-----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, EHOGo7Ikoda2VPN3Y31W3rWWFeVKKUCh7B52dkytEpKOlq9NBY/szkxo/cfEnFI0 kjOHkIhB2PWgOToXhw0vSw== 0000950123-98-002087.txt : 19980302 0000950123-98-002087.hdr.sgml : 19980302 ACCESSION NUMBER: 0000950123-98-002087 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 19980212 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19980227 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: SEAGRAM CO LTD CENTRAL INDEX KEY: 0000088188 STANDARD INDUSTRIAL CLASSIFICATION: BEVERAGES [2080] IRS NUMBER: 000000000 STATE OF INCORPORATION: CA FISCAL YEAR END: 0701 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-02275 FILM NUMBER: 98552283 BUSINESS ADDRESS: STREET 1: 1430 PEEL ST STREET 2: H3A 1S9 CITY: MONTREAL QUEBEC CANA STATE: A8 BUSINESS PHONE: 5148495271 MAIL ADDRESS: STREET 1: C/O JOSEPH E SEAGRAM & SONS INC STREET 2: 375 PARK AVE CITY: NEW YORK STATE: NY ZIP: 10152 8-K 1 FORM 8-K 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549-1004 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 12, 1998 THE SEAGRAM COMPANY LTD. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) CANADA 1-2275 NONE (State or other jurisdiction of (Commission File Number) (I.R.S. Employer incorporation or organization) Identification No.) 1430 PEEL STREET H3A 1S9 MONTREAL, QUEBEC, CANADA (Zip Code) (Address of Principal Executive Offices) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (514) 849-5271 2 ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS On February 12, 1998, USA Networks Partner, Inc., a subsidiary of Universal Studios, Inc. ("Universal"), sold its 50 percent interest in USA Networks to USA Networks, Inc. (formerly known as HSN, Inc.) ("USAi") and Universal contributed the remaining 50 percent interest in USA Networks and its domestic television production and distribution operations to USANi LLC (the "LLC"), a subsidiary of USAi, pursuant to the terms of an Investment Agreement, dated as of October 19, 1997, as amended and restated as of December 18, 1997, among Universal, for itself and on behalf of certain of its subsidiaries, HSN, Inc., Home Shopping Network, Inc. and Liberty Media Corporation, for itself and on behalf of certain of its subsidiaries. Universal and USAi also expect to form a 50-50 joint venture to be managed by Universal which will own, operate and exploit the international development of USA Networks, Sci-Fi Channel and a new action/suspense channel known as "13th Street," unless USAi elects not to participate in such venture in which case Universal will acquire USAi's 50 percent interest (or Sci-Fi Europe and USA Networks' international business) for a price to be agreed upon. In exchange therefor, on February 12, 1998, Universal received consideration valued at $4.075 billion, consisting of (i) shares of common stock and class B common stock of USAi and shares of the LLC which are exchangeable for shares of common stock and class B common stock of USAi, collectively representing an effective 45.8 percent interest in USAi and (ii) approximately $1.3 billion in cash paid to USA Networks Partner, Inc. The consideration was determined pursuant to discussions among senior officers of The Seagram Company Ltd. ("Seagram"), Universal and USAi. In connection with the transaction, Universal nominated Edgar Bronfman Jr., President and Chief Executive Officer of Seagram, Robert W. Matschullat, Vice Chairman and Chief Financial Officer of Seagram, Frank J. Biondi, Jr., Chairman and Chief Executive Officer of Universal, and Samuel Minzberg, President and Chief Executive Officer of Claridge Inc., to the Board of Directors of USAi, each of whom was appointed to the Board effective upon the consummation of the transaction. In addition, Barry Diller, the Chairman and Chief Executive Officer of USAi, was appointed to the Board of Directors of Seagram effective upon the consummation of the transaction. A copy of Seagram's press release dated February 12, 1998 is attached hereto as Exhibit 99.1 and is incorporated herein by reference. ITEM 7. FINANCIAL STATEMENT AND