EX-99.1 2 rlje-ex991_6.htm EX-99.1 rlje-ex991_6.htm

 

Exhibit 99.1

RLJ ENTERTAINMENT REPORTS FINANCIAL RESULTS FOR THE

QUARTER ENDED JUNE 30, 2016

SILVER SPRING, MD – August 15, 2016 – RLJ Entertainment Inc., (“RLJ Entertainment,” “RLJE” or “the Company”) (NASDAQ: RLJE), today announced financial results for the quarter ended June 30, 2016.

Highlights

Highlights and significant events for the three months ended June 30, 2016 and 2015 are as follows:

 

·

The Acorn TV paid subscriber base increased 111.9% from 151,000 as of June 30, 2015, to 320,000 as of June 30, 2016.

 

·

Revenues from our Direct-to-Consumer segment, which primarily consists of our proprietary SVOD channels, increased 88.8% to $4.1 million. After costs of sales and operating expenses, our Direct-to-Consumer segment contributed $1.1 million of income from continuing operations for the current period compared to a loss from continuing operations of $0.4 million for the same period last year.

 

·

Total revenues declined 20.9% to $15.8 million.  The decrease was driven by a decrease in our Wholesale revenues resulting from us having fewer releases.  Despite lower revenues, gross profit increased by 39.8% to $4.8 million.

 

·

Gross margin increased to 30.2% compared to 17.1% during the same period last year.  This improvement in gross margin is primarily attributable to the growth of our proprietary SVOD channels, which deliver a higher profit margin.

 

·

Our loss from continuing operations improved by $0.9 million to $2.8 million primarily due to our improved gross margin offset by a $0.4 million increase in stock-based compensation. Our net loss improved by $0.4 million to $0.2 million.

 

·

Adjusted EBITDA declined by $1.5 million to a loss of $1.3 million. The decline is due to relatively higher investments in content during a period of lower revenues and lower content amortization.  

 

Highlights and significant events for the six months ended June 30, 2016 and 2015 are as follows:

 

·

Revenues from our Direct-to-Consumer segment, which primarily consists of our proprietary SVOD channels, increased 79.0% to $7.6 million. After costs of sales and operating expenses, our Direct-to-Consumer segment contributed $2.0 million of income from continuing operations for the current period compared to a loss from continuing operations of $1.1 million for the same period last year.

 

·

Total revenues declined 17.2% to $33.5 million. The decrease was driven by a decrease in our Wholesale revenues resulting from us having fewer releases. Despite lower revenues, gross profit increased by 44.4% to $9.9 million.

 

·

Gross margin increased to 29.4% compared to 16.9% during the same period last year. This improvement in gross margin is primarily attributable to the growth of our proprietary SVOD channels, which deliver a higher profit margin.

 

·

Selling, general and administrative expenses (or SG&A) decreased by 6.8%, which is primarily attributable to a $1.4 million decrease in selling expenses. This decrease is due to lower revenues and lower theatrical-release expenses.

 

·

Our loss from continuing operations improved by $4.1 million due to our improved gross margin and lower selling expenses. Our net loss increased by $2.5 million primarily due to the change in fair value of stock warrants and other derivatives.

 

·

Adjusted EBITDA declined by $2.3 million to a loss of $3.8 million. The decline is due to relatively higher cash investments in content during a period of lower revenues and lower content amortization.  

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·

Cash flows from operations improved by $11.0 million, to a $2.1 million source of cash for the six months ended June 30, 2016 compared to a use of cash of $9.0 million for the same period last year.  

Robert L. Johnson, Chairman of RLJ Entertainment stated, "I am excited about the continued growth of RLJ Entertainment’s proprietary streaming channels which have become a significant and strategic part of our business model. Through the acquisition of exclusive and high-quality content, we are pleased with the growth in our streaming channels Acorn TV and UMC.  While improving our margins remains a priority for management, we are focused on continuing to increase our content acquisitions for the business.”

Miguel Penella, Chief Executive Officer of RLJ Entertainment, added “We completed our plan to exit the direct-to-consumer catalog business having recently entered into a licensing agreement with Universal Screen Arts to administer the Acorn U.S. catalog and e-commerce business.  We continue to prioritize our strategic initiative to expand distribution opportunities for our proprietary SVOD channels and focus on acquiring specially curated feature films and British series to enhance our viewer’s experience.”

