UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
DC 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): May 14, 2009
Reading International,
Inc.
(Exact
Name of Registrant as Specified in its Charter)
|
Nevada
|
1-8625
|
95-3885184
|
|
(State
or Other Jurisdiction
of
Incorporation)
|
(Commission
File
Number)
|
(IRS
Employer
Identification
No.)
|
|
500 Citadel Drive, Suite 300, Commerce,
California
|
90040
|
|
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
|
Registrant's
telephone number, including area code: (213) 235-2240
N/A
(Former
Name or Former Address, if Changed Since Last Report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
|
¨
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
¨
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
¨
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
|
¨
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
Item
2.02. Results of Operations and Financial
Condition.
On May 14, 2009, Reading International,
Inc. issued a press release announcing information regarding its results of
operations and financial condition for the quarter ended March 31, 2009, a copy
of which is attached as Exhibit 99.1.
Item 9.01. Financial
Statements and Exhibits.
|
99.1
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Press
release issued by Reading International, Inc. pertaining to its results of
operations and financial condition for the quarter ended March 31,
2009.
|
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.
|
READING
INTERNATIONAL, INC.
|
||
|
Date:
May 19, 2009
|
By:
|
/s/
Andrzej Matyczynski
|
|
Name:
|
Andrzej
Matyczynski
|
|
|
Title:
|
Chief
Financial Officer
|
|
Reading
International Announces 1st Quarter
2009 Results
·
Revenue from operations was up 19.8% over the 2008
quarter, to $46.1 million
Los Angeles, California, - (PR
NEWSWIRE) –May 14, 2009 – Reading International, Inc. (NYSE Amex: RDI)
announced today results for its quarter ended March 31, 2009.
First
Quarter 2009 Highlights
The
following impacted
our first quarter 2009 business:
|
·
|
the
remaining retail condominium of our Place 57 joint venture was sold in
February 2009 for approximately $4.0 million of which $304,000 was
attributable to our equity earnings from investment which passed through
the income statement. In April, we received a cash disbursement
from this investment of $1.2 million of which $859,000 was a return of
investment;
|
|
·
|
we
completed the construction of our Indooroopilly, Brisbane, Australia
office development in April 2009 with an approximate total construction
cost of $9.0 million (AUS$13.0 million) which was primarily financed with
a construction loan of $5.0 million (AUS$7.2
million);
|
|
·
|
in
March 2009, we received the third of five payments, this one in the amount
of $265,000 (AUS$400,000) for the sale option on our Auburn
property. To date, we have received $1.5 million (AUS$2.0
million) of the $2.5 million (AUS$3.6 million) in option installments
required by the option agreement. Based on the conforming
nature of this agreement, we believe that buyers will exercise their
option to purchase the property for $28.5 million (AUS$36.0
million);
|
|
·
|
our
real estate segment revenue was slightly higher for the 2009 Quarter
compared to the 2008 Quarter. The increase in real estate
expense was primarily due to certain property holding costs that were
previously capitalized in the 2008 Quarter, but, due to our property
development efforts being curtailed, were expensed during the 2009
Quarter. Also, real estate expense increased relating to our
newly acquired Consolidated Entertainment cinemas that have ancillary real
estate activities. Please see attached supplemental segment
reporting schedule;
|
|
·
|
during
the quarter, we reacquired a portion of our Trust Preferred Securities for
$11.5 million for which we were able to extinguish $22.9 million of our
debt related to these securities on April 30, 2009. This
resulted in a decrease in our cash balance from $30.9 million in December
2008 to $14.5 million in March
2009;
|
|
·
|
we
secured on December 31, 2008, a waiver of covenants for our Trust
Preferred Securities for a period of nine
years;
|
|
·
|
we
have entered into settlement negotiations with the defendants of our
Malulani Investment Litigation which has resulted in an agreed upon cash
payment to us of $2.5 million and a promissory note to us for $6.75
million. Based on our shareholders’ agreement with Magoon
Investments, we are entitled to recover substantially all of our
litigation costs and investment before any distributions are made to them;
and
|
|
·
|
the
decrease in the value of the Australian and New Zealand dollars vis-à-vis
the US dollar from $0.9132 and $0.7860, respectively, as of March 31, 2008
to $0.6926 and $0.5715, respectively, as of March 31, 2009. The
devaluation of these currencies has resulted in lower operational earnings
for the 2009 Quarter compared to the 2008 Quarter even though our earnings
in the local currencies have increased. By way of example, our
Australian cinema revenues in local currency increased by 12.9% whereas
the same revenues translated to the U.S. dollar decreased by 14.5% due to
the aforementioned currency
fluctuations.
