EXHIBIT 99.1
LIONSGATE REPORTS REVENUE OF $645.2 MILLION, EBITDA OF $6.8 MILLION, ADJUSTED EBITDA OF $30.0 MILLION AND NET LOSS OF $22.7 MILLION OR $(0.17) PER BASIC SHARE IN THE FOURTH QUARTER OF FISCAL 2012
COMPANY REPORTS REVENUE OF $1.59 BILLION AND EBITDA OF $45.2 MILLION FOR FULL FISCAL YEAR 2012; ADJUSTED EBITDA FOR THE FISCAL YEAR IS $71.6 MILLION; NET LOSS IS $39.1 MILLION OR $(0.30) PER BASIC SHARE
Fourth Quarter Results Impacted by $36 Million of Transaction and Purchase Accounting Costs Associated With Acquisition of Summit Entertainment and $13 Million in Increased Stock Appreciation Rights (SARS) Related to Stock Price Increase
SANTA MONICA, CA, and VANCOUVER, BC, May 30, 2012 — Lionsgate (NYSE: LGF) today reported revenue of $645.2 million, EBITDA of $6.8 million, adjusted EBITDA of $30.0 million and net loss of $22.7 million or $(0.17) per share for the fourth quarter of Fiscal 2012 (quarter ended March 31, 2012).
Revenue of $645.2 million in the fourth quarter increased by 71% compared to $376.9 million in the prior year quarter, driven by theatrical revenue of the global blockbuster THE HUNGER GAMES’ first eight days in North American theatrical release, the home entertainment release of THE TWILIGHT SAGA: BREAKING DAWN - PART 1 and strong television and library revenues.
EBITDA of $6.8 million and adjusted EBITDA of $30.0 million in the fourth quarter compared to EBITDA of $63.0 million and adjusted EBITDA of $67.9 million in the prior year quarter and net loss of $22.7 million in the fourth quarter compared to net income of $48.7 million in the prior year quarter due in part to $36 million in transaction and purchase accounting costs associated with the January 2012 acquisition of Summit Entertainment, including $10 million in transaction and severance costs and a $26 million impact on the profitability of the home entertainment release of THE TWILIGHT SAGA: BREAKING DAWN - PART 1 due to the application of purchase accounting required by GAAP.
Fourth quarter results were also affected by theatrical marketing costs for four releases in the quarter, including THE HUNGER GAMES, an additional $16 million in advance theatrical marketing costs for fiscal 2013 film releases and $13 million in increased stock appreciation rights (SARS) related to the increase in the Company’s stock price in the quarter. There were no theatrical releases with marketing costs in the prior year quarter.
Increased interest expense along with the factors affecting EBITDA discussed above contributed to the net loss in the quarter.
Television And Filmed Entertainment Library Revenues Hit Record Levels In Fiscal Year; Filmed Entertainment Backlog Reaches $1 Billion
The Company reported revenue of $1.59 billion, EBITDA of $45.2 million, adjusted EBITDA of $71.6 million and net loss of $39.1 million for the full fiscal year 2012 (fiscal year ended March 31, 2012).
“Fiscal 2012 was a milestone year with the acquisition of Summit Entertainment, the rollout of our record-breaking film THE HUNGER GAMES, continued growth in library revenues and the increasing profitability of our diversified television business,” said Lionsgate Chief Executive Officer Jon Feltheimer. “With substantially all of the profitability of the first HUNGER GAMES film and this November’s release of THE TWILIGHT SAGA: BREAKING DAWN — PART 2 still ahead of us, we have great visibility and have set the stage for anticipated strong EBITDA, free cash flow and earnings in the years ahead.”
Fiscal 2012 revenues were comparable to fiscal 2011 as record television revenues of $397 million and theatrical revenue growth offset declines in home entertainment, international film and pay TV revenue due to a smaller theatrical slate. Only eight days of the North American theatrical revenues of THE HUNGER GAMES, released on March 23, 2012, are included in fiscal 2012 financial results.
The Company reported EBITDA of $45.2 million and adjusted EBITDA of $71.6 million for the fiscal year compared to EBITDA of $33.1 million and adjusted EBITDA of $77.3 million in the prior year. The increased EBITDA reflected growth in television and library profitability, reduced theatrical marketing costs, increased equity interest income and a one-time gain on the sale of Maple Pictures offset in part by the factors described above affecting the fourth quarter, including transaction and severance costs associated with the Summit acquisition and increased stock appreciation rights related to the increase in the Company’s stock price in the fourth quarter, as well as underperformance of certain films earlier in the year.
Net loss of $39.1 million in fiscal 2012 compared to net loss of $30.4 million in the prior year due to higher interest costs partially offset by the increased EBITDA discussed above. Basic net loss per common share for the fiscal year was $0.30 on 132.2 million weighted average common shares outstanding, compared to basic net loss per common share of $0.23 on 131.2 million weighted average common shares outstanding in the prior year.
Equity interest income was $8.4 million in the fiscal year compared to a loss of $20.7 million in the prior year, with the turnaround to profitability primarily attributable to the Company’s interest in EPIX.
Filmed entertainment library revenues increased to a record $416 million in the fiscal year, an 11% increase from the prior year.
Lionsgate’s filmed entertainment backlog reached a record $1.0 billion at March 31, 2012, its sixth consecutive quarter of growth, driven in part by incorporation of the Summit Entertainment backlog. Filmed entertainment backlog represents the amount of future revenue not yet recorded from contracts for the licensing of films and television product for television exhibition and in international markets.
Overall motion picture revenue for 2012 was $1.19 billion, a decrease of 3% from the prior year. Within the motion picture segment, theatrical revenue was $208.9 million, an increase of 2% from the prior year, attributable to the strength of the first eight days of THE HUNGER GAMES in North American theatrical release which offset the impact of a significantly smaller overall theatrical slate compared to the prior year.
Lionsgate’s home entertainment revenue from both motion pictures and television was $683.5 million in the fiscal year compared to $690.0 million in the prior year. Revenue from home entertainment releases of television programming increased 87% from the prior year and, coupled with the February 2012 home entertainment release of THE TWILIGHT SAGA: BREAKING DAWN — PART 1, offset declines attributable to a smaller film slate.
Television revenue included in motion picture revenue was $119.9 million in the fiscal year, a decrease of 14% from the prior year.
