EBITDA should not be considered in isolation or as a substitute for measures of performance prepared in accordance with GAAP. EBITDA is presented in the press release because the Registrant's management uses this information in evaluating the operating efficiency and overall financial performance of its business. The Registrant's management also believes that this information provides the users of the Registrant's financial statements a valuable insight into its operating results. 2 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized. NEW FRONTIER MEDIA, INC. (Registrant) February 5, 2004 By: /S/ MICHAEL WEINER --------------------------------------- Michael Weiner, Chief Executive Officer 3 EXHIBIT INDEX Exhibit No. Exhibits. - ----------- --------- 99.1 Press Release issued by New Frontier Media, Inc. dated February 5, 2004 EX-99 3 s11-4242_ex99.txt EXHIBIT 99.1 New Frontier Media Reports Fourth Consecutive Profitable Quarter BOULDER, COLORADO, February 5, 2004 -- New Frontier Media, Inc. (Nasdaq: NOOF), a leader in the electronic distribution of adult entertainment, announced fiscal 2004 third quarter results for the quarter ended December 31, 2003. The Company reported net income for the quarter of $2.7 million, or $0.12 cents per fully diluted common share, as compared to a net loss of $5.9 million, or $0.28 per fully diluted common share for the quarter a year ago. Net revenue for the current year quarter was $10.8 million compared to $8.6 million for the quarter a year ago, representing an increase of 26%. The Company reported EBITDA (earnings before interest, taxes, depreciation and non-content related amortization) of $3.7 million for the quarter ended December 31, 2003, as compared to $1.0 million for the quarter ended December 31, 2002, determined prior to restructuring charges of $0.5 million related to the Internet Group. "We continue to be pleased with how our fiscal 2004 year is progressing", said Michael Weiner, Chief Executive Officer of New Frontier Media, Inc. "We are reporting our fourth consecutive quarter of profits and remain on track to meet our guidance for the full fiscal year." PAY TV The Company's Subscription/PPV TV Group ("Pay TV Group") reported revenue of $10.0 million for the quarter ended December 31, 2003, as compared to $6.8 million for the quarter ended December 31, 2002, which represents an increase of 47%. Of this, revenue from the Pay TV Group's Cable/DBS/Hotel services increased 72% from $5.0 million for the quarter ended December 31, 2002 to $8.6 million for the quarter ended December 31, 2003. This increase in Cable/DBS/Hotel revenue is related to an increase in the distribution of the Pay TV Group's video-on-demand ("VOD") service. The Pay TV Group's VOD service, branded as TEN*On Demand, is now distributed to 8.9 million VOD enabled cable households and 900,000 hotel rooms in the U.S. Revenue from the Pay TV Group's C-Band services declined 22% to $1.4 million for the quarter ended December 31, 2003, from $1.8 million for the quarter a year ago. This market continues to be profitable for the Pay TV Group, but management is monitoring the margins closely as the consumer market continues to migrate away from this platform. To this effort, at the end of January 2004, the Pay TV Group discontinued one of its C-Band services, TEN*BluePlus, thereby saving on uplink and transponder costs for this network. EBITDA for the Pay TV Group was $4.8 million for the quarter ended December 31, 2003, as compared to EBITDA of $1.9 million for the quarter ended December 31, 2002. Gross margin for the Pay TV Group increased from 47% for the quarter a year ago to 61% for the quarter ended December 31, 2003. Operating expenses declined from 26% of net revenue for the quarter ended December 31, 2002 to 18% for the quarter ended December 31, 2003, as overall operating expenses remained flat at $1.8 million for both quarters ended December 31, 2003 and 2002, respectively. INTERNET GROUP The Company's Internet Group reported net revenue of $0.8 million for the quarter ended December 31, 2003, as compared to $1.8 million for the quarter ended December 31, 2002, representing a decrease of 56%. Gross margin for the Internet Group increased to 57% for the current year quarter from 53% for the quarter a year ago. EBITDA for the Internet Group was $0.2 million for the quarter ended December 31, 2003 as compared to EBITDA of $0.4 million for the quarter ended December 31, 2002, representing a decrease of 50%. EBITDA was determined before restructuring charges of $0.5 million for the quarter ended December 31, 2002. CORPORATE ADMINISTRATION EXPENSES Corporate administration expenses were $1.3 million for both quarters ended December 31, 2003 and 2002, respectively. FUTURE OUTLOOK The Company reaffirms its guidance for the fiscal year ended March 31, 2004 as revenue of $40 - 43 million and net income of $9 - 11 million, or $0.39 - $0.49 cents per share. CONFERENCE CALL INFORMATION New Frontier Media, Inc. will be conducting its conference call and web cast to discuss earnings today at 4:15 p.m. Eastern Time. The participant phone number for the conference call is (800)-366-7417. To participate in the web cast please log on to www.noof.com and click on Investor Relations and then Webcasts & Events. A replay of the conference call will be available for seven days after 5:15 p.m. Eastern Time on February 5th at (800)-405-2236, access code 568771. The replay will also be archived for twelve months on the Corporate web site at www.noof.com. This press release can be found on the Company's corporate web site, www.noof.com, under Investor Relations/News Releases. This news release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. The forward-looking statements are based on current expectations, estimates and projections made by management. The Company intends for the forward-looking statements to be covered by the safe harbor provisions for forward-looking statements. Words such as "anticipates", "expects", "intends", "plans", "believes", "seeks", "estimates", or