Attached files
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| 8-K - MAIN BODY - CROWN MEDIA HOLDINGS INC | mainbody.htm |
Exhibit 99.1
Crown
Media Holdings Announces Operating Results
for
Fourth Quarter of 2009
STUDIO CITY, CA – March 4,
2010 - Crown Media Holdings, Inc. (NASDAQ:CRWN) today reported its
operating results for the quarter and year ended December 31, 2009.
Operating
Highlights
|
·
|
Popular holiday
programming. Hallmark Channel had a strong fourth
quarter in terms of ratings and finished 2009 in the top ten among the 76
ad-supported cable networks for Prime Time household ratings, according to
Nielsen. Based on the popularity of its holiday
programming, Hallmark Channel recorded its highest rated week and month
for Prime Time and Total Day household ratings and delivery. In
addition, the channel finished the year among the top ten cable networks
for women 25-54 in Total Day for the third consecutive
year.
|
|
·
|
Programming
expansion. Hallmark Channel introduced several new
programs during the holiday season which contributed to the positive
ratings results, including several skating specials, coverage of the 121st Rose Parade, a movie
night hosted by hoops&yoyo, one of Hallmark Cards’ most popular
animated characters, and Jack Hanna’s Animal
Adventures.
|
|
·
|
Expanded distribution of
Hallmark Movie Channel. The channel added 15.7 million subscribers
to end the year in 29.1 million homes, more than doubling its subscriber
count in just 12 months, and making Hallmark Movie Channel the
fastest-growing cable television network in 2009. Hallmark
Movie Channel is now in over 32.5 million homes and available in all top
70 markets.
|
|
·
|
Increase in Adjusted
EBITDA. Adjusted EBITDA increased 9% for the quarter to
$25.4 million, from $23.3 million in the fourth quarter of 2008, due
primarily to management’s successful efforts to control costs and an
increase in subscriber fees. For 2009, the company delivered a
record high adjusted EBITDA of $81.6 million, representing an increase of
23% over 2008.
|
|
·
|
Partnership with Martha Stewart
Living Omnimedia. Subsequent to the end of the quarter,
the Company announced a programming partnership with Martha Stewart Living
Omnimedia for the exclusive airing of the popular lifestyle
series. Beginning in September 2010, Hallmark Channel will
introduce a two and a half-hour block of programming, anchored by The Martha Stewart Show
weekdays at 10:00 a.m., followed by an additional 90 minutes of
programming with related lifestyle content to be developed by the
partnership. The partnership will also develop a series of
holiday-themed Prime Time specials throughout the
year.
|
|
·
|
Recapitalization by Hallmark
Cards. Also subsequent to the end of the quarter, the
Company announced that it had approved and executed definitive agreements
relating to a recapitalization of Crown Media. The transaction
will convert approximately $600 million of the Company’s debt from
Hallmark Cards to common stock, and exchange $500 million of existing debt
into $315 million of new debt and $185 million of convertible preferred
stock.
|
“Although
we continue to be impacted by the economic challenges facing our industry, we
finished the year with a strong fourth quarter of ratings success for the
holiday season,” noted Bill Abbott, President and CEO of Crown
Media. “With effective cost-cutting measures implemented throughout
the year and increases in our subscriber fee revenues, we were able to deliver a
record year of Adjusted EBITDA.
“We have
been successful in broadening our programming at Hallmark Channel with a variety
of new specials which we aired during the year, and the upcoming introduction of
The Martha Stewart Show
in a two and a half-hour lifestyle programming block. This
growing distinction between our two channels, and the tremendous expansion in
distribution for Hallmark Movie Channel, will enable both channels to deliver
strong results in 2010 and achieve their full revenue potential in the
long-term. In addition, we believe that the recently announced
recapitalization and the significant reduction in our debt will help us maintain
the operating health of our company.”
Financial
Results
Historical
financial information is provided in tables at the end of this
release.
Crown
Media reported revenue of $77.6 million for the fourth quarter of 2009, a 3%
increase from $75.2 million for the fourth quarter of 2008. Subscriber fee
revenue increased 14% to $16.4 million, from $14.5 million in the prior year’s
quarter. Subscriber revenue increased in 2009 primarily due to an increase in
the number of Hallmark Channel pay subscribers and small contractual rate
increases. Advertising revenue increased 1% to $60.8 million during the quarter,
from $60.4 million in the fourth quarter of 2008. The slight increase in
advertising revenue during the fourth quarter of 2009 is due to increased
advertising pricing.
