-----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, ETT0c1jBJyH1uVf4mob+GlJ0hVikZYEn1cSEHk2Hii9QO+gAoMM/oGsoedwkvZpj /2IgOucIg4gJ4Cu6+EI8Lg== 0001116502-04-002700.txt : 20041115 0001116502-04-002700.hdr.sgml : 20041115 20041115164259 ACCESSION NUMBER: 0001116502-04-002700 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: 20041115 DATE AS OF CHANGE: 20041115 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HOLLYWOOD MEDIA CORP CENTRAL INDEX KEY: 0000912544 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-RETAIL STORES, NEC [5990] IRS NUMBER: 650385686 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14332 FILM NUMBER: 041146019 BUSINESS ADDRESS: STREET 1: 2255 GLADES RD STREET 2: STE 237 W CITY: BOCA RATON STATE: FL ZIP: 33431 BUSINESS PHONE: 5619988000 MAIL ADDRESS: STREET 1: 2255 GLADES RD STREET 2: STE 237 W CITY: BOCA RATON STATE: FL ZIP: 33431 FORMER COMPANY: FORMER CONFORMED NAME: HOLLYWOOD COM INC DATE OF NAME CHANGE: 20000511 FORMER COMPANY: FORMER CONFORMED NAME: BIG ENTERTAINMENT INC DATE OF NAME CHANGE: 19930924 8-K 1 hollywood-8k.txt CURRENT REPORT 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 -------------------------------- HOLLYWOOD MEDIA CORP. - -------------------------------------------------------------------------------- (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) FLORIDA 0-22908 65-0385686 - ----------------------------- -------------------------- ------------------ (STATE OR OTHER JURISDICTION (COMMISSION FILE NUMBER) (I.R.S. EMPLOYER OF INCORPORATION) IDENTIFICATION NO.) 2255 GLADES ROAD, SUITE 221A, BOCA RATON, FLORIDA 33431 - -------------------------------------------------- ----------------- (ADDRESS OF PRINCIPAL EXECUTIVE OFFICE) (ZIP CODE) REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (561) 998-8000 ---------------------------- NOT APPLICABLE -------------- (FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT.) 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)) SECTION 2 - FINANCIAL INFORMATION ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION. The following information is furnished pursuant to Item 2.02 of Form 8-K. On November 15, 2004, we issued a press release announcing Hollywood Media's financial results for the third quarter of 2004, which is furnished herewith as Exhibit 99.1 hereto. The information in this Item 2.02 of this Form 8-K and the Exhibit attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934. SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (C) EXHIBITS. The following exhibits are filed in connection with the disclosure pursuant to Item 2.02 of this Form 8-K. 99.1 Press Release of Hollywood Media Corp. dated November 15, 2004 ("Hollywood Media Corp. Reports Financial Results for the Third Quarter of 2004"). 2 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 hereunto duly authorized. HOLLYWOOD MEDIA CORP. By: /s/ Mitchell Rubenstein ------------------------ Mitchell Rubenstein Chief Executive Officer Date: November 15, 2004 EX-99.1 2 pressrelease-991.txt PRESS RELEASE [LOGO] HOLLYWOOD MEDIA CORP. REPORTS FINANCIAL RESULTS FOR THE THIRD QUARTER OF 2004 - GROWTH IN DATA BUSINESS DRIVES INCREASE IN TOTAL REVENUES - (Boca Raton, FL - November 15, 2004) - Hollywood Media Corp. (Nasdaq: HOLL), a leading provider of news, information and ticketing covering the entertainment and media industries, today announced financial results for the third quarter and nine-month period ended September 30, 2004. FINANCIAL RESULTS Net revenues for the quarter ended September 30, 2004 increased 8.5 percent, to $15.1 million from $13.9 million for the same period of 2003. Total operating expenses increased 13.6 percent to $18.1 million, compared to expenses of $15.9 million for the third quarter of 2003. This increase included operating expenses related to Studio Systems (which the Company acquired on July 1, 2004), a significant portion of which are expected to be eliminated by the end of the fourth quarter of 2004, as well as hiring costs of additional personnel for Broadway Tickets in preparation for the holiday season. The net loss for the third quarter was $4.8 million, or $0.17 per share, compared with a net loss of $2.3 million, or $0.11 per share, for the third quarter of 2003. The net loss for the third quarter of 2004 was adversely impacted by $2.7 million in charges, which consisted of $1.8 million of non-cash charges which related both to the early conversion of $4.7 million of $5.7 million of our outstanding debentures into common stock of the Company during the third quarter of 2004 and other non-cash expenses relating to all of the debentures, approximately $0.6 million in accounting and