UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
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QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE |
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For the quarterly period ended June 30, 2002 |
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TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE |
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For the transition period from to . |
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Commission File Number : 333-26427-01
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KDSM, INC. |
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(Exact name of Registrant as specified in its charter) |
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Maryland |
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52-1975792 |
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(State or other
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(I.R.S. Employer Identification No.) |
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10706 Beaver Dam Road |
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(Address of principal executive offices) |
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(410) 568-1500 |
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(Registrant’s telephone number, including area code) |
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None |
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(Former name, former address and former fiscal year-if changed since last report) |
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SINCLAIR CAPITAL |
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(Exact name of Registrant as specified in its charter) |
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Delaware |
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52-2026076 |
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(State or other
jurisdiction of |
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(I.R.S. Employer Identification No.) |
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10706 Beaver Dam Road |
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(Address of principal executive offices) |
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(410) 568-1500 |
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(Registrant’s telephone number, including area code) |
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None |
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(Former name, former address and former fiscal year-if changed since last report) |
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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 the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý No o
As of July 26, 2002, there were 100 shares of Common Stock, $0.01 par value of KDSM, Inc., issued and outstanding and 2,000,000 shares of $200 million aggregate liquidation value of 115/8% High Yield Trust Offered Preferred Securities of Sinclair Capital, a subsidiary trust of KDSM, Inc., issued and outstanding.
The registrants each meet the conditions for reduced disclosure set forth in General Instruction H (1)(a) and (b) of Form 10-Q and are therefore filing this form with the reduced disclosure format.
KDSM, INC. AND SUBSIDIARIES
Form 10-Q
For the Quarter Ended June 30, 2002
Table of Contents
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Part I. Financial Information |
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Item 1. Consolidated Financial Statements |
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Consolidated Balance Sheets as of June 30, 2002 and December 31, 2001 |
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Consolidated Statement of Stockholder’s Equity for the Six Months Ended June 30, 2002 |
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Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2002 and 2001 |
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2
(in thousands)
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June 30, |
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December
31, |
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(unaudited) |
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ASSETS |
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CURRENT ASSETS: |
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Cash |
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$ |
37 |
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$ |
8 |
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Accounts receivable, net of allowance for doubtful accounts |
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1,178 |
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1,587 |
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Dividends receivable from Parent |
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1,085 |
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1,085 |
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Current portion of program contract costs |
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832 |
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1,350 |
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Prepaid expenses and other current assets |
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18 |
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17 |
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Deferred barter costs |
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85 |
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63 |
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Total current assets |
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3,235 |
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4,110 |
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PROPERTY AND EQUIPMENT, net |
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6,928 |
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6,593 |
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PROGRAM CONTRACT COSTS, less current portion |
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557 |
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889 |
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INVESTMENT IN PARENT PREFERRED SECURITIES |
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206,200 |
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206,200 |
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DUE FROM PARENT |
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29,198 |
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27,252 |
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OTHER ASSETS, net of accumulated amortization of $3,386 and $3,066, respectively |
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4,292 |
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4,612 |
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GOODWILL |
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23,178 |
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23,178 |
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BROADCAST LICENSE |
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4,022 |
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4,022 |
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DEFINITE-LIVED INTANGIBLE ASSETS, net of accumulated amortization of $999 and $917, respectively |
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2,137 |
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2,219 |
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Total Assets |
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$ |
279,747 |
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$ |
279,075 |
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LIABILITIES AND STOCKHOLDER’S EQUITY |
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CURRENT LIABILITIES: |
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Accounts payable |
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$ |
249 |
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$ |
303 |
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Accrued liabilities |
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340 |
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459 |
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Current portion of program contracts payable |
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1,159 |
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1,737 |
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Current portion of capital lease |
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198 |
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195 |
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Deferred barter revenues |
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94 |
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59 |
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Subsidiary trust minority interest expense payable |
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969 |
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969 |
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Total current liabilities |
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3,009 |
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3,722 |
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CAPITAL LEASES |
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1,957 |
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1,934 |
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PROGRAM CONTRACTS PAYABLE |
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1,472 |
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1,865 |
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OTHER LONG TERM LIABILITIES |
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81 |
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92 |
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Total Liabilities |
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6,519 |
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7,613 |
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COMMITMENTS AND CONTINGENCIES |
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COMPANY OBLIGATED MANDATORILY REDEEMABLE SECURITIES OF SUBSIDIARY TRUST HOLDING SOLELY KDSM SENIOR DEBENTURES |
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200,000 |
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200,000 |
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STOCKHOLDER’S EQUITY: |
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Common stock, $.01 par value, 1,000 shares authorized and 100 shares issued and outstanding |
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— |
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Additional paid-in capital |
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51,149 |
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51,149 |
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Retained earnings |
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22,079 |
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20,313 |
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Total Stockholder’s Equity |
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73,228 |
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71,462 |
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Total Liabilities and Stockholder’s Equity |
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$ |
279,747 |
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$ |
279,075 |
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The accompanying notes are an integral part of these unaudited consolidated statements.
3
KDSM, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data) (Unaudited)
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Three Months Ended |
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Six Months Ended |
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2002 |
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2001 |
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2002 |
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2001 |
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REVENUES: |
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Station broadcast revenues, net of agency commissions |
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$ |
1,830 |
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$ |
1,962 |
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$ |
3,620 |
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$ |
3,967 |
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Revenues realized from station barter arrangements |
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256 |
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121 |
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399 |
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272 |
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Total revenues |
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2,086 |
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2,083 |
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4,019 |
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4,239 |
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