Nazir Rostom, Chief Financial Officer of RLJ Entertainment stated, “We are keenly focused on increasing our proprietary SVOD subscriber base and improving gross margins.  While there was a decline in the company’s overall total revenue (driven by fewer releases and exiting our direct-to-consumer business), our gross margin increased to 29.4% compared to 16.9% during the same period last year.  The increase in profit margin is primarily due to the higher revenues from our proprietary SVOD channels.  Our plans for the second half of the year include looking at various avenues to increase our liquidity position, reduce our cost of capital and improve our operating efficiency, all of which will result in maximizing shareholder’s value.”

RLJ Entertainment, Inc. (NASDAQ: RLJE) is an entertainment content distribution company in primarily North America, the United Kingdom, and Australia. RLJE’s titles are distributed in multiple formats including broadcast television (including satellite and cable), theatrical and non-theatrical, DVD, Blu-Ray, digital download, and digital streaming.

With its popular OTT branded channels, Acorn TV (British TV) and UMC (Urban Movie Channel), RLJE targets distinct, premium audiences and Urban niche audiences. The company grows its proprietary digital channels through development, acquisition, and distribution of exclusive rights of program franchises and feature film content.

Through Acorn Media Enterprises, its UK development arm, RLJE owns all rights to the hit UK mystery series Foyle’s War and is developing new programs. RLJE owns 64% of Agatha Christie Limited, which manages the intellectual property and publishing rights to some of the greatest works of mystery fiction, including stories of the iconic sleuths Miss Marple and Poirot. Through its proprietary e-commerce web sites for the Acorn brand in North America and the UK, the Company also has direct contacts and billing relationships with millions of consumers.

For more information, please visit RLJEntertainment.com, Acorn.TV, and UrbanMovieChannel.com.

Forward Looking Statements

This press release may include “forward looking statements” within the meaning of the “safe harbor” provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Other than statements of historical fact, all statements made in this press release are forward-looking, including, but not limited to, statements regarding industry prospects, future results of operations or financial position, and statements of our intent, belief and current expectations about our strategic direction, prospective and future results and condition.  In some cases, forward-looking statements may be identified by words such as “will,” “should,” “could,” “may,” “might,” “expect,” “plan,” “possible,” “potential,” “predict,” “anticipate,” “believe,” “estimate,” “continue,” “future,” “intend,” “project” or similar words.  

Forward-looking statements involve risks and uncertainties that are inherently difficult to predict, which could cause actual outcomes and results to differ materially from our expectations, forecasts and assumptions.  Factors that might cause such differences include, but are not limited to:

 

·

Our financial performance, including our ability to achieve improved results from operations, and Adjusted EBITDA;

 

·

The effects of limited cash liquidity on operational performance;

 

·

Our obligations under the credit agreement, including our principal repayment obligations;

 

·

Our ability to satisfy financial ratios;

 

·

Our ability to generate sufficient cash flows from operating activities;

 

·

Our ability to raise additional capital to reduce debt, improve liquidity and fund capital requirements;

 

·

Our ability to fund planned capital expenditures and development efforts;

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·

Our inability to gauge and predict the commercial success of our programming; 

 

·

Our ability to maintain relationships with customers, employees and suppliers, including our ability to enter into revised payment plans, when necessary, with our vendors that are acceptable to all parties;

 

·

Delays in the release of new titles or other content;

 

·

The effects of disruptions in our supply chain;

 

·

The loss of key personnel;

 

·

Our public securities’ limited liquidity and trading; or

 

·

Our ability to meet the NASDAQ Capital Market continuing listing standards and maintain our listing.

You should carefully consider and evaluate all of the information in this press release, including the risk factors listed above and in our Form 10-K filed with the Securities Exchange Commission (or SEC), including “Item 1A.  Risk Factors.”  If any of these risks occur, our business, results of operations, and financial condition could be harmed, the price of our common stock could decline and you may lose all or part of your investment, and future events and circumstances could differ significantly from those anticipated in the forward-looking statements contained in this press release.  Unless otherwise required by law, we undertake no obligation to release publicly any updates or revisions to any such forward-looking statements that may reflect events or circumstances occurring after the date of this press release.

Readers are referred to the most recent reports filed with the SEC by RLJ Entertainment. Readers are cautioned not to place undue reliance upon any forward-looking statements, which speak only as of the date made, and we undertake no obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise.

Contact:

Traci Otey Blunt, 301-830-6204

RLJ Entertainment, Inc.

ir@rljentertainment.com  

# # #

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RLJ ENTERTAINMENT, INC.