consulting fees relating to compliance under Sarbanes-Oxley, and approximately $0.3 million related to the settlement of previously disclosed litigation involving a lease. We note that approximately $1.3 million of the $1.8 million debenture-related charges taken during the third quarter would have been amortized over the remaining life of the debentures (through May 22, 2005), had the holders of the debentures not converted early. The weighted average number of shares outstanding for the three months ended September 30, 2004 was 28,336,820 shares as compared to 20,798,722 shares in the comparable 2003 period. For the nine-month period ended September 30, 2004, total revenues increased to $49.3 million, an 8.0 percent increase from the $45.6 million reported for the first nine months of 2003. Operating expenses increased to $55.5 million versus $51.7 million for the first nine months of last year, including an 8.6 percent increase in ticketing-related expenses, and a 12.5 percent increase in selling, general and administrative expenses. The Company reported a net loss of $7.7 million, or $0.28 per share, which net loss included the $2.7 million in third quarter charges described above, compared to a net loss for the corresponding period in 2003 of $6.6 million, or $0.32 per share. The weighted average number of shares outstanding for the nine months ended September 30, 2004 was 26,989,284 shares as compared to 20,607,249 shares in the comparable 2003 period. "Traditionally the third quarter is a seasonally slow quarter, with the fourth quarter being a traditionally strong quarter. We are anticipating a stronger than usual fourth quarter based on momentum in ticket sales and the sales pipeline in our Data Business," commented Mitchell Rubenstein, Chief Executive Officer of Hollywood Media Corp. "Our ticketing business through the first six weeks of the fourth quarter is running at a record pace, with current results being impacted by favorable trends in not only ticketing, but also by gift certificates and hotel room sales, all of which have benefited from the recent redesign of the Broadway.com website. We are already finding efficiencies from our acquisition of Studio Systems and we anticipate signing a number of new contracts with customers of our Data Business during the fourth quarter. We anticipate cost efficiencies, including the elimination of approximately $2 million in annualized costs, from the integration of Studio Systems into our Baseline unit beginning in the first quarter of 2005." HOLLYWOOD MEDIA CORP. REPORTS 2004 THIRD QUARTER RESULTS Page 2 SEGMENT RESULTS BROADWAY TICKETING: Broadway Ticketing revenue during the third quarter of 2004 was $11.7 million, a 5.9 percent increase from the $11.0 million reported in the third quarter of 2003. Sales were negatively impacted by the GOP Convention in New York during that period, which affected two weekends, as higher security hampered local residents from attending the Theater and convention visitors did not attend Broadway productions as much as anticipated. Despite the impact of the GOP convention, sales still increased for the quarter due to strong sales on Broadway.com during the period of the quarter excluding the GOP convention period. Mr. Rubenstein continued: "The unique impact of the GOP Convention interrupted an otherwise strong quarter. As we move from a traditionally slower quarter into a traditionally stronger quarter, we are well positioned for ongoing growth. We reported significant increases in the number of hotel rooms sold year over year, validating our packaging strategy, and we expect the revenue from hotel bookings to provide a meaningful contribution to profitability." DATA BUSINESS The Data Business segment contributed revenue of $2.4 million during the three-month period ended September 30, 2004, a 37.4 percent increase from the $1.7 million reported during the same period last year, primarily attributable to the acquisition of Studio Systems, which occurred in the third quarter of 2004. "The integration of Studio Systems is proceeding on track and is expected to be completed in the current quarter. The increased size and scale of our Data Business division has contributed to the overall sales pipeline of potential customers for that division," Mr. Rubenstein commented. "We are pursuing several significant opportunities which have the potential to substantially increase revenue. This division operates at relatively low levels of fixed expenses, and further growth should substantially boost the profit margins, validating the strategy behind the acquisition and demonstrating the operating leverage this division now possesses as