International motion picture revenue of $112.9 million (excluding Lionsgate U.K.) for the fiscal year decreased 11% from the prior year due to a smaller overall theatrical slate.
Despite a smaller number of releases compared to the prior year, Lionsgate U.K. revenue grew by 28% to $101.5 million, driven primarily by the first eight days of THE HUNGER GAMES in UK release and THE EXPENDABLES.
Mandate Pictures’ revenue grew by 43% to $55.4 million in the fiscal year on the strength of titles such as 50/50, A VERY HAROLD & KUMAR 3D CHRISTMAS and YOUNG ADULT.
Television production revenue was a record $397.3 million in the fiscal year, an increase of 13% from the prior year driven by home entertainment releases of television programming, primarily the digital media revenue from the first four seasons of “Mad Men” and digital media revenue from the first five seasons of “Weeds.”
Digital media revenue, which is included in home entertainment revenue discussed above and includes electronic sell-through, video on demand and revenue from other digital media platforms, increased 38% in the fiscal year to $193 million.
Lionsgate G&A expenses in the fiscal year were $168.9 million, a 1% decline from the prior year as decreased costs related to shareholder activism offset one-time severance and transaction costs related to the acquisition of Summit Entertainment, higher G&A of the combined entity and increases in stock appreciation rights associated with the increase in the Company’s stock price.
Lionsgate senior management will hold its analyst and investor conference call to discuss its fiscal year 2012 and fourth quarter financial results at 9:00 A.M. ET/6:00 A.M. PT on Thursday, May 31, 2012. Interested parties may participate live in the conference call by calling 1-800-230-1085 (612-234-9960 outside the U.S. and Canada). A full digital replay will be available from Thursday morning, May 31, through Thursday, June 7, by dialing 1-800-475-6701 (320-365-3844 outside the U.S. and Canada) and using access code 248708.
ABOUT LIONSGATE
Lionsgate is a leading global entertainment company with a strong and diversified presence in motion picture production and distribution, television programming and syndication, home entertainment, family entertainment, digital distribution, new channel platforms and international distribution and sales. The Company has built a significant television presence in production of primetime cable and broadcast network series, distribution and syndication of programming and an array of channel assets. Lionsgate currently has 23 shows on 16 networks spanning its primetime production, distribution and syndication businesses, including such critically-acclaimed hits as the multiple Emmy Award-winning “Mad Men,” “Weeds” and “Nurse Jackie,” along with the powerful drama “Boss,” the new network series “Nashville” and “Next Caller,” the syndication successes “Tyler Perry’s House of Payne,” its spinoff “Meet the Browns,” “The Wendy Williams Show” and “Are We There Yet?” and the upcoming “Anger Management,” starring Charlie Sheen, and “Orange Is The New Black,” an original series for Netflix.
Its feature film business has been fueled by such recent successes as the blockbuster first installment of “The Hunger Games” franchise, which has already grossed nearly $650 million at the worldwide box office, “The Expendables,” “The Lincoln Lawyer,” “Cabin In The Woods,” “Tyler Perry’s Madea’s Big Happy Family” and “Margin Call.” With the January 2012 acquisition of Summit Entertainment, the Company added the blockbuster “The Twilight Saga,” which has grossed more than $2.5 billion at the worldwide box office, to a slate that already included its “The Hunger Games” franchise and now has the two premier young adult franchises in the world. Recent Summit hits include “Red,” “Letters to Juliet,” “Knowing,” the “Step Up” franchise and the Academy Award-winning Best Picture, “The Hurt Locker.”
Lionsgate’s home entertainment business is an industry leader in box office-to-DVD and box office-to-VOD revenue conversion rate. Lionsgate handles a prestigious and prolific library of approximately 13,000 motion picture and television titles that is an important source of recurring revenue and serves as the foundation for the growth of the Company’s core businesses. The Lionsgate and Summit brands remain synonymous with original, daring, quality entertainment in markets around the world.
***
For further information, please contact:
Peter D. Wilkes
310-255-3726
pwilkes@lionsgate.com
The matters discussed in this press release include forward-looking statements, including those regarding the performance of future fiscal years. Such statements are subject to a number of risks and uncertainties. Actual results in the future could differ materially and adversely from those described in the forward-looking statements as a result of various important factors, including the substantial investment of capital required to produce and market films and television series, increased costs for producing and marketing feature films and television series, budget overruns, limitations imposed by our credit facilities and notes, unpredictability of the commercial success of our motion pictures and television programming, the cost of defending our intellectual property, difficulties in integrating acquired businesses, risks related to our acquisition strategy and integration of acquired businesses, the effects of disposition of businesses or assets, technological changes and other trends affecting the entertainment industry, and the risk factors as set forth in Lionsgate’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission (the “SEC”) on May 30, 2012, which risk factors are incorporated herein by reference. The Company undertakes no obligation to publicly release the result of any revisions to these forward-looking statements that may be made to reflect any future events or circumstances.
LIONS GATE ENTERTAINMENT CORP.
