<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
(MARK ONE)
/ X / QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1995
---------------
/ / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 0-9786
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UNITED TELEVISION, INC.
-----------------------
(Exact name of registrant as specified in its charter)
DELAWARE 41-0778377
- - - - - - -------- ----------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
132 S. Rodeo Drive, Fourth Floor, Beverly Hills, CA 90212
- - - - - - ---------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(310) 281-4844
--------------
(Registrant's telephone number, including area code)
Not Applicable
--------------
(Former name, former address and former fiscal year, if
changed since last report)
Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of
the Securities Exchange Act of 1934 during the preceding 12
months (or for such shorter period that the registrant was
required to file such reports) and (2) has been subject to
such filing requirements for the past 90 days. Yes X No
---- ----
As of May 11, 1995, there were 9,825,138 shares of the
registrant's common stock outstanding.
<PAGE>
<TABLE>
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
UNITED TELEVISION, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
<CAPTION> March 31, December 31,
1995 1994
-------- ------------
(Unaudited)
<C> <C>
<S>
ASSETS
- - - - - - ------
Current Assets:
Cash and cash equivalents $ 22,476 $ 44,494
Marketable securities 166,460 137,549
Accrued interest receivable 613 2,005
Accounts receivable, net 28,140 36,021
Film contract rights 18,771 21,555
Deferred tax benefit 4,138 3,393
Prepaid expenses and other
current assets 2,039 1,760
-------- --------
Total current assets 242,637 246,777
------- -------
Marketable Securities, noncurrent 24,254 20,099
------- -------
Film Contract Rights, noncurrent 7,671 8,506
------- -------
Property and Equipment, net 16,095 16,703
------- -------
Intangible Assets, net 12,831 12,984
------- ------
Other Assets 616 607
------- ------
$304,104 $305,676
======== ========
LIABILITIES AND SHAREHOLDERS' INVESTMENT
- - - - - - ----------------------------------------
Current Liabilities:
Film contracts payable $ 19,232 $ 21,535
Accounts payable 3,719 3,256
Dividends payable 4,911 -
Accrued expenses 12,382 15,728
Income taxes payable 15,083 12,753
-------- --------
Total current liabilities 55,327 53,272
-------- --------
Film Contracts Payable after One Year 21,781 23,153
-------- --------
Other Liabilities 3,542 1,330
-------- --------
Shareholders' Investment:
Preferred stock $1.00 par value - -
Common stock $.10 par value 999 998
Additional paid-in-capital 579 133
Retained earnings 230,996 228,181
Treasury stock, at cost (9,809) -
Increase (reduction) to reflect
marketable securities at fair value 689 (1,391)
-------- --------
223,454 227,921
--------- --------
$304,104 $305,676
========= ========
<FN>
The accompanying notes to condensed consolidated financial
statements are an integral part of these balance sheets.
</TABLE>
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<TABLE>
UNITED TELEVISION, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited-in thousands except per share data)
(CAPTION) For the Three Months
Ended March 31,
------------- -------
1995 1994
-------- --------
<C> <C>
<S>
Net Revenues $ 36,932 $ 32,107
-------- --------
Expenses:
Operating 14,661 13,721
Selling, general and administrative 11,412 8,994
-------- --------
26,073 22,715
-------- --------
Operating income 10,859 9,392
Interest and Other Income 2,567 1,458
-------- --------
Income before income taxes 13,426 10,850
Income Tax Provision (5,700) (4,475)
-------- --------
Net income $ 7,726 $ 6,375
======== ========
Net Income per Share $ .78 $ .63
======== ========
Average Outstanding Common Shares 9,900 10,148
======== ========
<FN>
The accompanying notes to condensed consolidated financial
statements are an integral part of these statements.
</TABLE>
<PAGE>
<TABLE>
UNITED TELEVISION, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited - in thousands)
<CAPTION> For the Three Months
Ended March 31,
---------------------
1995 1994
-------- --------
<C> <C>
<S>
Cash Flows from Operating Activities:
Net income $ 7,726 $ 6,375
Adjustment to reconcile net income
to net cash provided from operating
activities:
Film contract payments (6,159) (10,978)
Film contract amortization 4,528 6,149
Depreciation and
other amortization 1,170 1,183
(Gain) loss on disposition of
marketable securities (24) 230
Changes in assets and liabilities:
Accounts receivable 7,881 7,588
Prepaid and other assets 2,680 1,029
Accounts payable and
accrued expenses (2,883) (1,561)
Income taxes payable 2,388 1,816
-------- --------
Net cash provided from
operating activities 17,307 11,831
-------- --------
Cash Flows from Investing Activities:
Purchase of marketable securities,
net (29,554) (4,565)
Capital expenditures (409) (1,405)
-------- --------
Net cash used in investing
activities (29,963) (5,970)
-------- --------
Cash Flows from Financing Activities:
Proceeds from exercise of employee
stock options 447 467
Purchase of treasury stock (9,809) (838)
-------- --------
Net cash used in financing
activities (9,362) (371)
-------- --------
Net (Decrease) Increase in Cash and
Cash Equivalents (22,018) 5,490
Cash and Cash Equivalents at
Beginning of Period 44,494 11,952
-------- --------
Cash and Cash Equivalents at
End of Period $ 22,476 $ 17,442
======== ========
<FN>
The accompanying notes to condensed consolidated financial
statements are an integral part of these statements.