Crown
Media reported revenue of $279.6 million for the year ended December 31, 2009, a
1% decrease from $281.8 million for the same period of 2008. Subscriber fee
revenue for the year ended December 31, 2009, increased 11% to $63.6 million,
from $57.2 million in the prior year. Advertising revenue decreased
4% to $214.5 million during the year ended December 31, 2009, from $223.4
million for 2008,
primarily due to declines in viewer ratings across demographic categories
for 2009 compared 2008.
For the
fourth quarter of 2009, cost of services increased 11% to $40.5 million from
$36.6 million during the same quarter of 2008. Within cost of services,
programming expenses decreased 2% quarter over quarter to $32.3
million. Other cost of services and amortization of our capital lease
decreased 4% from $3.6 million to $3.4 million for the fourth quarter of 2009.
Salary expense also decreased primarily due to the resignation of one executive
in May 2009.
During
the fourth quarter of 2009, we exercised our rights to terminate two agreements
in connection with our January 2010 launch of the Hallmark Channel in high
definition. The estimated costs of termination were approximately $4.7
million.
Termination
of one agreement also resulted in a change in the estimated life of a related
deferred credit that arose in connection with the sale of our international
business in 2005. After launch of the high definition service,
recurring monthly expenses under the terminated agreement will
cease. Accordingly, in the fourth quarter of 2009, we reduced the
deferred credit by approximately $847,000 and recognized a gain on the sale of
discontinued operations.
For the
year ended December 31, 2009, cost of services decreased to $147.6 million from
$153.8 million during 2008. Within cost of services, programming expenses
decreased 9% period over period to $127.5 million. In the second and third
quarters of 2008, the Company entered into amendments to significant programming
agreements which added programs and deferred certain payments for programming
content to periods beyond 2008. Some of the amendments resulted in
the extension of related program licenses to cover slightly longer periods of
availability, the deferral of expected delivery of certain programming and the
deferral of certain payments primarily from 2008 until 2009. The
Company prospectively changed the amortization of program license fees for any
changes in the period of expected usage and/or changes in license
fee. The effects of these amendments on 2008 amortization were not
significant. Other cost of services and amortization of capital lease increased
17% from $13.1 million to $15.3 million for the year ended December 31, 2009,
due to the $980,000 increase in severance expense recorded in 2009 and the
Company’s bad debt expense of $1.3 million for the year ended December 31, 2009,
as compared to $75,000 for the year ended December 31, 2008.
Selling,
general and administrative expenses increased to $12.1 million for the quarter
ended December 31, 2009, from $8.6 million in the year earlier period primarily
due to increases in compensation related to our share-based obligations of $1.8
million and bonus expenses of $2.5 million offset in part by a $593,000 decrease
in salary expense and a $372,000 decrease in legal expense. Marketing expenses
of $595,000 for the quarter ended December 31, 2009, decreased from $6.5 million
for the quarter ended December 31, 2008. As part of our cost reduction efforts,
promotional and marketing efforts were reduced overall during the 2009 quarter
compared to the fourth quarter of 2008.
In
December 2009 the Company concluded that payments for residuals and
participations under its liability to RHI would occur generally later than
originally estimated in December 2006. Accordingly, the Company
reduced the carrying amount of the liability by $682,000 and recognized a
corresponding gain from sale of film assets in the accompanying statement of
operations.
Selling,
general and administrative expenses increased to $47.1 million for the year
ended December 31, 2009, from $46.6 million in 2008. Marketing
expenses decreased to $6.6 million for the year ended December 31, 2009, from
$19.6 million in 2008. The Company had five marketing promotions in
2008 centered on five original movies. The Company had one
significant marketing promotion in January 2009 centered on an original
movie.
Adjusted
EBITDA was $25.4 million for the fourth quarter of 2009 compared to $23.3
million for the same period last year. Cash provided by operating activities
totaled $4.2 million for the fourth quarter of 2009 compared to $6.5 million for
the same period last year. The net income for the quarter ended
December 31, 2009, totaled $373,000, or $0.00 per share, compared to $1.3
million, or $0.01 per share, in the fourth quarter of 2008.