EXHIBITS. (a) Financial Statements of Businesses Acquired Not Applicable. (b) Unaudited Pro Forma Consolidated Financial Information The unaudited pro forma balance sheet at December 31, 1997 and unaudited pro forma statements of income for the year ended June 30, 1997 and the six months ended December 31, 1997 are included herein. (c) Exhibits. (2.1)--Investment Agreement, dated as of October 19, 1997, as amended and restated as of December 18, 1997, among Universal Studios, Inc., for itself and on behalf of certain of its subsidiaries, HSN, Inc., Home Shopping Network, Inc. and Liberty Media Corporation, for itself 2 3 and on behalf of certain of its subsidiaries (incorporated by reference to Exhibit 10 to the Quarterly Report on Form 10-Q for the quarter ended December 31, 1997). (10.1)--Governance Agreement, dated as of October 19, 1997, among Universal Studios, Inc., HSN, Inc., Liberty Media Corporation and Barry Diller (incorporated by reference to Exhibit 33 to Schedule 13D/A dated February 23, 1998 of TeleCommunications, Inc., The Seagram Company Ltd., Universal Studios, Inc., Barry Diller, BDTV Inc., BDTV II INC., BDTV III INC. and BDTV IV INC. (the "Schedule 13D"). (10.2)--Stockholders Agreement, dated as of October 19, 1997, among Universal Studios, Inc., HSN, Inc., Liberty Media Corporation, Barry Diller and The Seagram Company Ltd. (incorporated by reference to Exhibit 34 to the Schedule 13D). (10.3)--Agreement, dated as of October 19, 1997, among Universal Studios, Inc., HSN, Inc. and Liberty Media Corporation (incorporated by reference to Exhibit 35 to the Schedule 13D). (10.4)--Exchange Agreement, dated as of October 19, 1997, among Universal Studios, Inc., HSN, Inc. and Liberty Media Corporation (incorporated by reference to Exhibit 36 to the Schedule 13D). (10.5)--Amended and Restated LLC Operating Agreement, dated as of February 12, 1998, among USA Networks, Inc., Universal Studios, Inc., Liberty Media Corporation and Barry Diller (incorporated by reference to Exhibit 37 to the Schedule 13D). (99.1)--Press Release. (99.2)-- Unaudited Supplementary Pro Forma Financial Information. 3 4 THE SEAGRAM COMPANY LTD. UNAUDITED CONDENSED PRO FORMA FINANCIAL INFORMATION The unaudited condensed consolidated pro forma financial information is presented to reflect the estimated impact of the following transactions on The Seagram Company Ltd.'s ("Seagram") income statements for the fiscal year ended June 30, 1997 and six months ended December 31, 1997, and balance sheet as of December 31, 1997: - - acquisition of incremental 50 percent interest in USA Networks, including the Sci-Fi Channel, for $1.7 billion in cash. - - sale of 50 percent interest in USA Networks to USA Networks, Inc. ("USAi", formerly HSN, Inc.) and the contribution of the remaining 50 percent interest in USA Networks and the majority of the television assets ("UTV") of Universal Studios, Inc. ("Universal"), including all of Universal's domestic operations and 50 percent of the international operations of USA Networks, to USANi LLC (the "LLC") in a transaction ("the transaction") in which Universal received $1,332 million in cash, 6.75 million shares of USAi consisting of approximately 3.6 million shares of common stock and 3.2 million shares of Class B common stock which in aggregate represents a 10.7 percent interest in USAi, and a 45.8 percent interest in a subsidiary ("LLC") of USAi which is exchangeable for USAi common stock and Class B common stock. The consolidated pro forma balance sheet assumes that the transaction occurred on December 31, 1997, whereas the pro forma consolidated statements of income assume that both the purchase of the incremental 50 percent interest in USA Networks and the transaction occurred at the beginning of each of the respective periods presented. The pro forma adjustments relating to the acquisition of the interest in LLC are based on assumptions relating to the allocation of the purchase price and are subject to revision. The effect of any revisions is not expected to be material. The consolidated pro forma income statements are not necessarily indicative of the results that would have occurred if the transactions had been in effect since the assumed dates, nor are they necessarily indicative of future results. The condensed consolidated pro forma financial statements should be read in conjunction with the consolidated financial statements of Seagram filed with the Securities and Exchange Commission in its Annual Report on Form 10-K for the fiscal year ended June 30, 1997, and in its Quarterly Report on Form 10-Q for the quarter and six months ended December 31, 1997. 