CONSOLIDATED BALANCE SHEETS
|
| March 31, |
| March 31, |
| ||
|
| 2012 |
| 2011 |
| ||
|
|
|
| As adjusted (1) |
| ||
|
| (Amounts in thousands, |
| ||||
|
| except share amounts) |
| ||||
ASSETS |
|
|
|
|
| ||
Cash and cash equivalents |
| $ | 64,298 |
| $ | 86,419 |
|
Restricted cash |
| 11,936 |
| 43,458 |
| ||
Accounts receivable, net of reserve for returns and allowances of $93,860 (March 31, 2011 - $90,715) and provision for doubtful accounts of $4,551 (March 31, 2011 - $2,427) |
| 784,530 |
| 330,624 |
| ||
Investment in films and television programs, net |
| 1,329,053 |
| 607,757 |
| ||
Property and equipment, net |
| 9,772 |
| 9,089 |
| ||
Equity method investments |
| 171,262 |
| 161,894 |
| ||
Goodwill |
| 326,633 |
| 239,254 |
| ||
Other assets |
| 90,511 |
| 46,322 |
| ||
Assets held for sale |
| — |
| 44,336 |
| ||
Total assets |
| $ | 2,787,995 |
| $ | 1,569,153 |
|
|
|
|
|
|
| ||
LIABILITIES |
|
|
|
|
| ||
Senior revolving credit facility |
| $ | 99,750 |
| $ | 69,750 |
|
Senior secured second-priority notes |
| 431,510 |
| 226,331 |
| ||
Term loan |
| 477,514 |
| — |
| ||
Accounts payable and accrued liabilities |
| 371,092 |
| 230,989 |
| ||
Participations and residuals |
| 420,325 |
| 297,482 |
| ||
Film obligations and production loans |
| 561,150 |
| 326,440 |
| ||
Convertible senior subordinated notes and other financing obligations |
| 108,276 |
| 110,973 |
| ||
Deferred revenue |
| 228,593 |
| 150,937 |
| ||
Liabilities held for sale |
| — |
| 17,396 |
| ||
Total liabilities |
| 2,698,210 |
| 1,430,298 |
| ||
|
|
|
|
|
| ||
Commitments and contingencies |
|
|
|
|
| ||
|
|
|
|
|
| ||
SHAREHOLDERS’ EQUITY |
|
|
|
|
| ||
|
|
|
|
|
| ||
Common shares, no par value, 500,000,000 shares authorized, 143,980,754 and 136,839,445 shares issued at March 31, 2012 and March 31, 2011, respectively |
| 712,623 |
| 643,200 |
| ||
Accumulated deficit |
| (542,039 | ) | (502,921 | ) | ||
Accumulated other comprehensive loss |
| (3,711 | ) | (1,424 | ) | ||
|
| 166,873 |
| 138,855 |
| ||
Treasury shares, no par value, 11,040,493 shares and nil at March 31, 2012 and 2011, respectively |
| (77,088 | ) | — |
| ||
Total shareholders’ equity |
| 89,785 |
| 138,855 |
| ||
Total liabilities and shareholders’ equity |
| $ | 2,787,995 |
| $ | 1,569,153 |
|
(1) In the quarter ended March 31, 2012, the Company eliminated the lag in recording its share of EPIX’s results, and accordingly, for the year ended March 31, 2012, the Company has recorded its share of the net income generated by EPIX for the twelve months ended March 31, 2012. Due to the elimination of the lag in recording the Company’s share of EPIX’s results, prior period amounts presented have been adjusted to eliminate the lag in reporting. The elimination of the lag in reporting of EPIX increased net loss recorded for the year ended March 31, 2012 by $1.3 million. As a result of the elimination of the lag in reporting, net loss was decreased from $53.6 million previously reported to $30.4 million for the year ended March 31, 2011 and net loss was increased from $19.5 million previously reported to $30.3 million for the year ended March 31, 2010. The change had no impact on cash flows from operating, investing, or financing activities.
LIONS GATE ENTERTAINMENT CORP.
ANNUAL CONSOLIDATED STATEMENTS OF OPERATIONS
|
| Year |
| Year |
| Year |
| |||
|
| Ended |
| Ended |
| Ended |
| |||
|
| March 31, |
| March 31, |
| March 31, |
| |||
|
| 2012 |
| 2011 |
| 2010 |
| |||
|
|
|
| As adjusted (1) |
| As adjusted (1) |
| |||
|
| (Amounts in thousands, except per share amounts) |
| |||||||
|
|
|
|
|
|
|
| |||
Revenues |
| $ | 1,587,579 |
| $ | 1,582,720 |
| $ | 1,489,506 |
|
Expenses: |
|
|
|
|
|
|
| |||
Direct operating |
| 908,402 |
| 795,746 |
| 777,969 |
| |||
Distribution and marketing |
| 483,513 |
| 547,226 |
| 506,141 |
| |||
General and administration |
| 168,864 |
| 171,407 |
| 143,060 |
| |||
Gain on sale of asset disposal group |
| (10,967 | ) | — |
| — |
| |||
Depreciation and amortization |
| 4,276 |
| 5,811 |
| 12,455 |
| |||
Total expenses |
| 1,554,088 |
| 1,520,190 |
| 1,439,625 |
| |||
Operating income |
| 33,491 |
| 62,530 |
| 49,881 |
| |||
Other expenses (income): |
|
|
|
|
|
|
| |||
Interest expense |
|
|
|
|
|
|
| |||
Contractual cash based interest |
| 62,430 |
| 38,879 |
| 27,461 |
| |||
Amortization of debt discount (premium) and deferred financing costs |
| 15,681 |
| 16,301 |
| 19,701 |
| |||
Total interest expense |
| 78,111 |
| 55,180 |
| 47,162 |
| |||
Interest and other income |
| (2,752 | ) | (1,742 | ) | (1,547 | ) | |||
Loss (gain) on extinguishment of debt |
| 967 |
| 14,505 |
| (5,675 | ) | |||
Total other expenses, net |
| 76,326 |
| 67,943 |
| 39,940 |
| |||
Income (loss) before equity interests and income taxes |
| (42,835 | ) | (5,413 | ) | 9,941 |
| |||
Equity interests income (loss) |
| 8,412 |
| (20,712 | ) | (38,995 | ) | |||
Loss before income taxes |
| (34,423 | ) | (26,125 | ) | (29,054 | ) | |||
Income tax provision |
| 4,695 |
| 4,256 |
| 1,218 |
| |||
Net loss |
| $ | (39,118 | ) | $ | (30,381 | ) | $ | (30,272 | ) |
|
|
|
|
|
|
|
| |||
Basic Net Loss Per Common Share |
| $ | (0.30 | ) | $ | (0.23 | ) | $ | (0.26 | ) |
Diluted Net Loss Per Common Share |
| $ | (0.30 | ) | $ | (0.23 | ) | $ | (0.26 | ) |
Weighted average number of common shares outstanding: |
|
|
|
|
|
|
| |||
Basic |
| 132,226 |
| 131,176 |
| 117,510 |
| |||
Diluted |
| 132,226 |
| 131,176 |
| 117,510 |
| |||
(1) See footnote on Consolidated Balance Sheets table
LIONS GATE ENTERTAINMENT CORP.