|
-1-
First
Quarter 2009 Discussion
On
February 22, 2008, we acquired 15 cinemas with 181 screens in Hawaii and
California, the “Consolidated Entertainment” acquisition. As a result
of this acquisition the 2008 quarter included only 39 days of these cinemas’
operating results. These assets provided an operational income before
depreciation and amortization in the 2009 Quarter of $2.0 million.
Revenue
from operations increased from $38.5 million in the 2008 quarter to $46.1
million in 2009, a 19.8% increase. The cinema revenue increase of
$8.4 million was due to the US segment, which was further the result of the
Consolidated Entertainment acquisition. The results of Australia and
New Zealand were affected negatively by the previously mentioned currency change
even though we noted increased foreign revenues in the local currencies for the
periods mentioned. The top 3 grossing films for the quarter in our
circuit worldwide were: “Slumdog Millionaire,” “Gran Torino”
and “He’s Just Not That
into You,” which between them accounted for approximately 20.3% of our
cinema box office revenue. The real estate revenue was flat from
quarter to quarter.
As a
percentage of revenue, operating expense, at 78.5% in the 2009 quarter was
higher than the 74.3% of the 2008 quarter. The primary driver for
this was the higher film rent expense associated with our Consolidated
Entertainment cinemas’ acquisition, whose film product is primarily wide release
films resulting in higher film rent cost compared to our predominantly
pre-acquisition art cinemas in the United States.
Depreciation
and amortization increased by $180,000, or 4.9%, from $3.7 million in the 2008
quarter to $3.8 million in the 2009 quarter, primarily due to the increase in
assets as a result of the Consolidated Entertainment acquisition.
General
and administrative expense decreased by $253,000 or 5.4%, from $4.7 million to
$4.4 million in the 2009 quarter. This decrease was primarily related
to lower legal and professional fees and travel expenses, which in 2008 were
primarily related to our acquisition of the Consolidated Entertainment cinema
circuit.
Interest
expense increased by $1.6 million to $4.4 million in the 2009
quarter. This was primarily related to our discontinuing of
capitalizing interest on our development properties, where development has been
substantially curtailed.
The other
significant driver that affected the 2009 quarter compared to the 2008 quarter
was the reported $300,000 Other expense for the 2009
quarter, compared to $1.7 million “other income” in the 2008
quarter. The $2.0 million change was primarily due to a realized loss
on marketable securities of $746,000 during the 2009 quarter and to one-time
settlements on our Burstone litigation and credit card dispute in the 2008
quarter of approximately $1.2 million.
As a
result of the above, we reported a net loss of $3.4 million for the 2009 quarter
compared to a net loss of $226,000 in the 2008 quarter.
-2-
Our
EBITDA(1)
at $5.2 million for the 2009 quarter was $1.7 million lower than the 2008
quarter of $6.9 million, predominantly driven by better operating margins
(approximately $280,000) offset by lower “other income” as described above from
certain settlements in 2008 (approximately $1.2 million) and a realized loss on
marketable securities in 2009 (approximately $746,000).
Our adjusted EBITDA(1) for the 2009 quarter was $5.9
million after excluding:
|
·
|
$746,000
related to an mark-to-market expense for our Becker available-for-sale
shares.
|
Our adjusted EBITDA(1) for the 2008 quarter was $5.7
million after excluding:
|
·
|
$830,000
of a one time gain on litigation settlement for our Burstone litigation;
and
|
|
·
|
$385,000
of a one time gain on settlement of our credit card dispute with
Radiant
|
Balance
Sheet
Our total
assets at March 31, 2009 were $361.3 million compared to $371.9 million at
December 31, 2008. The currency exchange rates for Australia and New
Zealand as of March 31, 2009 were $0.6926 and $0.5715, respectively, and as of
December 31, 2008, these rates were $0.6983 and $0.5815,
respectively. As a result, currency had a small negative effect on
the balance sheet at March 31, 2009 compared to December 31, 2008.
