Nevada (State or Other Jurisdiction of Incorporation) |
1-8625 (Commission File Number) |
95-3885184 (IRS Employer Identification No.) |
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500 Citadel Drive, Suite 300, Commerce, California | 90040 | |||
(Address of Principal Executive Offices) | (Zip Code) |
99.1 | Press release issued by Reading International, Inc. pertaining to its results of operations and financial condition for the year ended December 31, 2005. |
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READING INTERNATIONAL, INC. |
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Date: March 22, 2006 | By: | /s/ Andrzej Matyczynski | ||
Name: | Andrzej Matyczynski | |||
Title: | Chief Financial Officer | |||
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| Achieved increase in revenue from continuing operations, up from $87.4 million in 2004, to $101.1 million, a 15.6% increase. | ||
| Sold our Glendale, California office building for $20.4 million on the sale side of a tax deferred real property exchange. | ||
| Acquired the various real estate interests underlying our leasehold interest in the Cinemas 1, 2 & 3 in Manhattan for $21.6 million, on the buy side of the same tax deferred real property exchange. | ||
| Exited the Puerto Rican exhibition market in June 2005. | ||
| Achieved opening of initial retail elements of our Newmarket, Brisbane shopping centre. | ||
| Opened an 8-screen leasehold cinema in Adelaide, Australia. | ||
| Purchased a 50% joint venture position in Rialto Cinemas, the largest art cinema circuit in New Zealand. | ||
| Purchased a 1/3 joint venture interest in Rialto Distribution, a distributor of art film in New Zealand and Australia. Tsotsi, a film for which Rialto Distribution has distribution rights in New Zealand and Australia, won the Academy Award for Best Foreign Language Film of the Year on March 5, 2006. | ||
| Net income for the year ended 2005 was $1.0 million as compared to a net loss of $8.5 million in 2004. | ||
| Achieved strong positive EBITDA (1) up $10.2 million over 2004 to $19.6 million. |
(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). |
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| Revenue from continuing operations at $25.9 million increased 11.6% compared to $23.2 million in Q4 2004. | ||
| Achieved opening of initial retail elements of our Newmarket, Brisbane shopping centre. | ||
| Opened an 8-screen leasehold cinema in Adelaide, Australia. | ||
| Purchased a 50% joint venture position in Rialto Cinemas, the largest art cinema circuit in New Zealand. | ||
| Purchased a 1/3 joint venture interest in Rialto Distribution, a distributor of art film in New Zealand and Australia. Tsotsi, a film for which Rialto Distribution has distribution rights in New Zealand and Australia, won the Academy Award for Best Foreign Language Film of the Year on March 5, 2006. | ||
| Net loss for Q4 2005 was $2.5 million as compared to $4.4 million in 2004. | ||
| Achieved EBITDA (1) for the quarter of $2.2 million compared to $1.1 million in Q4 2004. |
| On November 28, 2005, we opened the initial retail elements of our Newmarket shopping centre, a 100,373 square foot retail facility situated on an approximately 177,500 square foot parcel in Newmarket, a suburb of Brisbane. The remaining tenants are scheduled to take occupancy during the first quarter of 2006. We estimate that total construction costs for the project will be approximately $26.0 million, of which $24.2 million had been spent through December 31, 2005. Plans for a cinema have been filed with applicable government agencies, to be constructed as Phase II of the project. | ||
| On October 20, 2005 we opened our 8-screen leasehold cinema in Adelaide, Australia. The cost to us of the fit-out of this cinema was $2.2 million and was funded from internal sources. This increases our world wide screen count (calculated exclusive of unconsolidated joint venture interests) from 212 screens in 32 cinemas to 220 screens in 33 cinemas. | ||
| Effective October 1, 2005, we purchased, indirectly, beneficial ownership of 100% of the stock of Rialto Entertainment for $4.8 million. Rialto Entertainment is a 50% joint |