Adjusted
EBITDA totaled $81.6 million for the year ended December 31, 2009, compared to
$66.2 million for last year. Cash provided by operating activities totaled $37.6
million for the year ended December 31, 2009, compared to $48.1 million for last
year. The net loss for the year ended December 31, 2009, totaled $22.6 million,
or $0.22 per share, compared to $37.2 million, or $0.36 per share, in the same
period of 2008.
The
independent registered public accounting firm’s opinion on the consolidated
financial statements of the Company for the year ended December 31, 2009
contains a going concern explanatory paragraph. The Company has
significant short-term debt obligations that raise substantial doubt about its
ability to continue as a going concern. Management’s plan is to convert these
short-term obligations into new debt, convertible preferred stock and common
stock by completing the Recapitalization mentioned above.
Conference
Call and Webcast to be Held Thursday, March 4th at
11:00 a.m. ET
Crown
Media Holdings’ management will conduct a conference call this morning at 11:00
a.m., Eastern Time to discuss the results of the fourth quarter of
2009. Investors and interested parties may listen to the call via a
live webcast accessible through the investor relations’ section of the Company’s
web site at www.hallmarkchannel.com,
or by dialing (866) 800-8648 (Domestic) or (617) 614-42702 (International) and
requesting the “Fourth Quarter Earnings for Crown Media” call. For
those listeners accessing the call through the Company’s website, please
register and download audio software at the site at least 15 minutes prior to
the start time. The webcast will be archived on the site, while a
telephone replay of the call is available for 7 days beginning at 1:00 p.m.
Eastern Time, March
4th, at
888-286-8010 or 617-801-6888 (international callers), using reservation number
79835684.
About
Crown Media Holdings
Crown
Media Holdings, Inc. (NASDAQ:CRWN) owns and operates cable television channels
dedicated to high quality, broad appeal, entertainment
programming. The Company currently operates and distributes Hallmark
Channel in both high definition (HD) and standard definition (SD) to nearly 90
million subscribers in the U.S. Hallmark Channel consistently ranks
among the highest-rated cable networks and is one of the nation’s leading
networks in providing quality family programming. Crown Media also
operates a second 24-hour linear channel, Hallmark Movie Channel, available in
both HD and SD, featuring the greatest movies of all
time. Significant investors in Crown Media Holdings include: Hallmark
Entertainment Holdings, Inc., a subsidiary of Hallmark Cards, Incorporated,
Liberty Media Corp., and J.P. Morgan Partners (BHCA), LP, each through their
investments in Hallmark Entertainment Investments Co.; VISN Management Corp., a
for-profit subsidiary of the National Interfaith Cable Coalition: and The
DIRECTV Group, Inc.
Forward-looking
Statements
Statements
contained in this press release may contain forward-looking statements as
contemplated by the 1995 Private Securities Litigation Reform Act that are based
on management’s current expectations, estimates and
projections. Words such as “expects,” “anticipates,” “intends,”
“plans,” “believes,” “estimates,” variations of such words and similar
expressions are intended to identify such forward-looking
statements. Forward-looking statements are subject to risks and
uncertainties, which could cause actual results to differ materially from those
projected or implied in the forward-looking statements. Such risks
and uncertainties include: competition for distribution of channels, viewers,
advertisers, and the acquisition of programming; fluctuations in the
availability of programming; fluctuations in demand for the programming Crown
Media airs on its channels; our ability to address our liquidity needs; our
incurrence of losses; our substantial indebtedness affecting our financial
condition and results; and other risks detailed in the Company’s filings with
the Securities and Exchange Commission, including the Risk Factors stated in the
Company’s most recent 10-K and 10-Q Reports. Crown Media Holdings is
not undertaking any obligation to release publicly any updates to any forward
looking statements to reflect events or circumstances after the date of this
release or to reflect the occurrence of unanticipated events.
Use
of Adjusted EBITDA
Crown
Media evaluates operating performance based on several factors, including
Adjusted EBITDA. Our calculation of Adjusted EBITDA adds back
non-cash expenses and other items mentioned below.