4 5 THE SEAGRAM COMPANY LTD. AND SUBSIDIARY COMPANIES Unaudited Consolidated Pro Forma Statement of Income For the Fiscal Year Ended June 30, 1997 (United States dollars in millions, except per share amounts)
Pro Forma Adjustments --------------------- Seagram UTV and USAi Seagram Historical USA Networks & Other Pro Forma ---------- ------------ ------- --------- Revenues $ 12,560 ($331)(a) $ 8(b) $ 12,246 9(c) Cost of revenues 7,683 (210)(a) -- 7,473 Selling, general and administrative expenses 3,944 (114)(a) 25(c) 3,857 2(d) --------- ----- ----- -------- OPERATING INCOME 933 (7) (10) 916 Interest, net and other 34 -- 20(e) 54 --------- ----- ----- -------- 899 (7) (30) 862 Provision/benefit for income taxes 385 (11)(a) (8)(f) 366 Minority interest 12 (6)(a) 6 (g) 12 --------- ----- ----- -------- NET INCOME $ 502 $ 10 ($ 28) $ 484 ========= ===== ===== ======== Basic earnings per share $ 1.36 $ 1.31 ========= ======== Diluted earnings per share $ 1.35 $ 1.30 ========= ======== Weighted average shares outstanding (thousands) 369,682 369,682 Dilutive potential common shares (thousands) 4,586 4,586 --------- -------- Adjusted weighted average shares outstanding (thousands) 374,268 374,268 ========= ========
(a) Reflects the elimination of USA Networks and the television business contributed to LLC. (b) Reflects 45.8% equity in net income of LLC. (c) Reflects distribution agreements which principally include: (1) USAi distribution of Universal's library and other television product and theatrical films in domestic television markets and (2) Universal distribution of USAi's television product in foreign markets. (d) Reflects the amortization of goodwill on investment in LLC over 40 years. (e) Reflects the additional interest expense resulting from increased short-term borrowings for the payment of $1.7 billion for the incremental 50 percent interest in USA Networks offset by the reduction of short-term borrowings using the cash proceeds of $1.3 billion from the transaction, at an average borrowing rate of 5.4%. (f) Reflects the income taxes provided for at the statutory income tax rate. (g) Reflects adjustment of interest attributable to minority shareholders of Universal. 5 6 THE SEAGRAM COMPANY LTD. AND SUBSIDIARY COMPANIES Unaudited Consolidated Pro Forma Statement of Income For the Six Months Ended December 31, 1997 (United States dollars in millions, except per share amounts)
Pro Forma Adjustments --------------------- Seagram UTV and USAi Seagram Historical USA Networks & Other Pro Forma ---------- ------------ ------- --------- Revenues $ 6,480 ($277)(a) $ 22(b) $ 6,230 5(c) Cost of revenues 3,874 (163)(a) -- 3,711 Selling, general and administrative expenses 2,047 (77)(a) 10(c) 1,981 1(d) --------- ----- ----- -------- OPERATING INCOME 559 (37) 16 538 Interest, net and other 138 (19)(a) 11(e) 130 --------- ----- ----- -------- 421 (18) 5 408 Provision for income taxes 245 (25)(a) 3(f) 223 Minority interest 15 (9)(a) 5(g) 11 --------- ----- ----- -------- NET INCOME $ 161 $ 16 ($ 3) $ 174 ========= ===== ===== ======== Basic earnings per share $ 0.45 $ 0.49 ========= ======== Diluted earnings per share $ 0.45 $ 0.49 ========= ======== Weighted average shares outstanding (thousands) 353,765 353,765 Dilutive potential common shares (thousands) 3,097 3,097 --------- -------- Adjusted weighted average shares outstanding (thousands) 356,862 356,862 ========= ========
