MISSION BROADCASTING OF WICHITA FALLS INC - 10-Q Quarterly Report

Back to GetFilings.com

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

for the fiscal quarter ended June 30, 2002

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

for the transition period from to .

Commission File Number: 333-62916-02

MISSION BROADCASTING OF WICHITA FALLS, INC.

(Exact name of registrant as specified in its charter)

Delaware		51-0388022
(State of Organization or Incorporation)		(IRS Employer Identification No.)
409 Lackawanna Avenue Scranton, PA 18503		(570) 961-2222
(Address of Principal Executive Offices, including Zip Code)		(Registrant’s Telephone Number, Including Area Code)

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that it was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Indicate by check mark whether the Registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).

Yes ¨ No x

As of June 30, 2002, Mission Broadcasting of Wichita Falls, Inc. had one shareholder, David S. Smith. Mr. Smith had 1,000 shares of common stock outstanding.

TABLE OF CONTENTS

		Page
PART I
ITEM 1.	Consolidated Financial Statements (Unaudited)	–
	Consolidated Balance Sheets—December 31, 2001 and June 30, 2002	1
	Consolidated Statements of Operations for the three months and six months ended June 30, 2001 and 2002	2
	Consolidated Statements of Changes in Shareholder’s Deficit for the year ended December 31, 2001 and for the six months ended June 30, 2001 and 2002	3
	Consolidated Statements of Cash Flows for the six months ended June 30, 2001 and 2002	4
	Notes to Financial Statements	5
ITEM 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	8
ITEM 3.	Quantitative and Qualitative Disclosures about Market Risk	13

PART II
ITEM 1.	Legal Proceedings	14
ITEM 2.	Changes in Securities and Use of Proceeds	14
ITEM 3.	Defaults Upon Senior Securities	14
ITEM 4.	Submission of Matters to a Vote of Security Holders	14
ITEM 5.	Other Information	14
ITEM 6.	Exhibits and Reports on Form 8-K	14
SIGNATURES		15
CERTIFICATION		16

MISSION BROADCASTING OF WICHITA FALLS, INC.

CONSOLIDATED BALANCE SHEETS

	December 31, 2001			June 30, 2002
	(Unaudited)			(Unaudited)
	(dollars in thousands)
Assets
Current assets:
Cash and cash equivalents	$	40		$	99
Accounts receivable, net of allowance for doubtful accounts of $0 and $12, respectively		118			1,089
Current portion of broadcast rights		325			157
Prepaid expenses and other current assets		—			20

Total current assets		483			1,365
Property and equipment, net		1,706			1,526
Broadcast rights		74			—
Other noncurrent assets		6,000			6,000
Goodwill, net		3,327			3,362
Intangible assets, net		8,984			8,671

Total assets	$	20,574		$	20,924


Liabilities and Shareholder’s Deficit
Current liabilities:
Current portion of broadcast rights payable	$	357		$	163
Accounts payable		2			3
Accrued expenses		59			463
Taxes payable		1			117
Interest payable		262			63
Due to Nexstar Finance, L.L.C.		975			1,311
Deferred revenue		—			10

Total current liabilities		1,656			2,130
Debt		46,143			46,143
Broadcast rights payable		150			110

Total liabilities		47,949			48,383
Commitments and contingencies (Note 9)
Shareholder’s deficit:
Common stock, $1 dollar par value; 1,000 shares authorized; 1,000 shares issued and outstanding at December 31, 2001 and June 30, 2002, respectively		1			1
Subscription receivable		(1	)		(1	)
In-substance distribution of proceeds from credit facility that are reflected in the financial statements of each of the two issuers		(18,211	)		(17,350	)
Accumulated deficit		(9,164	)		(10,109	)

Total shareholder’s deficit		(27,375	)		(27,459	)

Total liabilities and shareholder’s deficit	$	20,574		$	20,924

The accompanying notes are an integral part of these consolidated financial statements.

MISSION BROADCASTING OF WICHITA FALLS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

	Three Months Ended June 30,						Six Months Ended June 30,
	2001			2002			2001			2002
	(Unaudited)						(Unaudited)
	(dollars in thousands)						(dollars in thousands)
Broadcast revenue (excluding trade and barter)	$	—		$	1,408		$	—		$	2,595
Less: commissions		—			(170	)		—			(308	)

Net broadcast revenues (excluding trade and barter)		—			1,238			—			2,287
Trade and barter revenue		126			117			251			249
Revenue from Nexstar Finance, L.L.C.		482			452			1,046			912

Total net revenue		608			1,807			1,297			3,448

Operating expenses:
Direct operating expenses (exclusive of depreciation and amortization shown separately below)		48			228			98			742
Selling, general and administrative expenses (exclusive of depreciation and amortization shown separately below)		50			426			102			818
Selling, general and administrative expense paid to Nexstar Finance, L.L.C.		—			482			—			482
Amortization of broadcast rights		191			146			399			299
Amortization of intangible assets		210			114			420			221
Depreciation		120			120			239			239

Total operating expenses		619			1,516			1,258			2,801

(Loss) income from operations		(11	)		291			39			647
Interest expense, including amortization of debt financing costs		(867	)		(745	)		(1,982	)		(1,457	)
Interest income		1			—			1			—
Other income, net		14			—			17			—

Loss before income taxes		(863	)		(454	)		(1,925	)		(810	)
Income tax expense		—			(57	)		—			(135

Table of Contents

Table of Contents

Table of Contents

Table of Contents