Our measure of Adjusted EBITDA
differs from the normal definition of EBITDA (earnings before interest, taxes,
depreciation and amortization) used by most companies. We define Adjusted EBITDA
as earnings before interest, taxes, depreciation, amortization, subscriber
acquisition fee amortization, amortization of film assets, impairment charges,
and other non-cash expenses. For this purpose, restricted stock unit
compensation is treated as a non-cash item, although it may result in cash
payments during subsequent periods. Our credit facility contained a
covenant that used this adjusted EBITDA measure. The Company no longer has an EBITDA
covenant in its bank credit agreement. See “Selected Fourth Quarter
Unaudited Financial Information” below for a reconciliation to GAAP
net income. Management
views Adjusted EBITDA as a critical measure of our operating performance and
monitors this measure closely. We disclose Adjusted EBITDA so that our investors
can have some of the same information available to our management to evaluate
their investment in our Company.
We
also believe that an Adjusted EBITDA provides an indication of the Company's
ability to generate cash flows from operating activities since our non-cash
expenses are excluded from our calculation of Adjusted EBITDA. The
Adjusted EBITDA calculation allows the Company to assess how much is available
to pay debt service and gives a further indication of how much remains to fund
discretionary expenditures such as the acquisition of programming or additional
subscriber base. However, Adjusted EBITDA should be considered in addition to,
not as a substitute for, historical operating income or loss, net loss, cash
flow from operations and other measures of financial performance reported in
accordance with accounting principles generally accepted in the United
States.
Adjusted
EBITDA differs significantly from cash flows from operating activities reflected
in the consolidated statement of cash flows. Cash flow from operating activities
is net of interest and taxes paid and is a more comprehensive determination of
periodic income on a cash basis, exclusive of non-cash items of income and
expenses such as depreciation, amortization, loss from discontinued operations
and impairment of film assets. In contrast, Adjusted EBITDA is derived from
accrual basis income and is not reduced for cash invested in working capital.
Consequently, Adjusted EBITDA is not affected by the timing of receivable
collections or when accrued expenses are paid. We are not aware of any uniform
standards for determining EBITDA or our Adjusted EBITDA and believe that our
calculation of Adjusted EBITDA is probably calculated differently than
presentations of EBITDA by other entities because our calculation was based upon
the definition in a bank credit agreement.
For
additional information, please contact:
Investors
and Press
Mindy
Tucker
IR
Focus
914.725.8128
mindy@irfocusllc.com
Media
Mark
Kern
Crown
Media
818.755.2626
markkern@hallmarkchannel.com
Nancy
Carr
Crown
Media
818.755.2643
nancycarr@hallmarkchannel.com
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Crown
Media Holdings, Inc.
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Unaudited
Consolidated Income Statement Information
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||||||||||||||||
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(In
thousands, except per share data)
|
||||||||||||||||
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Three
Months Ended December 31,
|
Year
Ended December 31,
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|
2009
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2008
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2009
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2008
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Revenues:
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||||||||||||||||
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Subscriber
fees
|
$ | 16,444 | $ | 14,481 | $ | 63,597 | $ | 57,153 | ||||||||
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Advertising
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60,593 | 60,131 | 213,770 | 222,967 | ||||||||||||
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Advertising
by Hallmark Cards
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250 | 272 | 775 | 429 | ||||||||||||
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Other
revenue
|
324 | 344 | 1,422 | 1,245 | ||||||||||||
|
Total
revenue
|
77,611 | 75,228 | 279,564 | 281,794 | ||||||||||||
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Cost
of services:
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||||||||||||||||
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Affiliate
programming
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321 | 269 | 1,235 | 798 | ||||||||||||
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Non-affiliate
programming
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32,011 | 32,730 | 126,293 | 139,900 | ||||||||||||
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Amortization
of capital lease
|
290 | 290 | 1,158 | 1,158 | ||||||||||||
|
Contract
termination fees
|
4,718 | - | 4,718 | - | ||||||||||||
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Other
cost of services
|
3,138 | 3,269 | 14,175 | 11,923 | ||||||||||||
|
Total
cost of services
|
40,478 | 36,558 | 147,579 | 153,779 | ||||||||||||
|
Selling,
general and administrative expenses
|
12,069 | 8,639 | 47,069 | 46,605 | ||||||||||||
|
Marketing
expense
|
595 | 6,512 | 6,551 | 19,603 | ||||||||||||
|
Depreciation
and amortization
|
485 | 502 | 1,947 | 1,932 | ||||||||||||
|
Gain
from sale of film assets
|
(682 | ) | - | (682 | ) | - | ||||||||||
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Income
from operations before interest expense
|
24,666 | 23,017 | 77,100 | 59,875 | ||||||||||||
|
Interest
expense
|
(25,140 | ) | (24,797 | ) | (100,539 | ) | (100,157 | ) | ||||||||
|
Loss
from continuing operations
|
(474 | ) | (1,780 | ) | (23,439 | ) | (40,282 | ) | ||||||||
|
Gain
from sale of discontinued operations
|
847 | 3,064 | 847 | 3,064 | ||||||||||||
|
Net
income (loss)
|
$ | 373 | $ | 1,284 | $ | (22,592 | ) | $ | (37,218 | ) | ||||||
|
Net
income (loss) per share - basic and diluted
|
$ | 0.00 | $ | 0.01 | $ | (0.22 | ) | $ | (0.36 | ) | ||||||
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Weighted
average shares outstanding
|
104,788 | 104,788 | 104,788 | 104,776 | ||||||||||||
|
Crown
Media Holdings, Inc.