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venture partner with Village Roadshow and SkyCity Leisure LTD in the largest art cinema circuit in New Zealand, Rialto Cinemas. The joint venture owns five leasehold cinemas with 22 screens in the New Zealand cities of Auckland, Christchurch, Wellington, Dunedin and Hamilton. | |||
| Effective October 1, 2005, we purchased for $694,000 a 1/3 interest in Rialto Distribution. Rialto Distribution, an unincorporated joint venture, is engaged in the business of distributing art film in New Zealand and Australia. |
| Revenue from continuing operations increased by 15.6% or $13.7 million, to $101.1 million in the twelve months of 2005 compared to 2004. This increase was driven by strong circuit showings of Madagascar, Star Wars: Revenge of the Sith, Charlie and the Chocolate Factory and Harry Potter and the Goblet of Fire. In the US the $3.1 million increase resulted from higher admissions related to improved access to film product subsequent to our settlement with Universal and Fox of our Village East litigation. The $3.4 million increase in Australia came predominantly from our Anderson circuit acquisition in mid-2004 and the New Zealand increase of $5.9 million |
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came predominantly from our Movieland circuit acquisition in late-2004. The real estate revenue increase of $1.3 million came predominantly from US live theatre rental increases of $700,000 and the New Zealand property acquisitions in late-2004 of $800,000. | |||
| Operating expense percentage increased slightly to 77.0% from 76.7%. | ||
| General and administrative expense grew $2.4 million to $17.3 million in the 2005 period. This increase is predominantly due to the increase in legal expense in connection with the prosecution of our continuing anti-trust litigation in the US and the one-time bonus for our CEO. | ||
| Net interest expense increased by $1.4 million to $4.5 million in 2005, due to increased borrowings and higher interest rates. | ||
| Other income decreased by $1.2 million to $1.4 million in 2005, primarily due to realized currency transaction gains in 2004, not repeated in 2005. | ||
| Income from discontinued operations at $12.2 million in 2005 was driven by the gain on sale of assets of $13.6 million reported for the second quarter in connection with our disposal of both our Puerto Rico circuit and our Glendale, California office building. |
In Millions | ||||
Litigation cost increase (excluding settlement received) |
$ | 0.4 | ||
Lost cash flow from discontinued operations |
$ | 2.3 | ||
CEO one-time bonus |
$ | 1.1 | ||
Decrease in realized currency transaction gains |
$ | 1.3 | ||
Difference |
$ | 5.1 | ||
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| 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. |
| in the United States, under the |
| Reading brand, | ||
| Angelika Film Center brand (http://angelikafilmcenter.com/), and | ||
| City Cinemas brand (http://citycinemas.moviefone.com/); |
| in Australia, under the Reading brand (http://www.readingcinemas.com.au/); | ||
| in New Zealand, under the |
| Reading (http://www.readingcinemas.co.nz), | ||
| Rialto (http://www.rialto.co.nz), and | ||
| Berkeley Cinemas (http://www.berkeleycinemas.co.nz/) brands. |
| With respect to our cinema operations: |
| The number and attractiveness to movie goers of the films released in future periods; | ||
| The amount of money spent by film distributors to promote their motion pictures; |
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| The licensing fees and terms required by film distributors from motion picture exhibitors in order to exhibit their films; | ||
| 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 | ||
| 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: |
| The rental rates and capitalization rates applicable to the markets in which we operate and the quality of properties that we own; | ||
| The extent to which we can obtain on a timely basis the various land use approvals and entitlements needed to develop our properties; | ||
| The availability and cost of labor and materials; | ||
| Competition for development sites and tenants; and | ||
| 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: |
| 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; | ||