Our cash
position at March 31, 2009 was $14.5 million compared to $30.9 million at
December 31, 2008, reflecting the $11.5 million used to effectively repurchase
$22.9 million of our Trust Preferred Securities (TRUPS) in the first quarter of
2009.
At the
present time we have approximately $3.8 million (AUS$5.5 million) in undrawn
funds under our Australian Corporate Credit Facility. We have undrawn
funds of $25.7 million (NZ$45.0 million) against our line of credit in New
Zealand. We are in the process of renegotiating our New Zealand line
of credit with a view of extending the term on the line. Accordingly,
we believe that we have sufficient borrowing capacity under our Australian
Corporate Credit Facility and our New Zealand line of credit to meet our
anticipated short-term working capital requirements.
Our
positive working capital at March 31, 2009 of $12.5 million compares to a
positive working capital of $32.6 million at December 31, 2008, again driven by
the TRUPS repurchase.
Stockholders’
equity was $64.2 million at March 31, 2009 compared to $69.4 million at December
31, 2008.
(1) The Company
defines EBITDA as net income (loss) before net interest expense, income tax
benefit, depreciation, and amortization. EBITDA is presented solely
as a supplemental disclosure as we believe it to be a relevant and useful
measure to compare operating results among our properties and competitors, as
well as a measurement tool for evaluation of operating
personnel. EBITDA is not a measure of financial performance under the
promulgations of generally accepted accounting principles
(“GAAP”). EBITDA should not be considered in isolation from, or as a
substitute for, net loss, operating loss or cash flows from operations
determined in accordance with GAAP. Finally, EBITDA is not calculated
in the same manner by all companies and accordingly, may not be an appropriate
measure for comparing performance amongst different companies. See
the “Supplemental Data” table attached for a reconciliation of EBITDA to net
income (loss).
-3-
Subsequent
Events
TPS Retirement of
Debt
In
January and February 2009, Reading reacquired approximately $22.9 million of the
Trust Preferred Securities in exchange for certain marketable
securities. On April 30, 2009, Reading extinguished $22.9 million of
these Trust Preferred Securities which will result in a second quarter gain on
extinguishment of debt of approximately $11.5 million.
Place 57
Distribution
On April 11, 2009, we received $1.2
million in association with our investment in the Place 57 joint venture
representing a return of substantially all of our initial
investment.
Manukau Land
Purchase
On April
30, 2009, we entered into an agreement to purchase for $2.9 million (NZ$5.2
million) a property adjacent to our Manukau property. The agreement
is conditioned upon us getting regulatory approval and calls for a deposit of
$147,000 (NZ$258,000) to be paid immediately which is returnable to us if we are
unable to get regulatory approval, a second deposit to be made of $440,000
(NZ$773,000) upon regulatory approval, and the remaining balance to be paid on
the settlement date of March 31, 2010.
-4-
About Reading International, Inc.
Reading
International (http://www.readingrdi.com)
is in the business of owning and operating cinemas and developing, owning and
operating real estate assets. Our business consists primarily
of:
|
·
|
the
development, ownership and operation of multiplex cinemas in the United
States, Australia and New Zealand;
and
|
|
·
|
the
development, ownership and operation of retail and commercial real estate
in Australia, New Zealand and the United States, including
entertainment-themed retail centers (“ETRC”) in Australia and New Zealand
and live theater assets in Manhattan and Chicago in the United
States.
|
Reading
manages its worldwide cinema business under various different
brands:
|
·
|
in
the United States, under the
|
|
o
|
Reading
brand,
|
|
o
|
Angelika
Film Center brand (http://angelikafilmcenter.com/),
|
|
o
|
Consolidated
Theatres brand (http://www.consolidatedtheatres.com/),
and
|
|
o
|
City
Cinemas brand (http://citycinemas.moviefone.com/);
|
|
·
|
in
Australia, under the Reading brand (http://www.readingcinemas.com.au/);
and
|
|
·
|
in
New Zealand, under the
|
|
o
|
Reading
(http://www.readingcinemas.co.nz),
|
|
o
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Rialto
(http://www.rialto.co.nz),
and
|
|
o
|
Berkeley
Cinemas (http://www.berkeleycinemas.co.nz/)
brands.
|
Our statements in this press release
contain a variety of forward-looking statements as defined by the Securities
Litigation Reform Act of 1995. Forward-looking statements reflect
only our expectations regarding future events and operating performance and
necessarily speak only as of the date the information was
prepared. No guarantees can be given that our expectation will in
fact be realized, in whole or in part. You can recognize these
statements by our use of words such as, by way of example, “may,” “will,”
“expect,” “believe,” and “anticipate” or other similar terminology.
