================================================================================
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
NOVEMBER 25, 2003
------------------------------------------------------
Date of report (Date of earliest event reported)
VALUEVISION MEDIA, INC.
------------------------------------------------------
(Exact Name of Registrant as Specified in its Charter)
MINNESOTA 0-20243 41-1673770
- ------------------------ ------------------------ -------------------
(State of Incorporation) (Commission File Number) (I.R.S. Employer
Identification No.)
6740 SHADY OAK ROAD
EDEN PRAIRIE, MINNESOTA 55344-3433
---------------------------------------- --------------
(Address of principal executive offices) (Zip Code)
Telephone Number: (952) 943-6000
----------------------------------------------------
(Registrant's Telephone Number, Including Area Code)
================================================================================
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
99 Press Release dated November 19, 2003.
ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On November 19, 2003 ValueVision Media, Inc. issued a press release
discussing its results of operations and financial condition for its third
quarter ended October 31, 2003. A copy of the press release is furnished as
Exhibit 99 hereto.
EBITDA represents operating income for the respective periods excluding
depreciation and amortization expense, other non-operating income (expense) and
income taxes. 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 to evaluate our operating performance and as
a measure of performance for incentive compensation purposes.
For the third quarter ended October 31, 2003, Exhibit 99 states that
EBITDA for such quarter was $1.6 million. Net loss for such quarter, which
includes depreciation and amortization expense, other non-operating income and
income taxes, was $(2.8) million. The difference between these measures includes
$(4.6) million of depreciation and amortization expense, $0.3 million of other
non-operating income and $(.1) million of income taxes.
Exhibit 99 includes an outlook for the fourth quarter ending January
31, 2003 that EBITDA for such quarter is expected to be $7.0 million to $10.0
million. Net income (loss), which includes depreciation and amortization
expense, along with other non-operating income, is expected to range from $(1.3)
million to $1.8 million. The difference between these measures includes
approximately $(4.0) of CEO transition charges, $(4.6) million of depreciation
and amortization expense and $0.4 million of other non-operating income.
2
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: November 25, 2003 VALUEVISION MEDIA, INC.
By /s/ Richard D. Barnes
---------------------------------
Richard D. Barnes
Executive Vice President,
Chief Operating Officer and
Chief Financial Officer
3
EXHIBIT INDEX
No. Description Manner of Filing
- --- ----------- ----------------
99 Press Release dated November 19, 2003........................................ Filed Electronically