FOURTH QUARTER CONSOLIDATED STATEMENTS OF OPERATIONS
|
| Three Months |
| Three Months |
| ||
|
| Ended |
| Ended |
| ||
|
| March 31, |
| March 31, |
| ||
|
| 2012 |
| 2011 |
| ||
|
|
|
| As adjusted (1) |
| ||
|
| (Amounts in thousands, |
| ||||
|
| except per share amounts) |
| ||||
|
|
|
|
|
| ||
Revenues |
| $ | 645,213 |
| $ | 376,915 |
|
Expenses: |
|
|
|
|
| ||
Direct operating |
| 360,743 |
| 195,266 |
| ||
Distribution and marketing |
| 204,319 |
| 85,746 |
| ||
General and administration |
| 75,713 |
| 37,072 |
| ||
Depreciation and amortization |
| 1,673 |
| 1,326 |
| ||
Total expenses |
| 642,448 |
| 319,410 |
| ||
Operating income |
| 2,765 |
| 57,505 |
| ||
Other expenses (income): |
|
|
|
|
| ||
Interest expense |
|
|
|
|
| ||
Contractual cash based interest |
| 22,087 |
| 9,200 |
| ||
Amortization of debt discount (premium) and deferred financing costs |
| 4,885 |
| 4,245 |
| ||
Total interest expense |
| 26,972 |
| 13,445 |
| ||
Interest and other income |
| (892 | ) | (660 | ) | ||
Total other expenses, net |
| 26,080 |
| 12,785 |
| ||
Income (loss) before equity interests and income taxes |
| (23,315 | ) | 44,720 |
| ||
Equity interests income |
| 2,407 |
| 4,149 |
| ||
Income (loss) before income taxes |
| (20,908 | ) | 48,869 |
| ||
Income tax provision |
| 1,838 |
| 211 |
| ||
Net income (loss) |
| $ | (22,746 | ) | $ | 48,658 |
|
|
|
|
|
|
| ||
Basic Net Income (Loss) Per Common Share |
| $ | (0.17 | ) | $ | 0.36 |
|
Diluted Net Income (Loss) Per Common Share |
| $ | (0.17 | ) | $ | 0.34 |
|
Weighted average number of common shares outstanding: |
|
|
|
|
| ||
Basic |
| 131,735 |
| 136,792 |
| ||
Diluted |
| 131,735 |
| 150,861 |
| ||
(1) See footnote on Consolidated Balance Sheets table
LIONS GATE ENTERTAINMENT CORP.
ANNUAL CONSOLIDATED STATEMENTS OF CASH FLOWS
|
| Year |
| Year |
| Year |
| |||
|
| Ended |
| Ended |
| Ended |
| |||
|
| March 31, |
| March 31, |
| March 31, |
| |||
|
| 2012 |
| 2011 |
| 2010 |
| |||
|
|
|
| As adjusted (1) |
| As adjusted (1) |
| |||
|
|
|
| (Amounts in thousands) |
|
|
| |||
Operating Activities: |
|
|
|
|
|
|
| |||
Net loss |
| $ | (39,118 | ) | $ | (30,381 | ) | $ | (30,272 | ) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: |
|
|
|
|
|
|
| |||
Depreciation of property and equipment |
| 3,023 |
| 4,837 |
| 7,526 |
| |||
Amortization of intangible assets |
| 1,253 |
| 974 |
| 4,929 |
| |||
Amortization of films and television programs |
| 603,660 |
| 529,428 |
| 511,658 |
| |||
Amortization of debt discount (premium) and deferred financing costs |
| 15,681 |
| 16,301 |
| 19,701 |
| |||
Accreted interest payment from equity method investee TV Guide |
| — |
| 10,200 |
| — |
| |||
Non-cash stock-based compensation |
| 9,957 |
| 29,204 |
| 17,875 |
| |||
Gain on sale of asset disposal group |
| (10,967 | ) | — |
| — |
| |||
Loss (gain) on extinguishment of debt |
| 967 |
| 14,505 |
| (5,675 | ) | |||
Equity interests (income) loss |
| (8,412 | ) | 20,712 |
| 38,995 |
| |||
Changes in operating assets and liabilities: |
|
|
|
|
|
|
| |||
Restricted cash |
| 37,636 |
| (43,067 | ) | (187 | ) | |||
Accounts receivable, net |
| (256,208 | ) | (64,203 | ) | (79,392 | ) | |||
Investment in films and television programs |
| (690,304 | ) | (487,391 | ) | (471,087 | ) | |||
Other assets |
| 1,298 |
| (298 | ) | (4,443 | ) | |||
Accounts payable and accrued liabilities |
| 29,558 |
| 3,869 |
| (22,769 | ) | |||
Participations and residuals |
| 19,813 |
| (1,369 | ) | (69,574 | ) | |||
Film obligations |
| 87,726 |
| 19,154 |
| (48,786 | ) | |||
Deferred revenue |
| 30,969 |
| 19,852 |
| (3,459 | ) | |||
Net Cash Flows Provided By (Used In) Operating Activities |
| (163,468 | ) | 42,327 |
| (134,960 | ) | |||
Investing Activities: |
|
|
|
|
|
|
| |||
Purchases of restricted investments |
| — |
| (13,993 | ) | (13,994 | ) | |||
Proceeds from the sale of restricted investments |
| — |
| 20,989 |
| 13,985 |
| |||
Purchase of Summit, net of unrestricted cash acquired of $315,932 |
| (553,732 | ) | — |
| — |
| |||
Buy-out of the earn-out associated with the acquisition of Debmar-Mercury, LLC |
| — |
| (15,000 | ) | — |
| |||
Proceeds from the sale of asset disposal group, net of transaction costs, and cash disposed of $3,943 |
| 9,119 |
| — |
| — |
| |||
Investment in equity method investees |
| (1,030 | ) | (24,677 | ) | (47,129 | ) | |||
Increase in loans receivable |
| (4,671 | ) | (1,042 | ) | (1,418 | ) | |||
Repayment of loans receivable |
| — |
| 8,113 |
| 8,333 |
| |||
Purchases of property and equipment |
| (1,885 | ) | (2,756 | ) | (3,684 | ) | |||
Net Cash Flows Used In Investing Activities |
| (552,199 | ) | (28,366 | ) | (43,907 | ) | |||
Financing Activities: |
|
|
|
|
|
|
| |||
Exercise of stock options |
| 3,520 |
| — |
| — |
| |||
Tax withholding requirements on equity awards |
| (4,320 | ) | (13,476 | ) | (2,030 | ) | |||
Repurchase of common shares |
| (77,088 | ) | — |
| — |
| |||
Proceeds from the issuance of mandatorily redeemable preferred stock units and common stock units related to the sale of 49% interest in TV Guide Network, net of unrestricted cash deconsolidated |
| — |
| — |
| 109,776 |
| |||
Borrowings under senior revolving credit facility |
| 390,650 |
| 525,250 |
| 302,000 |
| |||
Repayments of borrowings under senior revolving credit facility |
