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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
MAY 20, 2003
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Date of report (Date of earliest event reported)
VALUEVISION MEDIA, INC.
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(Exact Name of Registrant as Specified in its Charter)
MINNESOTA 0-20243 41-1673770
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(State of Incorporation) (Commission File Number) (I.R.S. Employer
Identification No.)
6740 SHADY OAK ROAD
EDEN PRAIRIE, MINNESOTA 55344-3433
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(Address of principal executive offices) (Zip Code)
Telephone Number: (952) 943-6000
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(Registrant's Telephone Number, Including Area Code)
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
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99 Press Release dated May 20, 2003.
ITEM 9. REGULATION FD DISCLOSURE
The information in this section is being furnished to, but not filed
with, the Securities and Exchange Commission (the "Commission") solely under
Item 12 of Form 8-K, "Results of Operations and Financial Condition," pursuant
to interim procedures promulgated by the Commission in Release No. 33-8216
issued March 27, 2003.
On May 20, 2003, ValueVision Media, Inc. issued a press release that
included financial information for its fiscal first quarter ended April 30,
2003. A copy of the press release is attached as Exhibit 99 to this Form 8-K.
EBITDA represents operating income for the respective periods excluding
depreciation and amortization expense. Management views EBITDA as an important
alternative operating performance measure because it is commonly used by
analysts and institutional investors in analyzing the financial performance of
companies in the broadcast and television home shopping sectors. However, EBITDA
should not be construed as an alternative to operating income or to cash flows
from operating activities (as determined in accordance with generally accepted
accounting principles) and should not be construed as an indication of operating
performance or as a measure of liquidity. EBITDA, as presented, may not be
comparable to similarly entitled measures reported by other companies.
Our management uses EBITDA, among other criteria, to evaluate our
operating performance and as a measure of performance for incentive compensation
purposes.
Exhibit 99 includes an outlook for the second quarter ending July 31,
2003 that EBITDA for such quarter is expected to be $2.0 million to $4.0
million. Operating income, which includes depreciation and amortization expense,
is expected to range from $(2.7) million to $(0.7) million. The difference
between these measures includes approximately $4.7 million of depreciation and
amortization expense.
SIGNATURES
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.
Date: May 22, 2003 VALUEVISION MEDIA, INC.
By /s/ Nathan E. Fagre
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Nathan E. Fagre
Senior Vice President, General
Counsel and Secretary
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EXHIBIT INDEX
No. Description Manner of Filing
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99 Press Release dated May 20, 2003............................................. Filed Electronically