it can provide a larger array of information and services to a broader customer base." INTELLECTUAL PROPERTY The Company's Intellectual Property division reported revenues of $0.6 million during the third quarter of 2004, an increase of 11.7 percent from the $0.5 million reported for the third quarter of 2003. The increase in revenues was attributable to the timing of the delivery of manuscripts resulting in more manuscripts delivered in the three months ended September 30, 2004 versus the same period in 2003. INTERNET ADVERTISING SALES The Internet Advertising Sales division reported $0.5 million in sales during the third quarter of 2004, a 25.9 percent decrease from the $0.7 million reported for the third quarter of last year. The decrease is attributable in part to a soft movie box office in the third quarter of 2004 as compared to the third quarter of 2003, and the related reduction in movie studio advertising. In an effort to increase revenue from this division, the Company has completed phase one of a redesign of the Hollywood.com website and hired a new Vice President of advertising sales from Cox Interactive. The Company has also hired several new experienced sales personnel and created a pipeline of new ad sales accounts, providing increased optimism for the fourth quarter and beyond. HOLLYWOOD.COM TV "Our MSO network expanded the reach of Hollywood.com Television to several new geographic areas," Mr. Rubenstein commented. "We continue to anticipate reaching the 10 million subscriber threshold, a significant milestone, by the middle of 2005. In preparation, we are planning the initial stages of our national advertising sales program during the first quarter of 2005, with a focus on the New York Metro market during the first half of 2005 and ramping up to other geographic areas during the balance of the year." HOLLYWOOD MEDIA CORP. REPORTS 2004 THIRD QUARTER RESULTS Page 3 TELECONFERENCE INFORMATION As previously announced, management will host a teleconference to discuss the Company's third quarter 2004 financial results. The conference call is scheduled for Monday, November 15, 2004 at 4:30 p.m. Eastern Time. To access the teleconference, please dial 800-231-5571 if calling within the United States or 973-582-2703 if calling internationally, approximately five minutes prior to the start of the call. The teleconference will also be available via live webcast on the investor relations portion of the Company's website, located at http://www.hollywood.com/about_us/. Following prepared remarks, management will take questions from the audience via phone and e-mail. To ask a question via e-mail, please send your questions to questions@exec.hollywood.com in advance of, or during, the live call. If you are unable to listen to the live teleconference at its scheduled time, there will be a replay available through November 22, 2004 and can be accessed by dialing 877-519-4471 (U.S.), 973-341-3080 (Int'l), passcode 5384717. A replay of the teleconference and a copy of this press release will also be archived for a longer period on the investor relations portion of the Company's web site. ABOUT HOLLYWOOD MEDIA CORP. Hollywood Media Corp. is a leading provider of news, information and ticketing covering the entertainment and media industries. On the strength of its history in developing comprehensive entertainment industry databases, as well as its major strategic partners and unique content, the Company has launched a network of media businesses. The Company's Data Business includes CinemaSource, EventSource, ExhibitorAds and Baseline/StudioSystems. The Company's Broadway Tickets business includes Broadway.com, 1-800-Broadway and Theatre Direct International. These services supply thousands of media outlets with specific information on entertainment events, such as movies, live theater and concerts, and sell tickets for Broadway. The Company's businesses also include an intellectual property business, as well as Hollywood.com and a minority interest in MovieTickets.com. In addition, the Company owns and operates the cable television network, Hollywood.com Television. [FINANCIAL TABLES ATTACHED] Statements in this press release may be "forward-looking statements" within the meaning of federal securities laws. The matters discussed herein that are forward-looking statements are based on current management expectations that involve risks and uncertainties that may result in such expectations not being realized. Actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements due to numerous potential risks and uncertainties including, but not limited to, the need to manage our growth and integrate new businesses, our ability to realize anticipated revenues and cost efficiencies, our ability to develop strategic relationships, our ability to compete with other media, data and Internet companies, technology risks, the volatility of our stock price, and other risks and factors described in Hollywood Media Corp.'s filings with the Securities and Exchange Commission including our Form 10-K for 2003. Such forward-looking statements speak only as of the date on which they are made. Contact: Matthew Hayden Hayden Communications, Inc. matt@haydenir.com 858-456-4533 HOLLYWOOD MEDIA CORP. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS
September 30, December 31, 2004 2003 ------------- ------------- (Unaudited) ASSETS CURRENT ASSETS: Cash and cash equivalents $ 3,796,668 $ 1,867,999 Receivables, net 1,313,950 1,496,934 Inventories, net 7,822,598 5,770,289 Prepaid expenses 1,279,282 941,966 Other receivables 1,114,564 654,141 Other current assets 152,854 10,296 Deferred advertising - CBS -- 38,807 ------------- ------------- Total current assets 15,479,916 10,780,432 RESTRICTED CASH 782,500 850,000 ACQUISITION ESCROW 920,000 -- PROPERTY AND EQUIPMENT, net 2,348,095 2,236,906 INVESTMENTS IN AND ADVANCES TO EQUITY METHOD INVESTEES 423,249 164,205 IDENTIFIABLE INTANGIBLE ASSETS, net 1,379,798 1,603,985 GOODWILL 45,081,539 40,813,682 OTHER ASSETS 284,851 431,811 ------------- ------------- TOTAL ASSETS $ 66,699,948 $ 56,881,021 ============= ============= LIABILITIES AND SHAREHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable $ 1,988,600 $ 2,201,431 Accrued expenses and other 3,868,554 5,178,467 Loan from shareholder/officer 200,000 600,000 Deferred revenue 9,436,149 9,063,317 Current portion of capital lease obligations 198,971 227,538 ------------- ------------- Total current liabilities 15,692,274 17,270,753 CAPITAL LEASE OBLIGATIONS, less current portion 147,043 178,790 DEFERRED REVENUE, less current portion 251,687 193,063 MINORITY INTEREST 40,131 21,895 OTHER DEFERRED LIABILITY 103,694 903,192 CONVERTIBLE DEBENTURES, NET 763,708 4,027,629 COMMITMENTS AND CONTINGENCIES SHAREHOLDERS' EQUITY: Preferred Stock at par value -- -- Common stock at par value 306,988 218,103 Additional paid-in capital 304,534,594 279,087,772 Deferred compensation (2,600,000) (162,500) Accumulated deficit (252,540,171) (244,857,676) ------------- ------------- Total shareholders' equity 49,701,411 34,285,699 ------------- ------------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 66,699,948 $ 56,881,021 ============= =============
HOLLYWOOD MEDIA CORP. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
Nine Months Ended September 30, Three Months Ended September 30, ------------------------------- -------------------------------- 2004 2003 2004 2003 ------------ ------------ ------------ ------------ (As Restated, (As Restated, See Note 2) See Note 2) NET REVENUES: Ticketing $ 39,604,332 $ 36,525,556 $ 11,654,166 $ 11,002,268 Other 9,667,525 9,084,221 3,448,661 2,923,642 ------------ ------------ ------------ ------------ Total revenues 49,271,857 45,609,777 15,102,827 13,925,910 OPERATING EXPENSES: Cost of revenues - ticketing 34,350,187 31,629,607 10,197,864 9,133,834 Editorial, production, development and technology (exclusive of depreciation and amortization shown separately below) 3,868,219 3,758,000 1,363,292 1,320,286 Selling, general and administrative 15,593,379 13,861,932 5,977,937 4,794,737 Amortization of CBS advertising 38,807 609,193 -- 102,464 Depreciation and amortization 1,604,614 1,839,801 562,263 585,408 ------------ ------------ ------------ ------------ Total operating expenses 55,455,206 51,698,533 18,101,356 15,936,729 Operating loss (6,183,349) (6,088,756) (2,998,529) (2,010,819) EQUITY IN EARNINGS (LOSSES) OF INVESTEES 557,713 1,035,605 (30,373) 229,479 OTHER INCOME (EXPENSE): Interest, net (2,548,460) (1,037,003) (1,762,959) (372,963) Other, net 786,851 (108,165) 59,178 (117,059) ------------ ------------ ------------ ------------ Loss before minority interest (7,387,245) (6,198,319) (4,732,683) (2,271,362) MINORITY INTEREST IN EARNINGS OF SUBSIDIARIES (295,250) (449,689) (59,258) (50,101) ------------ ------------ ------------ ------------ Net loss $ (7,682,495) $ (6,648,008) $ (4,791,941) $ (2,321,463) ============ ============ ============ ============ Basic and diluted loss per common share $ (0.28) $ (0.32) $ (0.17) $ (0.11) ============ ============ ============ ============ Weighted average common and common equivalent shares outstanding - basic and diluted 26,989,284 20,607,249 28,336,820 20,798,722 ============ ============ ============ ============
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