| (360,650 | ) | (472,500 | ) | (540,000 | ) | |||
Borrowings under individual production loans |
| 276,886 |
| 118,589 |
| 144,741 |
| |||
Repayment of individual production loans |
| (207,912 | ) | (147,102 | ) | (136,261 | ) | |||
Production loan borrowings under Pennsylvania Regional Center credit facility |
| — |
| — |
| 63,133 |
| |||
Production loan borrowings under film credit facility |
| 54,325 |
| 19,456 |
| 30,469 |
| |||
Production loan repayments under film credit facility |
| (30,813 | ) | (34,762 | ) | (2,718 | ) | |||
Change in restricted cash collateral associated with financing activities |
| — |
| 3,087 |
| — |
| |||
Proceeds from Term Loan associated with the acquisition of Summit, net of debt discount of $7,500 and deferred financing costs of $16,350 |
| 476,150 |
| — |
| — |
| |||
Repayments of borrowings under Term Loan associated with the acquisition of Summit |
| (15,066 | ) | — |
| — |
| |||
Proceeds from sale of senior secured second-priority notes, net of deferred financing costs |
| 201,955 |
| — |
| — |
| |||
Repurchase of senior secured second-priority notes |
| (9,852 | ) | — |
| 214,727 |
| |||
Proceeds from the issuance of convertible senior subordinated notes |
| 45,000 |
| — |
| — |
| |||
Repurchase of convertible senior subordinated notes |
| (46,059 | ) | — |
| (75,185 | ) | |||
Repayment of other financing obligations |
| — |
| — |
| (134 | ) | |||
Net Cash Flows Provided By (Used In) Financing Activities |
| 696,726 |
| (1,458 | ) | 108,518 |
| |||
Net Change In Cash And Cash Equivalents |
| (18,941 | ) | 12,503 |
| (70,349 | ) | |||
Foreign Exchange Effects on Cash |
| (3,180 | ) | 4,674 |
| 1,116 |
| |||
Cash and Cash Equivalents - Beginning Of Period |
| 86,419 |
| 69,242 |
| 138,475 |
| |||
Cash and Cash Equivalents - End Of Period |
| $ | 64,298 |
| $ | 86,419 |
| $ | 69,242 |
|
(1) See footnote on Consolidated Balance Sheets table
LIONS GATE ENTERTAINMENT CORP.
FOURTH QUARTER CONSOLIDATED STATEMENTS OF CASH FLOWS
|
| Three Months |
| Three Months |
| ||
|
| Ended |
| Ended |
| ||
|
| March 31, |
| March 31, |
| ||
|
| 2012 |
| 2011 |
| ||
|
|
|
| As adjusted (1) |
| ||
|
| (Amounts in thousands) |
| ||||
Operating Activities: |
|
|
|
|
| ||
Net income (loss) |
| $ | (22,746 | ) | $ | 48,658 |
|
Adjustments to reconcile net income (loss) to net cash provided by operating activities: |
|
|
|
|
| ||
Depreciation of property and equipment |
| 640 |
| 1,242 |
| ||
Amortization of intangible assets |
| 1,033 |
| 84 |
| ||
Amortization of films and television programs |
| 248,449 |
| 128,845 |
| ||
Amortization of debt discount (premium) and deferred financing costs |
| 4,885 |
| 4,245 |
| ||
Accreted interest payment from equity method investee TV Guide |
| — |
| 10,200 |
| ||
Non-cash stock-based compensation |
| 2,358 |
| 2,813 |
| ||
Equity interests income |
| (2,407 | ) | (4,149 | ) | ||
Changes in operating assets and liabilities: |
|
|
|
|
| ||
Restricted cash |
| 19,643 |
| (24,368 | ) | ||
Accounts receivable, net |
| (199,280 | ) | 40,836 |
| ||
Investment in films and television programs |
| (138,498 | ) | (66,243 | ) | ||
Other assets |
| (400 | ) | 1,160 |
| ||
Accounts payable and accrued liabilities |
| 81,325 |
| (28,506 | ) | ||
Participations and residuals |
| 35,654 |
| 19,800 |
| ||
Film obligations |
| 35,335 |
| 36,726 |
| ||
Deferred revenue |
| (17,607 | ) | (13,380 | ) | ||
Net Cash Flows Provided By Operating Activities |
| 48,384 |
| 157,963 |
| ||
Investing Activities: |
|
|
|
|
| ||
Purchase of Summit, net of unrestricted cash acquired of $315,932 |
| (553,732 | ) | — |
| ||
Increase in loans receivable |
| (3,171 | ) | (1,042 | ) | ||
Purchases of property and equipment |
| (336 | ) | (1,569 | ) | ||
Net Cash Flows Used In Investing Activities |
| (557,239 | ) | (2,611 | ) | ||
Financing Activities: |
|
|
|
|
| ||
Exercise of stock options |
| 3,369 |
| — |
| ||
Tax withholding requirements on equity awards |
| (1,690 | ) | (557 | ) | ||
Borrowings under senior revolving credit facility |
| 127,000 |
| 43,500 |
| ||
Repayments of borrowings under senior revolving credit facility |
| (121,750 | ) | (198,000 | ) | ||
Borrowings under individual production loans |
| 78,738 |
| 18,386 |
| ||
Repayment of individual production loans |
| (73,914 | ) | (3,805 | ) | ||
Production loan borrowings under film credit facility |
| 10,611 |
| 1,735 |
| ||
Production loan repayments under film credit facility |
| (7,295 | ) | (3,255 | ) | ||
Proceeds from Term Loan associated with the acquisition of Summit, net of debt discount of $7,500 and deferred financing costs of $16,350 |
| 476,150 |
| — |
| ||
Repayments of borrowings under Term Loan associated with the acquisition of Summit |
| (15,066 | ) | — |
| ||
Proceeds from the issuance of convertible senior subordinated notes |
| 45,000 |
| — |
| ||
Net Cash Flows Provided By (Used In) Financing Activities |
| 521,153 |
| (141,996 | ) | ||
Net Change In Cash And Cash Equivalents |
| 12,298 |
| 13,356 |
| ||
Foreign Exchange Effects on Cash |
| (851 | ) | 3,485 |
| ||
Cash and Cash Equivalents - Beginning Of Period |
| 52,851 |
| 69,578 |
| ||
Cash and Cash Equivalents - End Of Period |
| $ | 64,298 |
| $ | 86,419 |
|
(1) See footnote on Consolidated Balance Sheets table
LIONS GATE ENTERTAINMENT CORP.
