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) April 16, 2012
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.
On April 16, 2012, Hollywood Media Corp. issued a press release reporting its financial results for the fourth quarter and year ended December 31, 2011, 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.
(a) | Financial Statements of Businesses Acquired. |
Not applicable.
(b) | Pro Forma Financial Information. |
Not applicable.
(c) | Shell Company Transactions. |
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 | Press Release of Hollywood Media Corp. dated April 16, 2012 (“Hollywood Media Corp. Reports 2011 Fourth Quarter and Year End Results”). |
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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: April 16, 2012 | ||
By: | /s/ Mitchell Rubenstein | |
Name: Mitchell Rubenstein | ||
Title: Chief Executive Officer |
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EXHIBIT INDEX
Exhibit Number | Description | |
99.1 | Press Release of Hollywood Media Corp. dated April 16, 2012 (“Hollywood Media Corp. Reports 2011 Fourth Quarter and Year End Results”). |
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Exhibit 99.1
HOLLYWOOD MEDIA CORP. REPORTS 2011 FOURTH QUARTER AND YEAR END RESULTS
BOCA RATON, Fla., April 16, 2012 – Hollywood Media Corp. (Nasdaq: HOLL) today reported financial results for the fourth quarter and year ended December 31, 2011.
On a continuing operations basis which includes the contribution from the Ad Sales and Intellectual Property divisions, net revenues for the 2011 fourth quarter were $0.8 million compared to $1.0 million in the prior-year period. For the full year 2011, net revenues were $3.8 million versus $4.0 million in 2010.
Loss from continuing operations for the 2011 fourth quarter was $0.2 million, or $0.01 per diluted share, compared to a loss from continuing operations last year of $1.6 million, or $0.06 per diluted share. For the full year 2011, loss from continuing operations was $7.3 million, or $0.30 per diluted share, which included a non-cash goodwill impairment charge of $4.8 million in the third quarter of 2011 relating to the Company’s Ad Sales Division, compared to a loss from continuing operations last year of $7.1 million or $0.23 per diluted share.
Net income, which includes Discontinued Operations, was essentially $0 in the 2011 fourth quarter, compared to net income last year of $5.7 million or $0.18 per share. For the full year 2011, net loss, which includes Discontinued Operations, was $6.9 million, or $0.28 per diluted share, compared to net income last year of $4.9 million, or $0.16 per diluted share.
The Company had approximately 23.2 million weighted average shares outstanding in the 2011 fourth quarter compared to 31.2 million weighted average shares outstanding in the prior-year period. The reduction in share count principally relates to an 8.0 million share tender offer completed in the first quarter of 2011.
At December 31, 2011, the Company had cash and cash equivalents of $3.7 million and no debt as compared to cash and cash equivalents of $29.4 million and no debt at December 31, 2010. The change reflects the completion of the Company’s tender offer in the first quarter of 2011, costs related to the sale of the Broadway Ticketing business including a working capital adjustment, and the Company’s $1.3 million investment in Project Hollywood, LLC.
About Hollywood Media Corp.
Hollywood Media Corp. is comprised primarily of an Ad Sales division, an Intellectual Property division, and various financial assets.
Note on Forward-Looking Statements
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, our ability to realize anticipated revenues and cost efficiencies, the impact of potential future dispositions or other strategic transactions by Hollywood Media, our ability to develop and maintain strategic relationships, 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 2011. Such forward-looking statements speak only as of the date on which they are made.
Attached are the following financial tables:
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED STATEMENTS OF OPERATIONS
Contact:
Investor Relations Department
Hollywood Media Corp.