(a) Reflects the elimination of USA Networks and the television business contributed to LLC. (b) Reflects 45.8% equity in net income of LLC. (c) Reflects distribution agreements which principally include: (1) USAi distribution of Universal's library and other television product and theatrical films in domestic television markets and (2) Universal distribution of USAi's television product in foreign markets. (d) Reflects the amortization of goodwill on investment in LLC over 40 years. (e) Reflects the additional interest expense resulting from increased short-term borrowings for the payment of $1.7 billion for the incremental 50 percent interest in USA Networks offset by the reduction of short-term borrowings using the cash proceeds of $1.3 billion from the transaction, at an average borrowing rate of 6.0%. (f) Reflects the income taxes provided for at the statutory income tax rate. (g) Reflects adjustment of interest attributable to minority shareholders of Universal. 6 7 THE SEAGRAM COMPANY LTD. AND SUBSIDIARY COMPANIES Unaudited Pro Forma Consolidated Balance Sheet December 31, 1997 (United States dollars in millions)
Seagram Pro Forma Seagram Historical Adjustments Pro Forma ---------- ----------- --------- ASSETS Current Assets Cash and short-term investments at cost $ 379 -- $ 379 Receivables, net 2,524 (17)(a) 2,507 Inventories 2,792 -- 2,792 Film costs, net of amortization 287 (125)(a) 162 Deferred income taxes 514 65 (b) 579 Prepaid expenses and other current assets 455 (7)(c) 448 -------- -------- -------- TOTAL CURRENT ASSETS 6,951 (84) 6,867 -------- -------- -------- Common Stock of DuPont 988 -- 988 Common Stock of Time Warner 1,659 -- 1,659 Common Stock of USAi -- 311 (e) 311 Investment in USA Networks, held for sale 2,502 (2,502)(a) -- Film costs, net of amortization 1,106 (51)(a) 1,055 Artists' contracts, advances and other entertainment assets 634 (18)(c) 616 Deferred charges and other assets 725 -- 725 Property, plant and equipment, net 3,141 (1)(a) 3,140 Investment in unconsolidated companies 1,346 1,951 (d) 3,161 (136)(c) Excess of cost over fair value of assets acquired 4,205 (179)(a) 4,026 -------- -------- -------- $ 23,257 ($ 709) $ 22,548 ======== ======== ======== LIABILITIES AND SHAREHOLDERS' EQUITY Current Liabilities Short-term borrowings and indebtedness payable within one year $ 3,142 (1,332)(g) $ 1,810 Accrued royalties and participations 693 (50)(a) 643 Payables and accrued liabilities 2,182 143 (f) 2,325 Income and other taxes 392 (40)(h) 352 -------- -------- -------- TOTAL CURRENT LIABILITIES 6,409 (1,279) 5,130 -------- -------- -------- Long-term indebtedness 2,188 -- 2,188 Accrued royalties and participations 492 (11)(a) 481 Other long term liabilities 868 85 (i) 953 Deferred income taxes 2,552 252 (j) 2,804 Minority interest 1,864 41 (k) 1,905 Shareholders' Equity Shares without par value 776 -- 776 Cumulative currency translation adjustments (479) -- (479) Cumulative gain on equity securities, net of tax 990 25 (l) 1,015 Retained earnings 7,597 178 (m) 7,775 -------- -------- --------- TOTAL SHAREHOLDERS' EQUITY 8,884 203 9,087 -------- -------- -------- $ 23,257 ($ 709) $ 22,548 ======== ======== ========
(a) Reflects the contribution of assets to LLC. (b) Reflects the deferred income tax asset resulting from the write-down of certain impaired television assets. (c) Reflects the write-down of television assets not included in, and impaired by the transaction. (d) Reflects investment in LLC including goodwill of $84 million. (e) Reflects investment in USAi. (f) Reflects accrued liabilities arising from the transaction. (g) Reflects the repayment of short-term borrowings with the cash proceeds received from the transaction. (h) Reflects current income tax benefit resulting from the write-down of certain impaired television assets. (i) Reflects contingent liabilities resulting from the transaction. (j) Reflects deferred income taxes on unrealized holding gains on the investment in USAi ($16 million) and on the gain on the transaction ($236 million). (k) Reflects adjustment of interest attributable to minority shareholders of Universal. (l) Reflects unrealized holding gains on the investment in USAi. (m) Reflects the $343 million pre-tax gain on the transaction ($212 million after-tax less $34 million attributable to minority shareholders of Universal) which is net of the write-down of certain impaired television assets and related costs. 7 8 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. The Seagram Company Ltd. Dated: February 27, 1998 By: /s/ Daniel R. Paladino ---------------------- Name: Daniel R. Paladino Title: Executive Vice President-Legal and Environmental Affairs 8 9 EXHIBIT INDEX