| The relative values of the currency used in the countries in which we operate; | ||
| Changes in government regulation, including by way of example, the costs resulting from the implementation of the requirements of Sarbanes-Oxley; | ||
| 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); | ||
| 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; | ||
| 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 | ||
| Changes in applicable accounting policies and practices. |
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Three Months Ended | Twelve Months Ended | |||||||||||||||
Statements of Operations | December 31, | December 31, | ||||||||||||||
2005 | 2004 | 2005 | 2004 | |||||||||||||
Revenue |
$ | 25,884 | $ | 23,206 | $ | 101,070 | $ | 87,402 | ||||||||
Operating expense |
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Cinema/real estate |
20,288 | 18,306 | 77,811 | 67,077 | ||||||||||||
Depreciation and amortization |
2,975 | 3,349 | 12,384 | 11,823 | ||||||||||||
General and administrative |
3,768 | 4,033 | 17,247 | 14,824 | ||||||||||||
Operating loss |
(1,147 | ) | (2,482 | ) | (6,372 | ) | (6,322 | ) | ||||||||
Interest expense, net |
(1,157 | ) | (1,304 | ) | (4,473 | ) | (3,078 | ) | ||||||||
Other income (expense) |
354 | (420 | ) | 1,391 | 2,564 | |||||||||||
Income (loss) from discontinued
operations |
| (8 | ) | 12,231 | (469 | ) | ||||||||||
Income tax expense |
(566 | ) | (284 | ) | (1,209 | ) | (1,046 | ) | ||||||||
Minority interest income (expense) |
(20 | ) | 133 | (579 | ) | (112 | ) | |||||||||
Net income (loss) |
$ | (2,536 | ) | $ | (4,365 | ) | $ | 989 | $ | (8,463 | ) | |||||
Basic earnings (loss) per share |
$ | (0.13 | ) | $ | (0.20 | ) | $ | 0.04 | $ | (0.39 | ) | |||||
Diluted earnings (loss) per share |
$ | (0.13 | ) | $ | (0.20 | ) | $ | 0.04 | $ | (0.39 | ) | |||||
EBITDA* |
2,161 | 1,053 | 19,622 | 9,399 | ||||||||||||
EBITDA* change |
1,108 | 10,223 | ||||||||||||||
* | 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). |
Three Months Ended | Twelve Months Ended | |||||||||||||||
December 31, | December 31, | |||||||||||||||
2005 | 2004 | 2005 | 2004 | |||||||||||||
Net income (loss) |
$ | (2,536 | ) | $ | (4,365 | ) | $ | 989 | $ | (8,463 | ) | |||||
Add: Interest expense, net |
1,157 | 1,304 | 4,473 | 3,078 | ||||||||||||
Add: Income tax provision |
566 | 284 | 1,209 | 1,046 | ||||||||||||
Add: Depreciation and amortization |
2,975 | 3,349 | 12,384 | 11,823 | ||||||||||||
Adjustment for discontinued operations |
(1 | ) | 481 | 567 | 1,915 | |||||||||||
EBITDA |
$ | 2,161 | $ | 1,053 | $ | 19,622 | $ | 9,399 | ||||||||
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Year Ended December 31, | ||||||||||||
2005 | 2004 | 2003 | ||||||||||
Operating revenue |
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Cinema |
$ | 86,760 | $ | 74,324 | $ | 67,128 | ||||||
Real estate |
14,310 | 13,078 | 9,556 | |||||||||
Total operating revenue |
101,070 | 87,402 | 76,684 | |||||||||
Operating expense |
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Cinema |
70,452 | 60,129 | 51,435 | |||||||||
Real estate |
7,359 | 6,948 | 7,379 | |||||||||
Depreciation and amortization |
12,384 | 11,823 | 10,952 | |||||||||
General and administrative |
17,247 | 14,824 | 12,757 | |||||||||
Total operating expense |
107,442 | 93,724 | 82,523 | |||||||||
Operating loss |
(6,372 | ) | (6,322 | ) | (5,839 | ) | ||||||
Non-operating income (expense) |
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Interest income |
209 | 843 | 807 | |||||||||
Interest expense |
(4,682 | ) | (3,921 | ) | (3,374 | ) | ||||||
Net gain on sale of marketable securities |
| | 235 | |||||||||
Net gain (loss) on sale of assets |
(32 | ) | (114 | ) | 207 | |||||||
Other income |
51 | 998 | 2,696 | |||||||||
Loss before minority interest, discontinued
operations, income tax expense and equity
earnings of unconsolidated investments |
(10,826 | ) | (8,516 | ) | (5,268 | ) | ||||||
Minority interest |
579 | 112 | 249 | |||||||||
Loss from continuing operations |
(11,405 | ) | (8,628 | ) | (5,517 | ) | ||||||
Discontinued operations: |
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Gain on disposal of business operations |
13,610 | | | |||||||||
Loss from discontinued operations |
(1,379 | ) | (469 | ) | (288 | ) | ||||||
