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 Earliest Event Reported): March 17, 2004
CINEMARK USA, INC.
(Exact name of registrant as specified in charter)
TEXAS 33-47040 75-2206284
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
3900 DALLAS PARKWAY, SUITE 500
PLANO, TEXAS 75093
(Address and Zip Code of Principal Executive Offices)
972-665-1000
(Registrant's telephone number, including area code)
Item 7. Financial Statements, Proforma Financial Information and Exhibits
(a) None
(b) None
(c) Exhibit 99.1 March 17, 2004 Press Release, furnished solely for
purposes of incorporation by reference to Item 9 and 12 herein.
Item 9. Regulation FD Disclosure
On March 17, 2004, we announced our consolidated financial results for the
fourth quarter and year ended December 31, 2003. A copy of the press release is
furnished to the United States Securities and Exchange Commission (the
"Commission") with this current report on Form 8-K as an exhibit.
Item 12. Results of Operations and Financial Condition
On March 17, 2004, we announced our consolidated financial results for the
fourth quarter and year ended December 31, 2003. A copy of the press release is
furnished to the United States Securities and Exchange Commission (the
"Commission") with this current report on Form 8-K as an exhibit.
[SIGNATURE PAGE FOLLOWS]
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.
CINEMARK USA, INC.
Date: March 17, 2004 By: /s/ Michael D. Cavalier
Name: Michael D. Cavalier
Title: Vice President - General Counsel
EXHIBIT INDEX
The exhibits below are numbered in accordance with the Exhibit Table of
Item 601 of Regulation 8-K.
Exhibit No. Description of Exhibit
99.1 Press Release of Cinemark USA, Inc. dated March 17, 2004.
EXHIBIT 99.1
News
Release
Contact: Robert Copple
>For Immediate Release...
CINEMARK USA, INC. REPORTS RESULTS FOR THE FOURTH QUARTER AND YEAR ENDED
DECEMBER 31, 2003
Plano, TX, March 17, 2004 - Cinemark USA, Inc., a leader in the motion
picture exhibition industry, today reported revenues, operating income, net
income and Adjusted EBITDA for the fourth quarter and year ended December 31,
2003.
Cinemark USA, Inc.'s revenues for the fourth quarter ended December 31,
2003 increased 11.2% to $252.0 million from $226.7 million for the fourth
quarter ended December 31, 2002. Operating income for the fourth quarter of 2003
was $36.5 million in comparison with operating income of $23.4 million for the
fourth quarter of 2002. Net income for the fourth quarter of 2003 was $16.3
million as compared to net income of $4.3 million for the fourth quarter of
2002. Earnings before interest, taxes, depreciation, amortization and other
non-cash expenditures (Adjusted EBITDA) for the fourth quarter of 2003 increased
30.5% to $57.1 million from $43.7 million for the fourth quarter of 2002.
For the year ended December 31, 2003, revenues increased 2.0% to $957.6
million from $939.3 million for the year ended December 31, 2002. Operating
income for the year ended December 31, 2003 was $132.7 million in comparison
with operating income of $128.9 million for the year ended December 31, 2002.
Net income for the year ended December 31, 2003 was $44.7 million as compared to
net income of $35.6 million for the year ended December 31, 2002. Adjusted
EBITDA for the year ended December 31, 2003 increased 2.9% to $211.0 million
from $205.0 million for the year ended December 31, 2002.
Cinemark USA, Inc. continues to be a leader in the development of
stadium seating theatres. During 2003, the Company opened nine new stadium
seating theatres with 77 screens and added three screens to existing theatres,
bringing its aggregate screen count to 3,096 in the United States, Canada,
Mexico, Argentina, Brazil, Chile, Ecuador, Peru, Honduras, El Salvador,
Nicaragua, Costa Rica, Panama, Colombia and the United Kingdom. As of December
31, 2003, the Company had commitments to open 17 new theatres, with 193 screens,
and add four screens to existing theatres scheduled to open in 2004 and
thereafter.
The Company intends that this press release be governed by the "safe
harbor" provision of the Private Securities Litigation Reform Act of 1995 (the
"PSLR Act") with respect to statements that may be deemed to be forward-looking
statements under the PSLR Act. Such forward-looking statements may include, but
are not limited to, the Company and any of its subsidiaries' long-term theatre
strategy. Actual results could differ materially from those indicated by such
forward-looking statements due to a number of factors.
The Company, headquartered in Plano, TX, has a corporate website at
www.cinemark.com where it sells tickets over the internet.
Cinemark USA, Inc.
