0001144204-11-005615.txt : 20110203 0001144204-11-005615.hdr.sgml : 20110203 20110203094450 ACCESSION NUMBER: 0001144204-11-005615 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110203 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20110203 DATE AS OF CHANGE: 20110203 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: 11568789 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 v209896_8k.htm

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 the earliest event reported)	February 3, 2011

HOLLYWOOD MEDIA CORP.

(Exact Name of Registrant as Specified in Its Charter)

Florida	1-14332	65-0385686

(State or Other Jurisdiction	(Commission File	(IRS Employer
of Incorporation)	Number)	Identification No.)

2255 Glades Road, Suite 221A,
Boca Raton, Florida		33431

(Address of Principal Executive Offices)		(Zip Code)

(561) 998-8000

(Registrant’s Telephone Number, Including Area Code)

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.

Hollywood Media Corp.’s preliminary unaudited balance sheet and statement of operations as of and for the three months and year ended December 31, 2010 are furnished as Exhibit 99.1 hereto. Such balance sheet and statement of operations are subject to adjustment in connection with the audit of Hollywood Media Corp’s financial statements as of and for the three months and year ended December 31, 2010, which has not been completed. Hollywood Media Corp. expects filing a detailed press release regarding its fourth quarter and year ended December 31, 2010 financial results as well as filing its Annual Report on Form 10-K for the year ended December 31, 2010 in late March 2011.

Hollywood Media Corp. is reporting preliminary financial results for the fourth quarter and year ended December 31, 2010 to provide shareholders with financial information in connection with the tender offer Hollywood Media Corp. commenced on January 18, 2011 and amended on February 3, 2011 to purchase up to 8,000,000 shares of its common stock at a price of $2.05 per share, less any applicable withholding taxes and without interest. The tender offer will expire at 5:00 p.m., New York City time, on Friday, February 18, 2011, unless extended by Hollywood Media Corp. The tender offer is subject to a number of terms and conditions described in the Offer to Purchase dated January 18, 2011 and in the related Letter of Transmittal that have been distributed to shareholders, as they may be amended and supplemented from time to time (including as they are amended and supplemented by the Supplement to the Offer to Purchase and the related Letter of Transmittal dated February 3, 2011, that is being distributed to shareholders).

SECTION 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(a) Financial Statements of Businesses Acquired.

Not applicable.

(b) Pro Forma Financial Information.

Not applicable.

(d) Exhibits.

The following exhibit is filed in connection with the disclosure pursuant to Item 2.02 of this Form 8-K:

99.1

Hollywood Media Corp. preliminary unaudited condensed consolidated balance sheet and statement of operations dated as of and for the three months and year ended December 31, 2010.

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 hereunto duly authorized.

	Hollywood Media Corp.
Date: February 3, 2011
	/s/ Mitchell Rubenstein
	Name: Mitchell Rubenstein
	Title: Chief Executive Officer

EXHIBIT INDEX

Exhibit Number		Description

99.1		Hollywood Media Corp. preliminary unaudited condensed consolidated balance sheet and statement of operations dated as of and for the three months and year ended December 31, 2010.

EX-99.1 2 v209896_ex99-1.htm

Exhibit 99.1

HOLLYWOOD MEDIA CORP. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

	December 31,			December 31,
	2010			2009
	(unaudited)
ASSETS

CURRENT ASSETS:
Cash and cash equivalents	$	29,406,063		$	8,365,224
Receivables, net		492,683			604,325
Prepaid expenses		1,034,795			1,807,649
Other receivables		359,438			344,859
Related party receivable		301,607			335,245
Current assets of discontinued operations		-			20,940,282
Total current assets		31,594,586			32,397,584

PROPERTY AND EQUIPMENT, net		399,320			773,682
INVESTMENTS IN AND ADVANCES TO UNCONSOLIDATED INVESTEES		924,338			230,097
INTANGIBLE ASSETS, net		7,549			142,076
GOODWILL		14,595,783			14,595,783
OTHER ASSETS		69,710			21,082
LONG TERM ASSETS OF DISCONTINUED OPERATIONS		-			9,445,875
TOTAL ASSETS	$	47,591,286		$	57,606,179

LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:
Accounts payable	$	936,381		$	1,100,520
Accrued expenses and other		7,236,521			1,272,156
Deferred revenue		980,786			1,176,636
Current portion of capital lease obligations		60,031			104,254
Current portion of notes payable		2,362			37,454
Current liabilities of discontinued operations		-			19,931,745
Total current liabilities		9,216,081			23,622,765

DEFERRED REVENUE		148,002			309,190
CAPITAL LEASE OBLIGATIONS, less current portion		38,217			73,909
OTHER DEFERRED LIABILITY		75,120			236,258
NOTES PAYABLE, less current portion		-			2,432
LONG-TERM LIABILITIES OF DISCONTINUED OPERATIONS		-			871,216

COMMITMENTS AND CONTINGENCIES

SHAREHOLDERS' EQUITY:
Preferred Stock, $.01 par value, 1,000,000 shares authorized; none outstanding		-			-
Common stock, $.01 par value, 100,000,000 shares authorized; 31,179,066
and 31,037,656 shares issued and outstanding at December 31, 2010 and
December 31, 2009, respectively		311,791			310,377
Additional paid-in capital		309,898,584			309,480,331
Accumulated deficit		(272,053,016	)		(277,315,848	)
Total Hollywood Media Corp shareholders' equity		38,157,359			32,474,860
Non-controlling interest		(43,493	)		15,549
Total shareholders' equity		38,113,866			32,490,409
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$	47,591,286		$	57,606,179

HOLLYWOOD MEDIA CORP. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

	TWELVE MONTHS ENDED December 31,						THREE MONTHS ENDED December 31,
	2010			2009			2010			2009
	(unaudited)						(unaudited)

NET REVENUES	$	3,995,177		$	4,518,548		$	1,014,084		$	1,077,148

OPERATING COSTS AND EXPENSES
Editorial, production, development and technology		2,630,870			2,569,354			656,686			625,144
Selling, general and administrative		3,752,175			4,340,061			468,495			1,061,897
Payroll and benefits		4,797,414			4,872,398			1,203,534			1,582,682
Depreciation and amortization		541,326			743,995			101,746			177,313

Total operating costs and expenses		11,721,785			12,525,808			2,430,461			3,447,036

Loss from operations		(7,726,608	)		(8,007,260	)		(1,416,377	)		(2,369,888	)

EARNINGS (LOSSES) OF UNCONSOLIDATED INVESTEES
Equity in earnings of unconsolidated investees		734,288			2,006,498			97,449			93,592
Impairment loss		-			(5,000,000	)		-			-
Total equity in earnings (losses) of unconsolidated investees		734,288			(2,993,502	)		97,449			93,592

OTHER INCOME (EXPENSE)
Interest, net		117,319			16,161			106,582			7,539
Other, net		84,991			48,059			(47,171	)		9,592

Loss from continuing operations		(6,790,010	)		(10,936,542	)		(1,259,517	)		(2,259,165	)

Gain on sale of discontinued operations, net of income taxes		6,088,936			614,572			5,582,034			142,085
Income from discontinued operations		5,917,849			4,699,144			1,741,168			1,696,995

Income from discontinued operations		12,006,785			5,313,716			7,323,202			1,839,080

Net income (loss)		5,216,775			(5,622,826	)		6,063,685			(420,085	)

NET LOSS ATTRIBUTABLE TO NON-CONTROLLING INTEREST		46,057			2,409			8,005			35,230

Net income (loss) attributable to Hollywood Media Corp	$	5,262,832		$	(5,620,417	)	$	6,071,690		$	(384,855	)

Basic and diluted income (loss) per common share
Continuing operations	$	(0.22	)	$	(0.36	)	$	(0.04	)	$	(0.07	)
Discontinued operations		0.39			0.18			0.24			0.06
Total basic and diluted net income (loss) per share	$	0.17		$	(0.18	)	$	0.20		$	(0.01	)

Weighted average common and common equivalent shares
outstanding - basic and diluted		30,937,619			30,584,902			30,988,851			30,642,730