Consolidated Balance Sheets

(Unaudited)

As of June 30, 2016 and December 31, 2015

 

 

 

June 30,

 

 

December 31,

 

(In thousands, except share data)

 

2016

 

 

2015

 

ASSETS

 

 

 

 

 

 

 

 

Cash

 

$

4,457

 

 

$

4,530

 

Accounts receivable, net

 

 

11,180

 

 

 

23,886

 

Inventories, net

 

 

7,029

 

 

 

8,325

 

Investments in content, net

 

 

59,213

 

 

 

60,407

 

Prepaid expenses and other assets

 

 

639

 

 

 

833

 

Property, equipment and improvements, net

 

 

1,686

 

 

 

1,815

 

Equity investment in affiliate

 

 

17,484

 

 

 

20,098

 

Other intangible assets, net

 

 

9,005

 

 

 

9,233

 

Goodwill

 

 

14,631

 

 

 

14,631

 

Assets of discontinued operations

 

 

2,397

 

 

 

6,870

 

Total assets

 

$

127,721

 

 

$

150,628

 

LIABILITIES AND SHAREHOLDERS' DEFICIT

 

 

 

 

 

 

 

 

Accounts payable and accrued liabilities

 

$

13,956

 

 

$

16,370

 

Accrued royalties and distribution fees

 

 

48,859

 

 

 

51,552

 

Deferred revenue

 

 

1,616

 

 

 

1,203

 

Debt, net of discounts and debt issuance costs

 

 

61,054

 

 

 

61,250

 

Deferred tax liability

 

 

1,839

 

 

 

1,839

 

Stock warrant and other derivative liabilities

 

 

12,861

 

 

 

10,678

 

Liabilities of discontinued operations

 

 

2,331

 

 

 

7,560

 

Total liabilities

 

 

142,516

 

 

 

150,452

 

Redeemable convertible preferred stock, $0.001 par value, 1,000,000

   shares authorized; 31,046 shares issued and outstanding at June 30, 2016 and

   December 31, 2015; liquidation preference of $33,940 at June 30, 2016 and

   $32,617 at December 31, 2015

 

 

23,636

 

 

 

21,346

 

Shareholders' Deficit:

 

 

 

 

 

 

 

 

Common stock, $0.001 par value, 250,000,000 shares authorized, 4,717,324

   shares issued and 4,711,091 shares outstanding at June 30, 2016; and

   4,717,324 shares issued and outstanding at December 31, 2015

 

 

5

 

 

 

5

 

Additional paid-in capital

 

 

83,747

 

 

 

85,400

 

Accumulated deficit

 

 

(119,163

)

 

 

(105,514

)

Accumulated other comprehensive loss

 

 

(3,020

)

 

 

(1,061

)

Treasury shares, at cost, 6,233 shares at June 30, 2016 and zero at

   December 31, 2015

 

 

 

 

 

 

Total shareholders' deficit

 

 

(38,431

)

 

 

(21,170

)

Total liabilities and shareholders' deficit

 

$

127,721

 

 

$

150,628

 

4


 

RLJ ENTERTAINMENT, INC.

Consolidated Statements of Operations

(Unaudited)

Three and Six Months Ended June 30, 2016 and 2015

 

  

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

(In thousands, except share data)

 

2016

 

 

2015

 

 

2016

 

 

2015

 

Revenues

 

$

15,790

 

 

$

19,953

 

 

$

33,531

 

 

$

40,491

 

Cost of sales

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Content amortization and royalties

 

 

6,725

 

 

 

11,646

 

 

 

15,070

 

 

 

23,364

 

Manufacturing and fulfillment

 

 

4,298

 

 

 

4,898

 

 

 

8,606

 

 

 

10,301

 

Total cost of sales

 

 

11,023

 

 

 

16,544

 

 

 

23,676

 

 

 

33,665

 

Gross profit

 

 

4,767

 

 

 

3,409

 

 

 

9,855

 

 

 

6,826

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Selling expenses

 

 

2,222

 

 

 

2,219

 

 

 

4,346

 

 

 

5,770

 

General and administrative expenses

 

 

4,650

 

 

 

4,076

 

 

 

9,495

 

 

 

9,144

 

Depreciation and amortization

 

 

645

 

 

 

763

 

 

 

1,269

 

 

 

1,304

 

Total operating expenses

 

 

7,517

 

 

 

7,058

 

 

 

15,110

 

 

 

16,218

 

LOSS FROM CONTINUING OPERATIONS

 

 

(2,750

)

