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UNITED STATES
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
Date of Report (date of earliest event reported): December 3, 2015
Starz
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of
incorporation or organization
001-35294
(Commission
File Number)
20-8988475
(I.R.S. Employer
Identification No.)
8900 Liberty Circle
Englewood, Colorado 80112
(Address of principal executive offices and zip code)
Registrant’s telephone number, including area code: (720) 852-7700
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 (see General Instruction A.2. below):
 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.
Item 7.01. Regulation FD Disclosure.
As previously disclosed, Scott Macdonald, Chief Financial Officer of Starz, will be presenting at the Bank of America Merrill Lynch 2015
Leveraged Finance Conference on Thursday, December 3, 2015 at 9:30 AM ET (the “BAML Conference”). Mr. Macdonald’s presentation
(the “Slide Presentation”) will include information regarding Starz’s interest coverage ratio and free cash flow, a non-GAAP financial measure,
together with applicable definitions and a reconciliation. Starz is furnishing the portions of Mr. Macdonald’s presentation relating to the
discussion of Starz’s interest coverage ratio and free cash flow as Exhibit 99.1 to this Current Report on Form 8-K. A copy of the Slide
Presentation will also be accessible from Starz’s website.
This Current Report on Form 8-K and the portions of the Slide Presentation attached hereto as Exhibit 99.1 are being furnished to the Securities
and Exchange Commission under Item 7.01 of Form 8-K in satisfaction of the public disclosure requirements of Regulation FD and shall not be
deemed “filed” for any purpose.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.
99.1
Name
Excerpts from Slide Presentation for BAML Conference
2
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be
signed on its behalf by the undersigned hereunto duly authorized.
Date: December 3, 2015
STARZ
By: /s/ David I. Weil
Name: David I. Weil
Title: Executive Vice President and General Counsel
3
EXHIBIT INDEX
Exhibit No.
99.1
Name
Excerpts from Slide Presentation for BAML Conference
4
Bank of America Merrill Lynch Leveraged Finance Conference December 2015 Page 1 Exhibit 99.1
Free Cash Flow (1) (1) Refer to Reconciling Schedules Page 2 Starz Consolidated $103 million Y/Y increase in Original programming in 2014; total spend $228 million Low capex requirements, typically $10 million - $15 million per year
Leverage and Interest Coverage Ratios Page 3 Leverage Ratio Interest Coverage Ratio Leverage increased and interest coverage decreased Y/Y in 2013 as a result of Starz becoming a separately traded public company 2.5x leverage target N/A
Reconciling Schedules We evaluate performance and make decisions about allocating resources to our operating segments based on financial measures such as Adjusted OIBDA. We define Adjusted OIBDA as revenue less programming costs, production and acquisition costs, home
video cost of sales, operating expenses and selling, general and administrative expenses. Our chief operating decision maker uses this measure of performance in conjunction with other measures to evaluate our operating segments’ performance and make decisions about allocating
resources among our operating segments. We believe that Adjusted OIBDA is an important indicator of the operational strength and performance of our operating segments, including each operating segment’s ability to assist in servicing our debt and to fund investments in films and
television programs. In addition, this measure allows management to view operating results and perform analytical comparisons and benchmarking between operating segments and identify strategies to improve performance. This measure of performance excludes stock compensation
and depreciation and amortization that are included in the measurement of operating income pursuant to GAAP. Accordingly, Adjusted OIBDA should be considered in addition to, but not as a substitute for, operating income, income before income taxes, net income, net cash provided
by operating activities and other measures of financial performance prepared in accordance with GAAP. We define free cash flow as net cash provided by operating activities less investment in property and equipment. Free cash flow is an important metric as it represents the cash that
Starz is able to generate after funding operating activities and capital expenditures which can be used to pursue new opportunities, reduce debt or repurchase shares. The information shown in Schedule 1 provides a reconciliation of Adjusted OIBDA to operating income and free cash
flow to net cash provided by operating activities calculated in accordance with GAAP for periods reflected. Page 4
Reconciling Schedules (continued) Schedule 1 Note: The information shown above provides a reconciliation of Adjusted OIBDA to operating income and free cash flow to net cash provided by operating activities calculated in accordance with GAAP for periods reflected. Page 5 ($ in
millions) 2011 2012 2013 2014 LTM 9/30/15 Consolidated Starz Adjusted OIBDA 450 $ 445 $ 477 $ 502 $ 542 $ Stock compensation (7) (20) (34) (31) (32) Depreciation and amortization (18) (19) (17) (19) (19) Operating income 425 $ 405 $ 425 $ 452 $ 491 $ ($ in millions) 2011
2012 2013 2014 LTM 9/30/15 Starz Networks Adjusted OIBDA 428 $ 447 $ 456 $ 496 $ 516 $ Stock compensation (7) (19) (32) (27) (29) Depreciation and amortization (13) (13) (13) (15) (16) Operating income 408 $ 415 $ 411 $ 454 $ 471 $ ($ in millions) 2011 2012 2013 2014 LTM
9/30/15 Consolidated Starz Free cash flow 285 $ 276 $ 298 $ 195 $ 173 $ Capital expenditures 8 16 15 11 15 Tax benefit of stock appreciation rights (payment to Company founder) 55 - - - - Net cash provided by operating activities 348 $ 292 $ 313 $ 207 $ 188 $ ($ in millions) LTM
9/30/2015 Results Starz Reconciliation by Segment Starz Networks Starz Distribution Starz Animation Other Total Adjusted OIBDA 516 $ 28 $ (2) $ - $ 542 $ Stock compensation (29) (2) - (1) (32) Depreciation and amortization (16) (2) - (1) (19) Operating income 471 $ 25 $ (2) $ (2)
$ 491 $