Exhibit No. Description ----------- ----------- (2.1) Investment Agreement, dated as of October 19, 1997, as amended and restated as of December 18, 1997, among Universal Studios, Inc., for itself and on behalf of certain of its subsidiaries, HSN, Inc., Home Shopping Network, Inc. and Liberty Media Corporation, for itself and on behalf of certain of its subsidiaries (incorporated by reference to Exhibit 10 to the Quarterly Report on Form 10-Q for the quarter ended December 31, 1997). (10.1) Governance Agreement, dated as of October 19, 1997, among Universal Studios, Inc., HSN, Inc., Liberty Media Corporation and Barry Diller (incorporated by reference to Exhibit 33 to Schedule 13D/A dated February 23, 1998 of TeleCommunications, Inc., The Seagram Company Ltd., Universal Studios, Inc., Barry Diller, BDTV Inc., BDTV II INC., BDTV III INC. and BDTV IV INC. (the "Schedule 13D"). (10.2) Stockholders Agreement, dated as of October 19, 1997, among Universal Studios, Inc., HSN, Inc., Liberty Media Corporation, Barry Diller and The Seagram Company Ltd. (incorporated by reference to Exhibit 34 to the Schedule 13D). (10.3) Agreement, dated as of October 19, 1997, among Universal Studios, Inc., HSN, Inc. and Liberty Media Corporation (incorporated by reference to Exhibit 35 to the Schedule 13D). (10.4) Exchange Agreement, dated as of October 19, 1997, among Universal Studios, Inc., HSN, Inc. and Liberty Media Corporation (incorporated by reference to Exhibit 36 to the Schedule 13D). (10.5) Amended and Restated LLC Operating Agreement, dated as of February 12, 1998, among USA Networks, Inc., Universal Studios, Inc., Liberty Media Corporation and Barry Diller (incorporated by reference to Exhibit 37 to the Schedule 13D). (99.1) Press Release. (99.2) Unaudited Supplementary Pro Forma Financial Information.
9 EX-99.1 2 PRESS RELEASE 1 EXHIBIT 99.1 SEAGRAM NEWS BRIEF UNIVERSAL STUDIOS AND HSN, INC. CONCLUDE TRANSACTION INVOLVING TELEVISION ASSETS; HSNI RENAMED USA NETWORKS, INC. -------------------- NEW YORK, February 12, 1998 -- Universal Studios, Inc., a subsidiary of The Seagram Company Ltd. (NYSE: VO), and HSN, inc. (NASDAQ: HSNI) announced today that they have consummated the previously announced transaction through which USA Networks and Universal's domestic television business have been contributed to HSNi in exchange for cash and an approximate 45 percent interest in HSNi through common stock and common stock equivalents. At HSNi's annual meeting held yesterday, all matters submitted to shareholders were approved by the required majority vote. Additionally, HSN, inc. has changed its corporate name to USA Networks, Inc. HSNi Broadcasting will be renamed USA Broadcasting, the Silver King Station Group will be renamed USA Station Group and Universal's television group will be renamed USA Networks Studios. Beginning Tuesday, February 17, the newly named company will trade on NASDAQ under the ticker symbol "USAI." In connection with the closing, HSN, inc. announced that Edgar Bronfman, Jr., Seagram's president and chief executive officer, Robert W. Matschullat, Seagram's vice chairman and chief financial officer, Frank J. Biondi, Jr., Universal Studios' chairman and chief executive officer and Samuel Minzberg, Claridge Inc.'s president and chief executive officer, will join the USA Networks, Inc. board of directors. In addition, Barry Diller has been appointed to Seagram's board of directors. Universal Studios, Inc. is a diversified entertainment company and a worldwide leader in motion pictures, television, music, home and location-based entertainment. Universal Studios is a unit of The Seagram Company Ltd., a