These
forward-looking statements reflect our expectation after having considered a
variety of risks and uncertainties. However, they are necessarily the
product of internal discussion and do not necessarily completely reflect the
views of individual members of our Board of Directors or of our management
team. Individual Board members and individual members of our
management team may have different view as to the risks and uncertainties
involved, and may have different views as to future events or our operating
performance.
Among
the factors that could cause actual results to differ materially from those
expressed in or underlying our forward-looking statements are the
following:
|
·
|
With
respect to our cinema operations:
|
|
o
|
The
number and attractiveness to movie goers of the films released in future
periods;
|
|
o
|
The
amount of money spent by film distributors to promote their motion
pictures;
|
|
o
|
The
licensing fees and terms required by film distributors from motion picture
exhibitors in order to exhibit their
films;
|
-5-
|
o
|
The
comparative attractiveness of motion pictures as a source of entertainment
and willingness and/or ability of consumers (i) to spend their dollars on
entertainment and (ii) to spend their entertainment dollars on movies in
an outside the home environment;
and
|
|
o
|
The
extent to which we encounter competition from other cinema exhibitors,
from other sources of outside of the home entertainment, and from inside
the home entertainment options, such as “home theaters” and competitive
film product distribution technology such as, by way of example, cable,
satellite broadcast, DVD and VHS rentals and sales, and so called “movies
on demand;”
|
|
·
|
With
respect to our real estate development and operation
activities:
|
|
o
|
The
rental rates and capitalization rates applicable to the markets in which
we operate and the quality of properties that we
own;
|
|
o
|
The extent to which we can
obtain on a timely basis the various land use approvals and entitlements
needed to develop our
properties;
|
|
o
|
the
risks and uncertainties associated with real estate
development;
|
|
o
|
The
availability and cost of labor and
materials;
|
|
o
|
Competition
for development sites and tenants;
and
|
|
o
|
The
extent to which our cinemas can continue to serve as an anchor tenant
which will, in turn, be influenced by the same factors as will influence
generally the results of our cinema
operations;
|
|
·
|
With
respect to our operations generally as an international company involved
in both the development and operation of cinemas and the development and
operation of real estate; and previously engaged for many years in the
railroad business in the United
States:
|
|
o
|
Our
ongoing access to borrowed funds and capital and the interest that must be
paid on that debt and the returns that must be paid on such
capital;
|
|
o
|
The
relative values of the currency used in the countries in which we
operate;
|
|
o
|
Changes
in government regulation, including by way of example, the costs resulting
from the implementation of the requirements of
Sarbanes-Oxley;
|
|
o
|
Our
labor relations and costs of labor (including future government
requirements with respect to pension liabilities, disability insurance and
health coverage, and vacations and
leave);
|
|
o
|
Our
exposure from time to time to legal claims and to uninsurable risks such
as those related to our historic railroad operations, including potential
environmental claims and health related claims relating to alleged
exposure to asbestos or other substances now or in the future recognized
as being possible causes of cancer or other health-related
problems;
|
|
o
|
Changes
in future effective tax rates and the results of currently ongoing and
future potential audits by taxing authorities having jurisdiction over our
various companies; and
|
|
o
|
Changes
in applicable accounting policies and
practices.
|
The
above list is not necessarily exhaustive, as business is by definition
unpredictable and risky, and subject to influence by numerous factors outside of
our control such as changes in government regulation or policy, competition,
interest rates, supply, technological innovation, changes in consumer taste and
fancy, weather, and the extent to which consumers in our markets have the
economic wherewithal to spend money on beyond-the-home
entertainment.
-6-
Given
the variety and unpredictability of the factors that will ultimately influence
our businesses and our results of operation, it naturally follows that no
guarantees can be given that any of our forward-looking statements will
ultimately prove to be correct. Actual results will undoubtedly vary
and there is no guarantee as to how our securities will perform either when
considered in isolation or when compared to other securities or investment
opportunities.
Finally,
please understand that we undertake no obligation to publicly update or to
revise any of our forward-looking statements, whether as a result of new
information, future events or otherwise, except as may be required under
applicable law. Accordingly, you should always note the date to which
our forward-looking statements speak.