RECONCILIATION OF NET LOSS TO ANNUAL EBITDA AND ANNUAL EBITDA, AS ADJUSTED
|
| Year |
| Year |
| Year |
| |||
|
| Ended |
| Ended |
| Ended |
| |||
|
| March 31, |
| March 31, |
| March 31, |
| |||
|
| 2012 |
| 2011 |
| 2010 |
| |||
|
|
|
| As adjusted (1) |
| As adjusted (1) |
| |||
|
| (Amounts in thousands) |
| |||||||
|
|
|
|
|
|
|
| |||
Net loss |
| $ | (39,118 | ) | $ | (30,381 | ) | $ | (30,272 | ) |
Depreciation and amortization |
| 4,276 |
| 5,811 |
| 12,455 |
| |||
Contractual cash based interest |
| 62,430 |
| 38,879 |
| 27,461 |
| |||
Noncash interest expense |
| 15,681 |
| 16,301 |
| 19,701 |
| |||
Interest and other income |
| (2,752 | ) | (1,742 | ) | (1,547 | ) | |||
Income tax provision |
| 4,695 |
| 4,256 |
| 1,218 |
| |||
EBITDA (2) |
| $ | 45,212 |
| $ | 33,124 |
| $ | 29,016 |
|
|
|
|
|
|
|
|
| |||
Gain on sale of asset disposal group |
| (10,967 | ) | — |
| — |
| |||
Loss (gain) on extinguishment of debt |
| 967 |
| 14,505 |
| (5,675 | ) | |||
Stock-based compensation (3) |
| 25,014 |
| 32,505 |
| 18,823 |
| |||
Acquisition related charges |
| 11,957 |
| — |
| — |
| |||
Corporate defense charges |
| (1,726 | ) | 22,865 |
| 5,668 |
| |||
Non-risk prints and advertising expense |
| 1,095 |
| (25,659 | ) | 32,126 |
| |||
EBITDA, as adjusted |
| $ | 71,552 |
| $ | 77,340 |
| $ | 79,958 |
|
(1) See footnote on Consolidated Balance Sheets table
(2) The definition of EBITDA has been revised to conform strictly to the acronym of earnings before interest, income taxes, and depreciation and amortization. EBITDA as previously reported also excluded the gain on sale of asset disposal group, losses on extinguishment of debt, and equity interests.
(3) The year ended March 31, 2011 includes $21.9 million in additional compensation expense associated with the immediate vesting of certain equity awards held by certain executive officers as a result of the triggering of “change in control” provisions in their respective employment agreements, which occurred on June 30, 2010.
LIONS GATE ENTERTAINMENT CORP.
RECONCILIATION OF NET INCOME (LOSS) TO FOURTH QUARTER EBITDA AND
FOURTH QUARTER EBITDA, AS ADJUSTED
|
| Three Months |
| Three Months |
| ||
|
| Ended |
| Ended |
| ||
|
| March 31, |
| March 31, |
| ||
|
| 2012 |
| 2011 |
| ||
|
|
|
| As adjusted (1) |
| ||
|
| (Amounts in thousands) |
| ||||
|
|
|
|
|
| ||
Net (loss) income |
| $ | (22,746 | ) | $ | 48,658 |
|
Depreciation and amortization |
| 1,673 |
| 1,326 |
| ||
Contractual cash based interest |
| 22,087 |
| 9,200 |
| ||
Noncash interest expense |
| 4,885 |
| 4,245 |
| ||
Interest and other income |
| (892 | ) | (660 | ) | ||
Income tax provision |
| 1,838 |
| 211 |
| ||
EBITDA |
| $ | 6,845 |
| $ | 62,980 |
|
|
|
|
|
|
| ||
Stock-based compensation |
| 15,282 |
| 2,530 |
| ||
Acquisition related charges |
| 9,632 |
| — |
| ||
Corporate defense and related charges |
| (2,770 | ) | 2,416 |
| ||
Non-risk prints and advertising expense |
| 1,017 |
| (5 | ) | ||
EBITDA, as adjusted |
| $ | 30,006 |
| $ | 67,921 |
|
(1) See footnote on Consolidated Balance Sheets table
EBITDA is defined as earnings before interest, income tax provision, and depreciation and amortization. EBITDA is a non-GAAP financial measure.
EBITDA, as adjusted represents EBITDA as defined above adjusted for stock-based compensation, acquisition related charges, certain corporate defense and related charges, and non-risk prints and advertising expense. Stock-based compensation represents compensation expenses associated with stock options, restricted share units and stock appreciation rights. Acquisition related charges represent severance and transaction costs associated with the acquisition of Summit. Corporate defense and related charges represent legal fees, other professional fees, and certain other costs associated with a shareholder activist matter. Non-risk prints and advertising expense represents the amount of theatrical marketing expense for third party titles that the Company funded and expensed for which a third party provides a guarantee that such expense will be recouped from the performance of the film (i.e. there is no risk of loss to the company) net of an amount of the estimated amortization of participation expense that would have been recorded if such amount had not been expensed.
Management believes EBITDA and EBITDA, as adjusted to be a meaningful indicator of our performance that provides useful information to investors regarding our financial condition and results of operations. Presentation of EBITDA and EBITDA, as adjusted is a non-GAAP financial measure commonly used in the entertainment industry and by financial analysts and others who follow the industry to measure operating performance. While management considers EBITDA and EBITDA, as adjusted to be an important measure of comparative operating performance, it should be considered in addition to, but not as a substitute for, net income and other measures of financial performance reported in accordance with Generally Accepted Accounting Principles. EBITDA and EBITDA, as adjusted do not reflect cash available to fund cash requirements. Not all companies calculate EBITDA or EBITDA, as adjusted in the same manner and the measure as presented may not be comparable to similarly-titled measures presented by other companies.
LIONS GATE ENTERTAINMENT CORP.