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||||||||
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Unaudited
Consolidated Balance Sheets
|
||||||||
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(In
thousands, except share data)
|
||||||||
|
As
of December 31,
|
As
of December 31,
|
|||||||
|
2009
|
2008
|
|||||||
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ASSETS
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||||||||
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Cash
and cash equivalents
|
$ | 10,456 | $ | 2,714 | ||||
|
Accounts
receivable, less allowance for doubtful
|
||||||||
|
accounts
of $476 and $294, respectively
|
68,817 | 66,510 | ||||||
|
Program
license fees
|
106,825 | 105,936 | ||||||
|
Prepaid
and other assets
|
4,049 | 11,722 | ||||||
|
Total
current assets
|
190,147 | 186,882 | ||||||
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Program
license fees
|
178,332 | 214,207 | ||||||
|
Property
and equipment, net
|
13,176 | 15,392 | ||||||
|
Goodwill
|
314,033 | 314,033 | ||||||
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Prepaid
and other assets
|
2,373 | 8,831 | ||||||
|
Total
assets
|
$ | 698,061 | $ | 739,345 | ||||
|
LIABILITIES
AND STOCKHOLDERS' DEFICIT
|
||||||||
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LIABILITIES
|
||||||||
|
Accounts
payable and accrued liabilities
|
$ | 19,642 | $ | 26,841 | ||||
|
Audience
deficiency reserve
|
17,872 | 11,505 | ||||||
|
License
fees payable
|
99,494 | 128,638 | ||||||
|
Payables
to Hallmark Cards affiliates
|
23,745 | 14,799 | ||||||
|
Credit
facility and interest payable
|
1,002 | 29 | ||||||
|
Notes
and interest payable to Hallmark Cards
|
345,314 | 3,987 | ||||||
|
Company
obligated mandatorily redeemable preferred interest
|
22,902 | - | ||||||
|
Total
current liabilities
|
529,971 | 185,799 | ||||||
|
Accrued
liabilities
|
24,484 | 31,361 | ||||||
|
License
fees payable
|
82,881 | 112,451 | ||||||
|
Credit
facility
|
- | 28,570 | ||||||
|
Notes
payable to Hallmark Cards affiliates
|
- | 340,697 | ||||||
|
Senior
unsecured note to HC Crown, including accrued interest
|
758,755 | 686,578 | ||||||
|
Company
obligated mandatorily redeemable preferred interest
|
- | 20,822 | ||||||
|
Total
liabilities
|
1,396,091 | 1,406,278 | ||||||
|
Commitments
and contingencies
|
||||||||
|
STOCKHOLDERS'
DEFICIT
|
||||||||
|
Class
A common stock, $.01 par value; 200,000,000 shares
|
||||||||
|
authorized; 74,117,654
shares issued and outstanding
|
||||||||
|
as
of both December 31, 2009 and 2008
|
741 | 741 | ||||||
|
Class
B common stock, $.01 par value; 120,000,000 shares
|
||||||||
|
authorized;
30,670,422 shares issued and outstanding
|
||||||||
|
as
of both December 31, 2009 and 2008
|
307 | 307 | ||||||
|
Paid-in
capital
|
1,456,788 | 1,465,293 | ||||||
|
Accumulated
deficit
|
(2,155,866 | ) | (2,133,274 | ) | ||||
|
Total
stockholders' deficit
|
(698,030 | ) | (666,933 | ) | ||||
|
Total
liabilities and stockholders' deficit
|
$ | 698,061 | $ | 739,345 | ||||
|
Crown
Media Holdings, Inc.