</TABLE>
<PAGE>
UNITED TELEVISION, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. PRINCIPLES OF CONSOLIDATION:
The accompanying condensed consolidated financial
statements include the accounts of UTV and its subsidiaries
after elimination of all significant intercompany accounts
and transactions. UTV is a majority owned (56.1% at March
31, 1995) subsidiary of BHC Communications, Inc. (BHC), a
majority owned subsidiary of Chris-Craft Industries, Inc.
The financial information included herein has been
prepared by UTV, without audit, pursuant to the rules and
regulations of the Securities and Exchange Commission.
Certain information and footnote disclosures normally
included in financial statements prepared in accordance with
generally accepted accounting principles have been condensed
or omitted pursuant to such rules and regulations. However,
UTV believes that the disclosures herein are adequate to
make the information presented not misleading. It is
suggested that these condensed consolidated financial
statements be read in conjunction with the financial
statements and the notes thereto included in UTV's latest
annual report on Form 10-K. The information furnished
reflects all adjustments (consisting only of normal
recurring adjustments) which are, in the opinion of
management, necessary to a fair statement of the results for
the interim periods. The results for this interim period
are not necessarily indicative of results to be expected for
the full fiscal year, due to seasonal factors, among others.
2. MARKETABLE SECURITIES:
Marketable securities include the following (in
thousands):
[CAPTION]
<TABLE>
Fair
Value Cost
------- ------
<S> <C> <C>
Current Assets:
March 31, 1995
U.S. Government securities $156,473 $159,903
Global government bond fund 10,600 10,974
-------- --------
$167,073 $170,877
======== ========
December 31, 1994:
U.S. Government securities $129,464 $134,131
Global government bond fund 10,090 10,883
-------- --------
$139,554 $145,014
======== ========
Long-term Assets:
March 31, 1995
BHC Class A common stock $ 16,705 $ 11,325
Other marketable equity
securities 7,549 7,369
-------- --------
$ 24,254 $ 18,694
======== ========
December 31, 1994:
BHC Class A common stock $ 16,648 $ 11,325
Other marketable equity
securities 3,451 3,650
-------- --------
$ 20,099 $ 14,975
======== ========
The following table provides certain additional
information related to UTV's marketable securities as of and
for the quarter ended March 31, 1995 (in thousands):
<CAPTION>
Debt Equity
Securities Securities
---------- ----------
<S> <C> <C>
Maturing within two years $119,951 $ -
Maturing in two to four years 36,522 -
Gross unrealized holding gains 111 5,659
Gross unrealized holding losses 4,529 99
Sales proceeds 13,128 519
Realized gains - 24
Realized losses -
<FN>
For purposes of computing realized gains and losses,
cost was determined using the specific identification
method.
</TABLE>
3. SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid for income taxes for the first quarter of
1994 and 1993 totaled $3,312,000 and $2,659,000,
respectively.
4. COMMITMENTS:
The aggregate amount payable by UTV under contracts for
programming not currently available for telecasting and,
accordingly, not included in film contracts payable and the
related contract rights in the accompanying Condensed
Consolidated Balance Sheet, totaled $49,926,000 at March 31,
1995.
<PAGE>
UNITED TELEVISION, INC. AND SUBSIDIARIES
Item 2. Management's Discussion and Analysis of Financial
-------------------------------------------------
Condition and Results of Operations.
-----------------------------------
Liquidity and Capital Resources
- - - - - - -------------------------------
UTV's operating cash flow is generated primarily by its
television broadcasting operations and generally parallels
the earnings of UTV's television stations, adjusted to
reflect the difference between film contract payments and
film contract amortization. The relationship between such
payments and amortization may vary greatly between periods
(payments exceeded amortization by $1,631,000 in the first
quarter of 1995 and by $4,829,000 in the first quarter of
1994)and is dependent upon the mix of programs aired and
payment terms of the stations' contracts. UTV's television
stations generated substantial cash flow in the first
quarter of 1995, and are expected to do the same for the
full year. With its considerable cash and marketable
securities balances, UTV continues to be well positioned to
pursue new opportunities and deal effectively with
uncertainties that may arise in the television broadcasting
industry or economic environment.