variations of such words are intended to identify such forward-looking statements. All statements related to remaining on track to meet our guidance for the full fiscal year and the outcome of any contingencies are forward-looking statements. All forward-looking statements made in this press release are made as of the date hereof, and the company assumes no obligation to update the forward-looking statements included in this news release whether as a result of new information, future events, or otherwise. The forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those set forth or implied by any forward-looking statements. Please refer to the Company's Form 10-K and other filings with the SEC for additional information regarding risks and uncertainties, including, but not limited to, the risk factors listed from time to time in such SEC reports. Copies of these filings are available through the SEC's electronic data gathering analysis and retrieval system (EDGAR) at www.sec.gov. ABOUT NEW FRONTIER MEDIA, INC. New Frontier Media, Inc. is a leading distributor of adult entertainment via electronic platforms. The Company delivers the most extensive lineup of quality programming over the broadest range of electronic means including cable, satellite, Broadband and video-on-demand. The Erotic Networks(TM), the umbrella brand for the Company's subscription and pay television subsidiary, provides pay-per-view, video-on-demand, and subscription TV networks and services to over 58 million cable, DBS (direct broadcast satellite) and C-band households throughout North America. The Erotic Networks(TM) include Pleasure(TM), TEN(TM), TEN*Clips(TM), TEN*Xtsy(TM), TEN*Blue(TM), TEN*Blox(TM), TEN*Max(TM) and TEN*On Demand(TM). These networks and services represent the widest variety of editing standards available and are programmed without duplication to offer the most extensive selection of adult network programming under a single corporate umbrella. For more information contact Karyn Miller, Chief Financial Officer, at (303) 444-0900, extension 102, and please visit our web site at www.noof.com. Consolidated Operating Results (in '000's except per share amounts)
(UNAUDITED) (UNAUDITED) Quarter Ended Nine Months Ended December December 2003 2002 2003 2002 Revenue $10,779 $8,590 $31,778 $27,467 Cost of Sales (4,220) (4,413) (12,407) (14,141) ------------ ------------ ------------- ------------ Gross Profit 6,559 4,177 19,371 13,326 Operating Expenses (3,553) (4,439) (10,970) (19,231) ------------ ------------ ------------- ------------ Operating Income (Loss) 3,006 (262) 8,401 (5,905) Other Expense (276) (420) (815) (1,437) ------------ ------------ ------------- ------------ Net Income (Loss) Before Taxes $2,730 ($682) $7,586 ($7,342) Provision for income taxes 0 (5,266) (2) (5,266) ------------ ------------ ------------- ------------ Net Income (Loss) $2,730 ($5,948) $7,584 ($12,608) ============ ============ ============= ============ Basic Income (Loss) Per Share $0.13 ($0.28) $0.38 ($0.59) ============ ============ ============= ============ Diluted Income (Loss) Per Share $0.12 ($0.28) $0.35 ($0.59) ============ ============ ============= ============ Basic shares outstanding 20,603 21,323 19,998 21,302 ============ ============ ============= ============ Diluted shares outstanding 22,590 21,323 21,706 21,302 ============ ============ ============= ============ Reconciliation of Net Income (Loss) to EBITDA as reported (UNAUDITED) (UNAUDITED) Quarter Ended Nine Months Ended December 31, December 31, 2003 2002 2003 2002 Net Income (Loss) $2,730 ($5,948) $7,584 ($12,608) Adjustments: Dep'n and Amort.(1) 541 749 1,598 2,725 Interest Expense 416 432 1,086 1,370 Interest Income (10) (13) (29) (52) Income Taxes 0 5,267 2 5,267 Loss on non-cash write off 0 0 0 118 Restructuring/Impair. 0 549 72 4,267 ------------ ------------ ------------- ------------ EBITDA as reported $3,677 $1,036 $10,313 $1,087 ============ ============ ============= ============
(1) Amortization excludes amortization of content licenses The Condensed Statement of Operations should be read in conjunction with the Company's Form 10Q, 10-K and other fiilings with the Securities and Exchange Commission. To obtain a copy please contact New Frontier Media, Inc. Consolidated Balance Sheet (in 000s)
(Unaudited) December 31 March 31, 2003 2003 CURRENT ASSETS: Cash and cash equivalents $12,583 $4,264 Accounts receivable, net 7,013 5,680 Prepaid expenses 456 610 Other 769 452 ------------ ------------- TOTAL CURRENT ASSETS 20,821 11,006 ------------ ------------- FURNITURE AND EQUIPMENT, net 3,381 3,951 ------------ ------------- OTHER ASSETS: Prepaid distribution rights, net 12,067 11,520 Goodwill 3,743 3,743 Other identifiable intangible assets, net 420 1,124 Deposits 185 567 Other 619 3,114 ------------ ------------- TOTAL OTHER ASSETS 17,034 20,068 ------------ ------------- TOTAL ASSETS $41,236 $35,025 ============ ============= CURRENT LIABILITIES: Accounts payable $2,297 $2,606 Current portion of capital lease obligations 486 996 Deferred revenue 1,282 2,223 Accrued restructuring expense 1,029 1,304 Note Payable 1,170 0 Accrued Compensation 1,098 478 Other accrued liabilities 1,054 747 ------------ ------------- TOTAL CURRENT LIABILITIES 8,416 8,354 ------------ ------------- LONG TERM LIABILITIES: Obligations under capital lease, net of current portion 220 465 Note Payable, net of current portion 360 0 Redeemable preferred stock 0 3,750 ------------ ------------- TOTAL LONG-TERM LIABILITIES 580 4,215 ------------ ------------- ------------ ------------- TOTAL LIABILITIES 8,996 12,569 ------------ ------------- COMMITMENTS AND CONTINGENCIES SHAREHOLDERS' EQUITY Common stock 2 2 Additional paid-in capital 48,143 45,943 Accumulated deficit (15,905) (23,489) ------------ ------------- TOTAL SHAREHOLDERS' EQUITY 32,240 22,456 ------------ ------------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $41,236 $35,025 ============ =============
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