Income (loss) before income tax expense and
equity earnings of unconsolidated investments |
826 | (9,097 | ) | (5,805 | ) | |||||||
Income tax expense |
1,209 | 1,046 | 711 | |||||||||
Loss before equity earnings of unconsolidated
investments |
(383 | ) | (10,143 | ) | (6,516 | ) | ||||||
Equity earnings of unconsolidated investments |
1,372 | 1,680 | 588 | |||||||||
Net income (loss) |
$ | 989 | $ | (8,463 | ) | $ | (5,928 | ) | ||||
Earnings (loss) per common share basic: |
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Loss from continuing operations |
$ | (0.51 | ) | $ | (0.37 | ) | $ | (0.26 | ) | |||
Income (loss) from discontinued operations, net |
0.55 | (0.02 | ) | (0.01 | ) | |||||||
Basic earnings (loss) per share |
$ | 0.04 | $ | (0.39 | ) | $ | (0.27 | ) | ||||
Weighted average number of shares outstanding
basic |
22,249,967 | 21,948,065 | 21,860,222 | |||||||||
Earnings (loss) per common share diluted: |
||||||||||||
Loss from continuing operations |
$ | (0.51 | ) | $ | (0.37 | ) | $ | (0.26 | ) | |||
Income (loss) from discontinued operations, net |
0.55 | (0.02 | ) | (0.01 | ) | |||||||
Diluted earnings (loss) per share |
$ | 0.04 | $ | (0.39 | ) | $ | (0.27 | ) | ||||
Weighted average number of shares outstanding |
22,249,967 | 21,948,065 | 21,860,222 | |||||||||
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December 31, | ||||||||
2005 | 2004 | |||||||
ASSETS |
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Current Assets: |
||||||||
Cash and cash equivalents |
$ | 8,548 | $ | 12,292 | ||||
Receivables |
5,272 | 7,162 | ||||||
Inventory |
468 | 720 | ||||||
Investment in marketable securities, at cost |
401 | 29 | ||||||
Restricted cash |
| 815 | ||||||
Assets held for sale |
| 10,931 | ||||||
Prepaid and other current assets |
996 | 2,181 | ||||||
Total current assets |
15,685 | 34,130 | ||||||
Property held for development |
6,889 | 10,122 | ||||||
Property under development |
23,069 | 26,825 | ||||||
Property & equipment, net |
167,389 | 122,071 | ||||||
Investment in unconsolidated joint ventures |
14,025 | 7,352 | ||||||
Capitalized leasing costs |
15 | 20 | ||||||
Goodwill |
14,653 | 14,857 | ||||||
Intangible assets, net |
8,788 | 10,916 | ||||||
Other assets |
2,544 | 3,934 | ||||||
Total assets |
$ | 253,057 | $ | 230,227 | ||||
LIABILITIES AND STOCKHOLDERS EQUITY |
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Current Liabilities: |
||||||||
Accounts payable and accrued liabilities |
$ | 13,538 | $ | 12,129 | ||||
Film rent payable |
4,580 | 3,508 | ||||||
Notes payable current portion |
1,776 | 401 | ||||||
Income taxes payable |
7,504 | 6,714 | ||||||
Deferred current revenue |
2,319 | 2,177 | ||||||
Liabilities related to assets held for sale |
| 15,310 | ||||||
Other current liabilities |
250 | 806 | ||||||
Total current liabilities |
29,967 | 41,045 | ||||||
Notes payable long-term portion |
93,544 | 67,478 | ||||||
Notes payable to related parties |
14,000 | 5,000 | ||||||
Deferred non-current revenue |
554 | 522 | ||||||
Other liabilities |
12,509 | 10,702 | ||||||
Total liabilities |
150,574 | 124,747 | ||||||
Commitments and contingencies (Note 18) |
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Minority interest in consolidated affiliates |
3,079 | 3,470 | ||||||
Stockholders equity: |
||||||||
Class A Nonvoting Common Stock, par value $0.01, 100,000,000
shares authorized, 35,468,733 issued and 20,990,458 outstanding
at December 31, 2005 and 34,444,167 issued and 20,452,733
outstanding at December 31, 2004 |
215 | 205 | ||||||
Class B Voting Common Stock, par value $0.01, 20,000,000 shares
authorized and 1,495,490 issued and outstanding at December 31,
2005 and 2,198,761 issued and 1,545,506 outstanding at December
31, 2004 |
15 | 15 | ||||||
Nonvoting Preferred Stock, par value $0.01, 12,000 shares
authorized and no outstanding shares at December 31, 2005 and
2004 |
| | ||||||
Additional paid-in capital |
128,028 | 124,307 | ||||||
Accumulated deficit |
(53,914 | ) | (54,903 | ) | ||||
Treasury shares |
(3,515 | ) | | |||||
Accumulated other comprehensive income |
28,575 | 32,386 | ||||||
Total stockholders equity |
99,404 | 102,010 | ||||||
Total liabilities and stockholders equity |
$ | 253,057 | $ | 230,227 | ||||
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