UTV's cash flow is augmented by interest and dividend
income associated with its cash and marketable securities.
UTV's cash flow from operations for the first quarter of
1994 totaled $17,307,000, and cash and marketable securities
increased $11,048,000 to $213,190,000 at March 31, 1995.
Working capital decreased $6,195,000 during the first
quarter of 1995 to $187,310,000 at March 31, 1995, primarily
reflecting cash used to acquire treasury shares and the
accrual for payment in April of UTV's first dividend of $.50
per share, which more than offset cash flow from operations.
Working capital at March 31, 1995 remains substantially in
excess of UTV's normal operating requirements.
UTV is engaged in an ongoing review of business
opportunities in media, entertainment, communications and
other industries. UTV currently has no outstanding debt and
believes it is capable of raising significant additional
capital to augment its already substantial liquid assets, if
desired, to fund any resulting expansion. In March 1995,
UTV announced its intention to form a television national
sales representative organization which will initially be
appointed the exclusive national sales representative for
the eight UTV and BHC stations. Funds to establish and
operate this new entity will be provided from operations.
UTV regularly makes current commitments for programming
that will not be available for telecasting until future
dates and had commitments for payments for such programming
totaling $49,926,000 at March 31, 1995 and $45,416,000 at
December 31, 1994. UTV expects to continue to satisfy these
commitments with funds provided from operations.
UTV's Board of Directors has from time to time
authorized the purchase of UTV's common shares. At March
31, 1995, 1,459,117 shares were authorized for purchase.
Since January 1, 1993, through March 31, 1995, 724,908
shares were purchased for an aggregate cost of $30,900,000,
of which 166,300 shares were purchased during the first
quarter of 1995 for an aggregate cost of $9,809,000.
UTV's commitments for capital expenditures at March 31,
1995 were not material in relation to UTV's financial
position. Funds for capital expenditures have generally
been provided from operations. UTV expects that future
capital expenditure requirements for its present business
will be funded from operations or current cash balances.
UTV has no present requirement for additional capital.
Results of Operations
- - - - - - ---------------------
UTV's primary source of revenue is the sale to
advertisers of time on its five television stations. First
quarter net income totaled $7,726,000, or $.78 per share, a
21% increase over last year's first quarter net income of
$6,375,000, or $.63 per share.
The substantial increase in net income reflects a
strong increase in revenues, largely offset by an increase
in operating expenses. Net revenue for the quarter
increased 15% to a record $36,972,000, from $32,107,000 in
1994. The increase is primarily attributable to continuing
strong demand for television advertising time, resulting in
higher per unit rates. After a 15% increase in operating
expenses, operating income totaled a record $10,859,000, a
16% increase from last year's $9,392,000. The increase in
operating expenses resulted primarily from costs associated
with new program development, management fees not included
in last year's quarter, higher selling and promotion
expenses and the favorable resolution in 1994 of a disputed
music license fee arrangement.
Interest and other income for the quarter increased to
$2,567,000, from $1,458,000 in 1994, reflecting higher cash
balances invested at greater yields.
<PAGE>
UNITED TELEVISION, INC. AND SUBSIDIARIES
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K.
- - - - - - -------------------------------------------
(a) None.
(b) No report on Form 8-K was filed during the quarter
for which this report is being filed.
SIGNATURE
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
thereunto duly authorized.
UNITED TELEVISION, INC.
(Registrant)
Date: May 12, 1995 By: /s/ Garth S. Lindsey
-------------- ---------------------
Garth S. Lindsey
Executive Vice President
and Chief Financial
Officer (Principal
Financial and Accounting
Officer)
10q3a
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND> THIS SCHEDULE CONTAINS SUMMARY FINANCIAL
INFORMATION EXTRACTED FROM 10Q DATED
MARCH 31, 1995 AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAR-31-1995
<CASH> 22,476
<SECURITIES> 166,460
<RECEIVABLES> 28,140
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 242,637
<PP&E> 62,358
<DEPRECIATION> 46,263
<TOTAL-ASSETS> 304,104
<CURRENT-LIABILITIES> 55,327
<BONDS> 0
<COMMON> 999
0
0
<OTHER-SE> 222,455
<TOTAL-LIABILITY-AND-EQUITY> 304,104
<SALES> 36,932
<TOTAL-REVENUES> 36,932
<CGS> 26,073
<TOTAL-COSTS> 26,073
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 13,426
<INCOME-TAX> 5,700
<INCOME-CONTINUING> 7,726
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 7,726
<EPS-PRIMARY> .78
<EPS-DILUTED> .78
</TABLE>