RECONCILIATION OF ANNUAL FREE CASH FLOW
TO NET CASH FLOWS PROVIDED BY (USED IN) OPERATING ACTIVITIES
|
| Year |
| Year |
| Year |
| |||
|
| Ended |
| Ended |
| Ended |
| |||
|
| March 31, |
| March 31, |
| March 31, |
| |||
|
| 2012 |
| 2011 |
| 2010 |
| |||
|
| (Amounts in thousands) |
| |||||||
|
|
|
|
|
|
|
| |||
Net Cash Flows Provided By (Used In) Operating Activities |
| $ | (163,468 | ) | $ | 42,327 |
| $ | (134,960 | ) |
Purchases of property and equipment |
| (1,885 | ) | (2,756 | ) | (3,684 | ) | |||
Net borrowings under and (repayment) of production loans |
| 92,486 |
| (43,819 | ) | 36,231 |
| |||
Restricted cash held in trust |
| (13,992 | ) | 13,992 |
| — |
| |||
Free Cash Flow, as defined |
| $ | (86,859 | ) | $ | 9,744 |
| $ | (102,413 | ) |
LIONS GATE ENTERTAINMENT CORP.
RECONCILIATION OF FOURTH QUARTER FREE CASH FLOW
TO NET CASH FLOWS PROVIDED BY OPERATING ACTIVITIES
|
| Three Months |
| Three Months |
| ||
|
| Ended |
| Ended |
| ||
|
| March 31, |
| March 31, |
| ||
|
| 2012 |
| 2011 |
| ||
|
| (Amounts in thousands) |
| ||||
|
|
|
|
|
| ||
Net Cash Flows Provided By Operating Activities |
| $ | 48,384 |
| $ | 157,963 |
|
Purchases of property and equipment |
| (336 | ) | (1,569 | ) | ||
Net borrowings under and (repayment) of production loans |
| 8,140 |
| 13,061 |
| ||
Restricted cash held in trust |
| — |
| (1,823 | ) | ||
Free Cash Flow, as defined |
| $ | 56,188 |
| $ | 167,632 |
|
Free cash flow is defined as net cash flows provided by (used in) operating activities, less purchases of property and equipment, plus or minus the net increase or decrease in production loans including production loan activity under the Company’s Film Credit Facility, plus or minus the net increase or decrease in restricted cash held in a trust to fund the Company’s cash severance obligations that would be due to certain executive officers should their employment be terminated “without cause,” (as defined), in connection with a “change in control” of the Company, (as defined in each of their respective employment contracts). For purposes of the employment agreements with such executive officers, a “change in control” occurred on June 30, 2010 when a certain shareholder became the beneficial owner of 33% or more of the Company’s common shares. The adjustment for the production loans is made because the GAAP based cash flows from operations reflects a non-cash reduction of cash flows for the cost of films associated with production loans prior to the time the Company actually pays for the film. The Company believes that it is more meaningful to reflect the impact of the payment for these films in its free cash flow when the payments are actually made.
Free cash flow is a non-GAAP financial measure as defined in Regulation G promulgated by the Securities and Exchange Commission. This non-GAAP financial measure is in addition to, not a substitute for, or superior to, measures of financial performance prepared in accordance with Generally Accepted Accounting Principles.
Management believes this non-GAAP measure provides useful information to investors regarding cash that our operating businesses generate whether classified as operating or financing activity (related to the production of our films) within our GAAP based statement of cash flows, before taking into account cash movements that are non-operational. Free cash flow is a non-GAAP financial measure commonly used in the entertainment industry and by financial analysts and others who follow the industry. Not all companies calculate free cash flow in the same manner and the measure as presented may not be comparable to similarly titled measures presented by other companies.
LIONS GATE ENTERTAINMENT CORP.
RECONCILIATION OF ANNUAL EBITDA
TO ANNUAL FREE CASH FLOW
|
| Year |
| Year |
| Year |
| ||||
|
| Ended |
| Ended |
| Ended |
| ||||
|
| March 31, |
| March 31, |
| March 31, |
| ||||
|
| 2012 |
| 2011 |
| 2010 |
| ||||
|
|
|
| As adjusted (1) |
| As adjusted (1) |
| ||||
|
| (Amounts in thousands) |
| ||||||||
|
|
|
|
|
|
|
| ||||
EBITDA |
| $ | 45,212 |
| $ | 33,124 |
| $ | 29,016 |
| |
|
|
|
|
|
|
|
| ||||
Plus: Amortization of film and television programs |
| 603,660 |
| 529,428 |
| 511,658 |
| ||||
Less: Cash paid for film and television programs (1) |
| (510,092 | ) | (512,056 | ) | (483,642 | ) | ||||
Amortization of film and television programs in excess of cash paid |
| 93,568 |
| 17,372 |
| 28,016 |
| ||||
|
|
|
|
|
|
|
| ||||
Plus: Non-cash stock-based compensation |
| 9,957 |
| 29,204 |
| 17,875 |
| ||||
Less: Gain on sale of asset disposal group |
| (10,967 | ) | — |
| — |
| ||||
Less: Equity interests (income) loss |
| (8,412 | ) | 20,712 |
| 38,995 |
| ||||
Plus: Loss (gain) on extinguishment of debt |
| 967 |
| 14,505 |
| (5,675 | ) | ||||
|
|
|
|
|
|
|
| ||||
EBITDA adjusted for net investment in film and television programs non-cash stock-based compensation, gain on sale of asset disposal group, equity interests (income) loss and loss (gain) on extinguishment of debt |
| 130,325 |
| 114,917 |
| 108,227 |
| ||||
|
|
|
|
|
|
|
| ||||
Changes in other operating assets and liabilities: |
|
|
|
|
|
|
| ||||
Restricted cash excluding funds held in trust |
| 23,644 |
| (29,075 | ) | (187 | ) | ||||
Accounts receivable, net |
| (256,208 | ) | (64,203 | ) | (79,392 | ) | ||||
Other assets |
| 1,298 |
| (298 | ) | (4,443 | ) | ||||
Accounts payable and accrued liabilities |
| 29,558 |
| 3,869 |
| (22,769 | ) | ||||