Additionally,
certain of the presentations included in this press release may contain “pro
forma” information or “non-US GAAP financial measures.” In such case,
a reconciliation of this information to our US GAAP financial statements will be
made available in connection with such statements.
For more
information, contact:
Andrzej
Matyczynski, Chief Financial Officer
Reading
International, Inc. (213) 235 2240
[TABLES
FOLLOW]
-7-
Reading
International, Inc. and Subsidiaries
Supplemental
Data
Reconciliation of EBITDA to
Net Loss (Unaudited)
(dollars
in thousands, except per share amounts)
|
Statements of Operations
|
Three
Months Ended
March 31,
|
|||
|
2009
|
2008
|
|||
|
Revenue
|
$46,120
|
$38,482
|
||
|
Operating
expense
|
||||
|
Cinema/real
estate
|
36,186
|
28,575
|
||
|
Depreciation
and amortization
|
3,837
|
3,657
|
||
|
General
and administrative
|
4,435
|
4,688
|
||
|
Operating income
|
1,662
|
1,562
|
||
|
Interest
expense, net
|
(4,390
|
) |
(2,838
|
) |
|
Other
income (expense)
|
(300
|
) |
1,736
|
|
|
Income
from discontinued operations
|
224
|
74
|
||
|
Income
tax expense
|
(351
|
) |
(417
|
) |
|
Minority
interest expense
|
(238
|
) |
(343
|
) |
|
|
||||
|
Net loss
|
$(3,393
|
) |
$
(226
|
) |
|
Basic
and diluted loss per share
|
$
(0.15
|
) |
$
(0.01
|
) |
|
EBITDA*
|
$
5,185
|
$
6,911
|
||
|
EBITDA*
change
|
$(1,726)
|
|||
|
*
|
EBITDA
presented above is net loss adjusted for interest expense (net of interest
income), income tax expense, depreciation and amortization expense, and an
adjustment for discontinued operations (this includes interest expense and
depreciation and amortization for the discontinued
operations).
|
Reconciliation
of EBITDA to the net loss is presented below:
|
Three
Months Ended
March 31,
|
||||||||
|
2009
|
2008
|
|||||||
|
Net
loss
|
$ | (3,393 | ) | $ | (226 | ) | ||
|
Add: Interest
expense, net
|
4,390 | 2,838 | ||||||
|
Add: Income
tax provision
|
351 | 417 | ||||||
|
Add: Depreciation
and amortization
|
3,837 | 3,657 | ||||||
|
Add: EBITDA
adjustment for discontinued operations
|
-- | 225 | ||||||
|
EBITDA
|
$ | 5,185 | $ | 6,911 | ||||
-8-
Reading
International, Inc. and Subsidiaries
Supplemental
Data
Segment Reporting
(Unaudited)
(dollars
in thousands)
|
Three
months ended March 31, 2009
|
Cinema
|
Real
Estate
|
Intersegment
Eliminations
|
Total
|
||||||||||||
|
Revenue
|
$ | 42,773 | $ | 5,663 | $ | (2,316 | ) | $ | 46,120 | |||||||
|
Operating
expense
|
35,738 | 2,764 | (2,316 | ) | 36,186 | |||||||||||
|
Depreciation
& amortization
|
2,902 | 681 | -- | 3,583 | ||||||||||||
|
General
& administrative expense
|
802 | 181 | -- | 983 | ||||||||||||
|
Segment
operating income
|
$ | 3,331 | $ | 2,037 | $ | -- | $ | 5,368 | ||||||||
|
Three
months ended March 31, 2008
|
Cinema
|
Real
Estate
|
Intersegment
Eliminations
|
Total
|
||||||||||||
|
Revenue
|
$ | 34,347 | $ | 5,524 | $ | (1,389 | ) | $ | 38,482 | |||||||
|
Operating
expense
|
28,116 | 1,848 | (1,389 | ) | 28,575 | |||||||||||
|
Depreciation
& amortization
|
2,594 | 885 | -- | 3,479 | ||||||||||||
|
General
& administrative expense
|
770 | 247 | -- | 1,017 | ||||||||||||
|
Segment
operating income
|
$ | 2,867 | $ | 2,544 | $ | -- | $ | 5,411 | ||||||||
|
Reconciliation
to net loss attributable to Reading International, Inc.