 

 

(3,649

)

 

 

(5,255

)

 

 

(9,392

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity earnings of affiliate

 

 

709

 

 

 

438

 

 

 

1,208

 

 

 

688

 

Interest expense, net

 

 

(2,190

)

 

 

(2,581

)

 

 

(4,395

)

 

 

(5,524

)

Change in fair value of stock warrants and other derivatives

 

 

5,993

 

 

 

7,140

 

 

 

(2,184

)

 

 

7,637

 

Other income (expense)

 

 

(757

)

 

 

161

 

 

 

(730

)

 

 

(615

)

INCOME (LOSS) FROM CONTINUING OPERATIONS

   BEFORE PROVISION FOR INCOME TAXES

 

 

1,005

 

 

 

1,509

 

 

 

(11,356

)

 

 

(7,206

)

Provision for income taxes

 

 

 

 

 

(264

)

 

 

(41

)

 

 

(582

)

INCOME (LOSS) FROM CONTINUING OPERATIONS

 

 

1,005

 

 

 

1,245

 

 

 

(11,397

)

 

 

(7,788

)

LOSS FROM DISCONTINUED OPERATIONS,

   NET OF INCOME TAXES

 

 

(1,179

)

 

 

(1,791

)

 

 

(2,252

)

 

 

(3,388

)

NET LOSS

 

$

(174

)

 

$

(546

)

 

$

(13,649

)

 

$

(11,176

)

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RLJ ENTERTAINMENT, INC.

UNAUDITED Adjusted EBITDA

Three and Six Months Ended June 30, 2016 and 2015

 

 

We define “Adjusted EBITDA” as earnings before income tax, depreciation, amortization, adjusted for cash investment in content, interest expense, loss on extinguishment of debt, goodwill impairments, severance costs, costs to modify debt, change in fair value of stock, warrants and other derivatives, stock-based compensation, basis-difference amortization in equity earnings of affiliate, non-cash foreign currency exchange loss (gain) and loss from discontinued operations.   Management believes Adjusted EBITDA to be a meaningful indicator of our performance that provides useful information to investors regarding our financial condition and results of operations because it removes material non-cash items that allows investors to analyze the operating performance of the business using the same metric management uses.  The exclusion of non-cash items better reflects our ability to make investments in the business and meet obligations.  Presentation of Adjusted EBITDA 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.  Management uses this measure to assess operating results and performance of our business, perform analytical comparisons, identify strategies to improve performance and allocate resources to our business segments. While management considers Adjusted EBITDA 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 US GAAP. Not all companies calculate Adjusted EBITDA in the same manner and the measure, as presented, may not be comparable to similarly-titled measures presented by other companies.

The following table includes the reconciliation of our consolidated U.S. GAAP net loss to our consolidated Adjusted EBITDA:

 

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

(In thousands)

 

2016

 

 

2015

 

 

2016

 

 

2015

 

Net loss

 

$

(174

)

 

$

(546

)

 

$

(13,649

)

 

$

(11,176

)

Loss from discontinued operations

 

 

1,179

 

 

 

1,791

 

 

 

2,252

 

 

 

3,388

 

Amortization of content

 

 

6,725

 

 

 

11,646

 

 

 

15,070

 

 

 

23,364

 

Cash investment in content

 

 

(7,145

)

 

 

(9,256

)

 

 

(17,061

)

 

 

(18,052

)

Depreciation and amortization

 

 

645

 

 

 

763

 

 

 

1,269

 

 

 

1,304

 

Interest expense

 

 

2,190

 

 

 

2,581

 

 

 

4,395

 

 

 

5,524

 

Provision for income tax

 

 

 

 

 

264

 

 

 

41

 

 

 

582

 

Transaction costs and restructuring

 

 

 

 

 

507

 

 

 

 

 

 

507

 

Change in fair value of stock warrants and

   other derivatives

 

 

(5,993

)

 

 

(7,140

)

 

 

2,184

 

 

 

(7,637

)

Foreign currency exchange loss (gain)

 

 

827

 

 

 

(559

)

 

 

824

 

 

 

282

 

Stock-based compensation

 

 

301

 

 

 

(40

)

 

 

610

 

 

 

147

 

Basis-difference amortization in equity

   earnings of affiliate

 

 

128

 

 

 

137

 

 

 

256

 

 

 

272

 

Adjusted EBITDA

 

$

(1,317

)

 

$

148

 

 

$

(3,809

)

 

$

(1,495

)

 

 

 

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