Participations and residuals |
| 19,813 |
| (1,369 | ) | (69,574 | ) | ||||
Deferred revenue |
| 30,969 |
| 19,852 |
| (3,459 | ) | ||||
Accreted interest payment from equity method investee TV Guide |
| — |
| 10,200 |
| — |
| ||||
|
| (150,926 | ) | (61,024 | ) | (179,824 | ) | ||||
|
|
|
|
|
|
|
| ||||
Purchases of property and equipment |
| (1,885 | ) | (2,756 | ) | (3,684 | ) | ||||
Interest, taxes and other (2) |
| (64,373 | ) | (41,393 | ) | (27,132 | ) | ||||
|
|
|
|
|
|
|
| ||||
Free Cash Flow, as defined |
| $ | (86,859 | ) | $ | 9,744 |
| $ | (102,413 | ) | |
|
|
|
|
|
|
|
| ||||
| |||||||||||
(1) | Cash paid for film and television programs is calculated using the following amounts as presented in our consolidated statement of cash flows: | ||||||||||
|
|
|
|
|
|
|
| ||||
Change in investment in film and television programs |
| $ | (690,304 | ) | $ | (487,391 | ) | $ | (471,087 | ) | |
Change in film obligations |
| 87,726 |
| 19,154 |
| (48,786 | ) | ||||
Borrowings under individual production loans |
| 276,886 |
| 118,589 |
| 144,741 |
| ||||
Repayment of individual production loans |
| (207,912 | ) | (147,102 | ) | (136,261 | ) | ||||
Production loan borrowings under film credit facility |
| 54,325 |
| 19,456 |
| 30,469 |
| ||||
Production loan repayments under film credit facility |
| (30,813 | ) | (34,762 | ) | (2,718 | ) | ||||
Total cash paid for film and television programs |
| $ | (510,092 | ) | $ | (512,056 | ) | $ | (483,642 | ) | |
|
|
|
|
|
|
|
| ||||
(2) | Interest, taxes and other consists of the following: |
|
|
|
|
|
|
| |||
|
|
|
|
|
|
|
| ||||
Contractual cash based interest |
| $ | (62,430 | ) | $ | (38,879 | ) | $ | (27,461 | ) | |
Interest and other income |
| 2,752 |
| 1,742 |
| 1,547 |
| ||||
Income tax provision |
| (4,695 | ) | (4,256 | ) | (1,218 | ) | ||||
Total interest, taxes and other |
| $ | (64,373 | ) | $ | (41,393 | ) | $ | (27,132 | ) | |
(1) See footnote on Consolidated Balance Sheets table
This reconciliation is provided to illustrate the difference between our EBITDA and free cash flow which are both separately reconciled to their corresponding GAAP metrics.
LIONS GATE ENTERTAINMENT CORP.
RECONCILIATION OF FOURTH QUARTER EBITDA
TO FOURTH QUARTER FREE CASH FLOW
|
| Three Months |
| Three Months |
| |||
|
| Ended |
| Ended |
| |||
|
| March 31, |
| March 31, |
| |||
|
| 2012 |
| 2011 |
| |||
|
|
|
| As adjusted (1) |
| |||
|
| (Amounts in thousands) |
| |||||
|
|
|
|
|
| |||
EBITDA |
| $ | 6,845 |
| $ | 62,980 |
| |
|
|
|
|
|
| |||
Plus: Amortization of film and television programs |
| 248,449 |
| 128,845 |
| |||
Less: Cash paid for film and television programs (1) |
| (95,023 | ) | (16,456 | ) | |||
Amortization of film and television programs in excess of cash paid |
| 153,426 |
| 112,389 |
| |||
|
|
|
|
|
| |||
Plus: Non-cash stock-based compensation |
| 2,358 |
| 2,813 |
| |||
Less: Gain on sale of asset disposal group |
| — |
| — |
| |||
Less: Equity interests (income) |
| (2,407 | ) | (4,149 | ) | |||
Plus: Loss (gain) on extinguishment of debt |
| — |
| — |
| |||
|
|
|
|
|
| |||
EBITDA adjusted for net investment in film and television programs non-cash stock-based compensation, gain on sale of asset disposal group, equity interests (income) loss and loss (gain) on extinguishment of debt |
| 160,222 |
| 174,033 |
| |||
|
|
|
|
|
| |||
Changes in other operating assets and liabilities: |
|
|
|
|
| |||
Restricted cash excluding funds held in trust |
| 19,643 |
| (26,191 | ) | |||
Accounts receivable, net |
| (199,280 | ) | 40,836 |
| |||
Other assets |
| (400 | ) | 1,160 |
| |||
Accounts payable and accrued liabilities |
| 81,325 |
| (28,506 | ) | |||
Participations and residuals |
| 35,654 |
| 19,800 |
| |||
Deferred revenue |
| (17,607 | ) | (13,380 | ) | |||
Accreted interest payment from equity method investee TV Guide |
| — |
| 10,200 |
| |||
|
| (80,665 | ) | 3,919 |
| |||
|
|
|
|
|
| |||
Purchases of property and equipment |
| (336 | ) | (1,569 | ) | |||
Interest, taxes and other (2) |
| (23,033 | ) | (8,751 | ) | |||
|
|
|
|
|
| |||
Free Cash Flow |
| $ | 56,188 |
| $ | 167,632 |
| |
|
|
|
|
|
| |||
| ||||||||
(1) | Cash paid for film and television programs is calculated using the following amounts as presented in our consolidated statement of cash flows: | |||||||
|
|
|
|
|
| |||
Change in investment in film and television programs |
| $ | (138,498 | ) | $ | (66,243 | ) | |
Change in film obligations |
| 35,335 |
| 36,726 |
| |||
Borrowings under individual production loans |
| 78,738 |
| 18,386 |
| |||
Repayment of individual production loans |
| (73,914 | ) | (3,805 | ) | |||
Production loan borrowings under film credit facility |
| 10,611 |
| 1,735 |
| |||
Production loan repayments under film credit facility |
| (7,295 | ) | (3,255 | ) | |||
Total cash paid for film and television programs |
| $ | (95,023 | ) | $ | (16,456 | ) | |
|
|
|
|
|
| |||
(2) | Interest, taxes and other consists of the following: |
|
|
|
|
| ||
|
|
|
|
|
| |||
Contractual cash based interest |
| $ | (22,087 | ) | $ | (9,200 | ) | |
Interest and other income |
| 892 |
| 660 |
| |||
Income tax provision |
| (1,838 | ) | (211 | ) | |||
Total interest, taxes and other |
| $ | (23,033 | ) | $ | (8,751 | ) | |
(1) See footnote on Consolidated Balance Sheets table
This reconciliation is provided to illustrate the difference between our EBITDA and free cash flow which are both separately reconciled to their corresponding GAAP metrics.