shareholders:
|
2009
Quarter
|
2008
Quarter
|
||||||
|
Total
segment operating income
|
$ | 5,368 | $ | 5,411 | ||||
|
Non-segment:
|
||||||||
|
Depreciation and amortization
expense
|
254 | 178 | ||||||
|
General and administrative
expense
|
3,452 | 3,671 | ||||||
|
Operating
income
|
1,662 | 1,562 | ||||||
|
Interest expense,
net
|
(4,390 | ) | (2,838 | ) | ||||
|
Other income
(expense)
|
(795 | ) | 1,377 | |||||
|
Income from discontinued
operation
|
224 | 74 | ||||||
|
Income tax
expense
|
(351 | ) | (417 | ) | ||||
|
Equity earnings of
unconsolidated joint ventures and entities
|
495 | 359 | ||||||
|
Net
income (loss)
|
(3,155 | ) | 117 | |||||
|
Net
loss attributable to the noncontrolling interest
|
(238 | ) | (343 | ) | ||||
|
Net
loss attributable to Reading International, Inc. common
shareholders
|
$ | (3,393 | ) | $ | (226 | ) | ||
-9-
Reading
International, Inc. and Subsidiaries
Condensed
Consolidated Statements of Operations (Unaudited)
(U.S.
dollars in thousands, except per share amounts)
|
Three
Months Ended
March
31,
|
||||||||
|
2009
|
2008
|
|||||||
|
Revenue
|
||||||||
|
Cinema
|
$ | 42,773 | $ | 34,347 | ||||
|
Real
estate
|
3,347 | 4,135 | ||||||
| 46,120 | 38,482 | |||||||
|
Operating
expense
|
||||||||
|
Cinema
|
33,422 | 26,727 | ||||||
|
Real
estate
|
2,764 | 1,848 | ||||||
|
Depreciation
and amortization
|
3,837 | 3,657 | ||||||
|
General
and administrative
|
4,435 | 4,688 | ||||||
| 44,458 | 36,920 | |||||||
|
Operating
income
|
1,662 | 1,562 | ||||||
|
Interest
income
|
517 | 237 | ||||||
|
Interest
expense
|
(4,907 | ) | (3,075 | ) | ||||
|
Other
income (expense)
|
(795 | ) | 1,377 | |||||
|
Income
(loss) before discontinued operations, income tax expense, and equity
earnings of unconsolidated joint ventures and entities
|
(3,523 | ) | 101 | |||||
|
Income
from discontinued operations, net of tax
|
224 | 74 | ||||||
|
Income
(loss) before income tax expense and equity earnings of unconsolidated
joint ventures and entities
|
(3,299 | ) | 175 | |||||
|
Income
tax expense
|
(351 | ) | (417 | ) | ||||
|
Loss
before equity earnings of unconsolidated joint ventures and
entities
|
(3,650 | ) | (242 | ) | ||||
|
Equity
earnings of unconsolidated joint ventures and entities
|
495 | 359 | ||||||
|
Net
income (loss)
|
$ | (3,155 | ) | $ | 117 | |||
|
Net
loss attributable to the noncontrolling interest
|
(238 | ) | (343 | ) | ||||
|
Net
loss attributable to Reading International, Inc. common
shareholders
|
$ | (3,393 | ) | $ | (226 | ) | ||
|
Earnings
(loss) per common share of Reading International, Inc. – basic and
diluted:
|
||||||||
|
Loss
from continued operations
|
$ | (0.16 | ) | $ | (0.01 | ) | ||
|
Earnings
from discontinued operations
|
0.01 | 0.00 | ||||||
|
Basic
and diluted loss per share attributable to Reading International, Inc.
common shareholders
|
$ | (0.15 | ) | $ | (0.01 | ) | ||
|
Weighted
average number of shares outstanding – basic
|
22,573,737 | 22,476,355 | ||||||
|
Weighted
average number of shares outstanding – dilutive
|
22,573,737 | 22,476,355 | ||||||
|
Amounts
attributable to Reading International, Inc. common
shareholders
|
||||||||
|
Income
from continuing operations, net of tax
|
(3,617 | ) | (300 | ) | ||||
|
Discontinued
operations, net of tax
|
224 | 74 | ||||||
|
Net
loss
|
$ | (3,393 | ) | $ | (226 | ) | ||
-10-
Reading
International, Inc. and Subsidiaries
Condensed
Consolidated Balance Sheets (Unaudited)
(U.S.