|
||||||||||||||||
|
Selected
Unaudited Financial Information
|
||||||||||||||||
|
(in
thousands)
|
||||||||||||||||
|
Three
Months Ended December 31,
|
Year
Ended December 31,
|
|||||||||||||||
|
2009
|
2008
|
2009
|
2008
|
|||||||||||||
|
Net
income (loss)
|
$ | 373 | $ | 1,284 | $ | (22,592 | ) | $ | (37,218 | ) | ||||||
|
Gain
on sale of discontinued operations
|
(847 | ) | (3,064 | ) | (847 | ) | (3,064 | ) | ||||||||
|
Gain
on sale of film assets
|
(682 | ) | - | (682 | ) | - | ||||||||||
|
Subscriber
acquisition fee amortization expense
|
652 | 702 | 2,605 | 2,744 | ||||||||||||
|
Depreciation
and amortization
|
775 | 792 | 3,105 | 3,090 | ||||||||||||
|
Other
film asset
|
- | 80 | - | (569 | ) | |||||||||||
|
Interest
expense
|
25,140 | 24,797 | 100,539 | 100,157 | ||||||||||||
|
Restricted
stock unit compensation (benefit)
|
34 | (1,289 | ) | (516 | ) | 1,091 | ||||||||||
|
Adjusted
earnings before interest, taxes, depreciation
|
||||||||||||||||
|
and
amortization
|
$ | 25,445 | $ | 23,302 | $ | 81,612 | $ | 66,231 | ||||||||
|
Programming
and other amortization
|
32,234 | 33,434 | 127,270 | 140,083 | ||||||||||||
|
Provision
for allowance for doubtful account
|
175 | 32 | 1,303 | 75 | ||||||||||||
|
Changes
in operating assets and liabilities:
|
||||||||||||||||
|
Change
to program license fees
|
(12,713 | ) | (74,230 | ) | (92,542 | ) | (210,123 | ) | ||||||||
|
Change
in license fees payable
|
(36,338 | ) | 28,855 | (58,713 | ) | 75,190 | ||||||||||
|
Change
to subscriber acquisition fees
|
- | - | (1,000 | ) | (2,693 | ) | ||||||||||
|
Change
in subscriber acquisition fees payable
|
- | (250 | ) | (500 | ) | 933 | ||||||||||
|
Interest
paid
|
(342 | ) | (767 | ) | (22,364 | ) | (4,649 | ) | ||||||||
|
Changes
in other operating assets and
|
||||||||||||||||
|
liabilities,
net of adjustments above
|
(4,262 | ) | (3,877 | ) | 2,500 | (16,969 | ) | |||||||||
|
Net
cash provided by operating activities
|
$ | 4,199 | $ | 6,499 | $ | 37,566 | $ | 48,078 | ||||||||
|
Crown
Media Holdings, Inc.
|
||||||||||||||||
|
Selected
Unaudited Cash Flow Statement Information
|
||||||||||||||||
|
(in
thousands)
|
||||||||||||||||
|
Three
Months Ended December 31,
|
Year
Ended December 31,
|
|||||||||||||||
|
2009
|
2008
|
2009
|
2008
|
|||||||||||||
|
Net
cash provided by operating activities
|
$ | 4,199 | $ | 6,499 | $ | 37,566 | $ | 48,078 | ||||||||
|
Net
cash used in investing activities
|
(381 | ) | (1,068 | ) | (1,443 | ) | (5,437 | ) | ||||||||
|
Net
cash used in financing activities
|
(1,721 | ) | (7,015 | ) | (28,381 | ) | (41,901 | ) | ||||||||
|
Net
increase (decrease) in cash and cash equivalents
|
2,097 | (1,584 | ) | 7,742 | 740 | |||||||||||
|
Cash
and cash equivalents, beginning of period
|
8,359 | 4,298 | 2,714 | 1,974 | ||||||||||||
|
Cash
and cash equivalents, end of period
|
$ | 10,456 | $ | 2,714 | $ | 10,456 | $ | 2,714 | ||||||||