L. Melheim
ir@hollywoodmedia.com
561-998-8000
HOLLYWOOD MEDIA CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
December 31, | December 31, | |||||||
2011 | 2010 | |||||||
(unaudited) | ||||||||
ASSETS | ||||||||
CURRENT ASSETS: | ||||||||
Cash and cash equivalents | $ | 3,717,599 | $ | 29,406,063 | ||||
Receivables, net | 229,365 | 465,079 | ||||||
Prepaid expenses | 594,370 | 1,055,972 | ||||||
Other receivables | 24,848 | 59,224 | ||||||
Related party receivable | 521,497 | 299,963 | ||||||
Current portion of deferred compensation | 430,000 | - | ||||||
Total current assets | 5,517,679 | 31,286,301 | ||||||
PROPERTY AND EQUIPMENT, net | 307,390 | 455,436 | ||||||
INVESTMENTS IN AND ADVANCES TO UNCONSOLIDATED INVESTEES | 1,573,325 | 955,065 | ||||||
INTANGIBLE ASSETS, net | 17,116 | 7,549 | ||||||
GOODWILL | 9,800,000 | 14,595,783 | ||||||
OTHER ASSETS | 58,628 | 18,425 | ||||||
DEFERRED COMPENSATION, less current portion | 948,651 | - | ||||||
TOTAL ASSETS | $ | 18,222,789 | $ | 47,318,559 | ||||
LIABILITIES AND SHAREHOLDERS' EQUITY | ||||||||
CURRENT LIABILITIES: | ||||||||
Accounts payable | $ | 403,743 | $ | 802,684 | ||||
Accrued expenses and other | 890,881 | 6,804,066 | ||||||
Deferred revenue | 706,432 | 980,786 | ||||||
Customer deposits | 427,331 | 654,554 | ||||||
Current portion of capital lease obligations | 21,829 | 60,031 | ||||||
Current portion of notes payable | - | 2,362 | ||||||
Total current liabilities | 2,450,216 | 9,304,483 | ||||||
CAPITAL LEASE OBLIGATIONS, less current portion | 16,203 | 38,217 | ||||||
OTHER DEFERRED LIABILITY | 42,514 | 75,120 | ||||||
DEFERRED REVENUE | 48,358 | 148,002 | ||||||
DERIVATIVE LIABILITY | 1,090,000 | - | ||||||
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; 23,179,066 and 31,179,066 shares issued and outstanding at December 31, 2011 and December 31, 2010, respectively | 231,791 | 311,791 | ||||||
Additional paid-in capital | 293,616,319 | 309,898,584 | ||||||
Accumulated deficit | (279,272,612 | ) | (272,410,281 | ) | ||||
Total Hollywood Media Corp shareholders' equity | 14,575,498 | 37,800,094 | ||||||
Non-controlling interest | - | (47,357 | ) | |||||
Total shareholders' equity | 14,575,498 | 37,752,737 | ||||||
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $ | 18,222,789 | $ | 47,318,559 |
HOLLYWOOD MEDIA CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)
TWELVE MONTHS ENDED December 31, | THREE MONTHS ENDED December 31, | |||||||||||||||
2011 | 2010 | 2011 | 2010 | |||||||||||||
NET REVENUES | $ | 3,769,772 | $ | 3,995,177 | $ | 822,458 | $ | 1,014,084 | ||||||||
OPERATING COSTS AND EXPENSES | ||||||||||||||||
Editorial, production, development and technology | 2,345,352 | 2,641,205 | 420,738 | 667,021 | ||||||||||||
Selling, general and administrative | 3,372,194 | 3,677,612 | 696,836 | 393,932 | ||||||||||||
Payroll and benefits | 3,860,323 | 4,799,058 | 552,896 | 1,205,178 | ||||||||||||
Depreciation and amortization | 245,168 | 541,326 | 45,526 | 101,746 | ||||||||||||
Total operating costs and expenses | 9,823,037 | 11,659,201 | 1,715,996 | 2,367,877 | ||||||||||||
Loss from operations | (6,053,265 | ) | (7,664,024 | ) | (893,538 | ) | (1,353,793 | ) | ||||||||
LOSSES OF UNCONSOLIDATED INVESTEES | ||||||||||||||||
Equity in earnings of unconsolidated investees | 593,767 | 765,015 | 184,176 | 128,176 | ||||||||||||
Impairment loss | (4,795,783 | ) | - | - | - | |||||||||||
Total equity in (losses) earnings of unconsolidated investees | (4,202,016 | ) | 765,015 | 184,176 | 128,176 | |||||||||||
OTHER INCOME (EXPENSE) | ||||||||||||||||
Interest, net | 1,041,932 | 64,916 | 260,695 | 54,179 | ||||||||||||
Other, net | 2,042,526 | 6,311 | 272,076 | (75,473 | ) | |||||||||||
Income taxes, net of refunds | (130,571 | ) | (283,756 | ) | 1,352 | (334,134 | ) | |||||||||
Loss from continuing operations | (7,301,394 | ) | (7,111,538 | ) | (175,239 | ) | (1,581,045 | ) | ||||||||
Gain on sale of discontinued operations, net of income taxes | 524,156 | 6,057,421 | 269,314 | 5,550,519 | ||||||||||||
Income of discontinued operations | - | 5,909,763 | - | 1,733,082 | ||||||||||||
Income from discontinued operations | 524,156 | 11,967,184 | 269,314 | 7,283,601 | ||||||||||||
Net (loss) income | (6,777,238 | ) | 4,855,646 | 94,075 | 5,702,556 | |||||||||||
NET LOSS (INCOME) ATTRIBUTABLE TO NON-CONTROLLING INTEREST | (85,093 | ) | 49,921 | (55,066 | ) | 11,869 | ||||||||||
Net (loss) income attributable to Hollywood Media Corp | $ | (6,862,331 | ) | $ | 4,905,567 | $ | 39,009 | $ | 5,714,425 | |||||||
Basic and diluted (loss) income per common share | ||||||||||||||||
Continuing operations | $ | (0.30 | ) | $ | (0.23 | ) | $ | (0.01 | ) | $ | (0.06 | ) | ||||
Discontinued operations | 0.02 | 0.39 | 0.01 | 0.24 | ||||||||||||
Total basic and diluted net (loss) income per share | $ | (0.28 | ) | $ | 0.16 | $ | - | $ | 0.18 | |||||||
Weighted average common and common equivalent shares outstanding - basic and diluted | 24,384,547 | 30,937,619 | 23,179,066 | 30,988,851 |