dollars in thousands)
|
March
31,
2009
|
December
31,
2008
|
|||||||
|
ASSETS
|
||||||||
|
Current
Assets:
|
||||||||
|
Cash
and cash equivalents
|
$ | 14,511 | $ | 30,874 | ||||
|
Receivables
|
7,319 | 7,868 | ||||||
|
Inventory
|
645 | 797 | ||||||
|
Investment
in marketable securities
|
2,326 | 3,100 | ||||||
|
Restricted
cash
|
1,223 | 1,656 | ||||||
|
Assets
held for sale
|
19,948 | 20,119 | ||||||
|
Prepaid
and other current assets
|
3,091 | 2,324 | ||||||
|
Total
current assets
|
49,063 | 66,738 | ||||||
|
Property
held for and under development
|
68,169 | 67,600 | ||||||
|
Property
& equipment, net
|
151,084 | 154,959 | ||||||
|
Investments
in unconsolidated joint ventures and entities
|
11,861 | 11,643 | ||||||
|
Investment
in Reading International Trust I
|
1,547 | 1,547 | ||||||
|
Investment
in Reading International Trust Preferred Securities (net of $11,363
discount)
|
11,463 | -- | ||||||
|
Goodwill
|
34,590 | 34,964 | ||||||
|
Intangible
assets, net
|
24,452 | 25,118 | ||||||
|
Other
assets
|
9,116 | 9,301 | ||||||
|
Total
assets
|
$ | 361,345 | $ | 371,870 | ||||
|
LIABILITIES
AND STOCKHOLDERS' EQUITY
|
||||||||
|
Current
Liabilities:
|
||||||||
|
Accounts
payable and accrued liabilities
|
$ | 12,042 | $ | 13,170 | ||||
|
Film
rent payable
|
5,399 | 7,315 | ||||||
|
Notes
payable – current portion
|
7,967 | 1,347 | ||||||
|
Taxes
payable
|
6,335 | 6,425 | ||||||
|
Deferred
current revenue
|
4,646 | 5,645 | ||||||
|
Other
current liabilities
|
206 | 201 | ||||||
|
Total
current liabilities
|
36,595 | 34,103 | ||||||
|
Notes
payable – long-term portion
|
163,206 | 172,268 | ||||||
|
Notes
payable to related party – long-term portion
|
14,000 | 14,000 | ||||||
|
Subordinated
debt
|
51,547 | 51,547 | ||||||
|
Noncurrent
tax liabilities
|
6,475 | 6,347 | ||||||
|
Deferred
non-current revenue
|
573 | 554 | ||||||
|
Other
liabilities
|
24,758 | 23,604 | ||||||
|
Total
liabilities
|
297,154 | 302,423 | ||||||
|
Commitments
and contingencies
|
||||||||
|
Stockholders’
equity:
|
||||||||
|
Class
A Nonvoting Common Stock, par value $0.01, 100,000,000 shares authorized,
35,564,339 issued and 21,084,582 outstanding at March 31, 2009 and
35,564,339 issued and 20,987,115 outstanding at December 31,
2008
|
216 | 216 | ||||||
|
Class
B Voting Common Stock, par value $0.01, 20,000,000 shares authorized and
1,495,490 issued and outstanding at March 31, 2009 and at December 31,
2008
|
15 | 15 | ||||||
|
Nonvoting
Preferred Stock, par value $0.01, 12,000 shares authorized and no
outstanding shares
|
-- | -- | ||||||
|
Additional
paid-in capital
|
134,123 | 133,906 | ||||||
|
Accumulated
deficit
|
(72,870 | ) | (69,477 | ) | ||||
|
Treasury
shares
|
(4,306 | ) | (4,306 | ) | ||||
|
Accumulated
other comprehensive income
|
4,995 | 7,276 | ||||||
|
Total
Reading International, Inc. stockholders’ equity
|
62,173 | 67,630 | ||||||
|
Noncontrolling
interest
|
2,018 | 1,817 | ||||||
|
Total
stockholders’ equity
|
64,191 | 69,447 | ||||||
|
Total
liabilities and stockholders’ equity
|
$ | 361,345 | $ | 371,870 | ||||
-11-