Financial and Operating Summary
For the Three Months Ended and Year Ended December 31, 2003 and 2002
(in thousands)
Three months ended Year ended
December 31, December 31,
2003 2002 2003 2002
---- ---- ---- ----
Statement of Operations data:
Theatre revenues $ 252,025 $ 226,727 $ 957,591 $ 939,265
Costs and expenses:
Film rentals and advertising 85,565 77,715 326,765 321,821
Concession supplies 12,799 11,602 50,005 50,678
Facility lease expense 30,988 28,874 120,912 116,303
Other theatre operating expenses 53,694 49,938 209,873 202,117
General and administrative expenses 13,133 16,044 44,682 48,220
Depreciation, amortization and asset impairment loss 19,217 19,393 73,291 70,762
(Gain) loss on sale of assets and other 98 (256) (661) 470
----------------------------------------------------------
Total costs and expenses 215,494 203,310 824,867 810,371
----------------------------------------------------------
Operating income 36,531 23,417 132,724 128,894
Interest expense (1) 12,345 13,659 54,163 57,793
Other (income) expense 533 (934) 8,645 2,974
----------------------------------------------------------
Income before income taxes and cumulative effect of an accounting change 23,653 10,692 69,916 68,127
Income taxes 7,368 6,351 25,167 29,160
----------------------------------------------------------
Income before cumulative effect of an accounting change 16,285 4,341 44,749 38,967
Cumulative effect of an accounting change, net of tax - - - (3,390)
----------------------------------------------------------
Net income $ 16,285 $ 4,341 $ 44,749 $ 35,577
==========================================================
Other Financial Data:
Adjusted EBITDA (2) $ 57,090 $ 43,742 $ 210,980 $ 205,031
Adjusted EBITDA margin 22.7% 19.3% 22.0% 21.8%
Balance Sheet Data:
Cash and cash equivalents $ 107,319 $ 63,719
Theatre properties and equipment, net 775,880 791,731
Total assets 960,746 916,814
Long-term debt, including current portion 658,431 692,587
Shareholder's equity 76,843 27,765
Other Operating Data:
Attendance (patrons) 43,123 40,813 173,841 172,458
Cinemark USA, Inc.
Reconciliation of Adjusted EBITDA to Net Income
For the Three Months Ended and Year Ended December 31, 2003 and 2002
(in thousands)
Three months ended Year ended
December 31, December 31,
2003 2002 2003 2002
---- ---- ---- ----
Net income $ 16,285 $ 4,341 $ 44,749 $ 35,577
Cumulative effect of an accounting change - - - 3,390
Income taxes 7,368 6,351 25,167 29,160
Interest expense (1) 12,345 13,659 54,163 57,793
Other (income) expense 533 (934) 8,645 2,974
----------------------------------------------------------
Operating income 36,531 23,417 132,724 128,894
Add: Depreciation, amortization and asset
impairment loss 19,217 19,393 73,291 70,762
Add: (Gain) loss on sale of assets and other 98 (256) (661) 470
Add: Deferred lease expenses (3) 986 914 4,546 3,802
Add: Amortized compensation - stock options (4) 258 274 1,080 1,103
----------------------------------------------------------
Adjusted EBITDA (2) $ 57,090 $ 43,742 $ 210,980 $ 205,031
==========================================================
(1) Includes amortization of debt issue costs and excludes capitalized interest.
(2) Adjusted EBITDA represents net income before cumulative effect of an
accounting change, income taxes, interest expense, other (income) expense,
depreciation, amortization and asset impairment loss, (gain) loss on sale of
assets and other, changes in deferred lease expense and accrued and unpaid
compensation expense relating to any stock option plans. Adjusted EBITDA is
a non-GAAP financial measure commonly used in our industry and should not be
construed as an alternative to net income or operating income as an
indicator of operating performance or as an alternative to cash flow
provided by operating activities as a measure of liquidity (as determined in
accordance with GAAP). Adjusted EBITDA may not be comparable to similarly
titled measures reported by other companies. The calculation of Adjusted
EBITDA is consistent with the definition of EBITDA in our senior
subordinated notes indentures. We have included Adjusted EBITDA because we
believe it provides management and investors with additional information to
measure our performance and liquidity, estimate our value and evaluate our
ability to service debt. In addition, we use Adjusted EBITDA for incentive
compensation purposes.
(3) Non-cash expense included in facility lease expense.
(4) Non-cash expense included in general and administrative expenses.
For more information contact:
Robert Copple, Chief Financial Officer
(972) 665-1000