global beverage and entertainment company. USA Networks, Inc. is a diversified media and electronic commerce company with assets that include the following: the USA Network; the Sci-Fi Channel; USA Networks Studios, which consists of First Run Production & Distribution, TV Movies & Mini-Series and Network Production & Development; USA Broadcasting, which includes the USA Station Group and SF Broadcasting, Home Shopping Network and the Internet Shopping Network. The company also owns a controlling interest in Ticketmaster Group, Inc. ### 10 EX-99.2 3 UNAUDITED PROFORMA FINANCIAL INFORMATION 1 EXHIBIT 99.2 THE SEAGRAM COMPANY LTD. UNAUDITED SUPPLEMENTARY PRO FORMA FINANCIAL INFORMATION The unaudited supplementary pro forma financial information should be read in conjunction with the unaudited condensed consolidated pro forma financial information included elsewhere in this Form 8-K. The unaudited supplementary pro forma financial information includes attributed revenues which reflect Seagram's proportionate share of the revenues of Seagram's equity companies and attributed earnings before interest, taxes, depreciation and amortization ("EBITDA") for Seagram's operations which reflects the proportionate share of the EBITDA of Seagram's equity companies. The adjustment for equity companies eliminates Seagram's proportionate share of the revenues and EBITDA in order to reflect revenues and equity income as calculated under generally accepted accounting principles. Financial analysts generally consider EBITDA to be an important measure of comparative operating performance. However, EBITDA should be considered in addition to, not as a substitute for operating income, net income, cash flows and other measures of financial performance in accordance with generally accepted accounting principles. 11 2 THE SEAGRAM COMPANY LTD. AND SUBSIDIARY COMPANIES Unaudited Supplementary Pro Forma Financial Information (United States dollars in millions, except per share amounts)
Six Months Year Ended Ended December 31, June 30, 1997 1997 ------- ---------- Revenues $ 6,230 $ 12,246 ------- ---------- EBITDA Beverages Spirits and Wine 444 813 Fruit Juices and Other 141 235 ------- ---------- Total Beverages before Charge for Asia Spirits and Wine Operations 585 1,048 Charge for Asia Spirits and Wine Operations (60) -- ------- ---------- Total Beverages 525 1,048 Entertainment Filmed Entertainment 271 442 Music Entertainment 65 72 Recreation and Other 102 158 ------- ---------- Total Entertainment before Gain on Sale of Putnam 438 672 Gain on Sale of Putnam -- 64 ------- ---------- Total Entertainment 438 736 Total EBITDA 963 1,784 Adjustment for Equity Cos.- Beverages 4 10 Adjustment for Equity Cos.- Entertainment 133 227 Depreciation and Amortization 256 503 Corporate Expenses 32 128 ------- ---------- Operating Income 538 916 Interest, net and other 130 54 ------- ---------- Income before Income Taxes and Minority Interest 408 862 Provision for Income Taxes 223 366 Minority Interest 11 12 ------- ---------- NET INCOME $ 174 $ 484 ======= ========== EARNINGS PER SHARE - Basic $ 0.49 $ 1.31 ======= ========== EARNINGS PER SHARE - Diluted $ 0.49 $ 1.30 ======= ==========
12 3 THE SEAGRAM COMPANY LTD. AND SUBSIDIARY COMPANIES Unaudited Supplementary Pro Forma Financial Information (United States dollars in millions)
Six Months Year Ended Ended December 31, June 30, 1997 1997 ------- -------- Revenues Beverages Spirits and Wine $ 2,631 $ 5,121 Fruit Juices and Other 1,067 2,113 ------- -------- Attributed Revenues - Beverages 3,698 7,234 Entertainment Filmed Entertainment 2,152 4,233 Music Entertainment 818 1,500 Recreation and Other 548 1,097 ------- -------- Total Entertainment before Gain on Sale of Putnam 3,518 6,830 Gain on Sale of Putnam -- 64 ------- -------- Attributed Revenues - Entertainment 3,518 6,894 Total Attributed Revenues 7,216 14,128 Adjustment for Equity Cos.- Beverages (107) (267) Adjustment for Equity Cos.- Entertainment (879) (1,615) ------- -------- Total Reported Revenues $ 6,230 $ 12,246 ======= ========
13 -----END PRIVACY-ENHANCED MESSAGE-----