<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 June 30, 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
-----------------------------
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 South Rodeo Drive - Fourth Floor
Beverly Hills, California 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 August 8, 1995, there were 9,688,270 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>
June 30, December 31,
1995 1994
---------- ------------
(Unaudited)
<S> <C> <C>
ASSETS
------
Current Assets:
Cash and cash equivalents $ 25,152 $ 44,494
Marketable securities 163,416 137,549
Accrued interest receivable 2,352 2,005
Accounts receivable, net 33,396 36,021
Film contract rights 17,426 21,555
Deferred tax benefit 3,156 3,393
Prepaid expenses and other
current assets 2,654 1,760
-------- --------
Total current assets 247,552 246,777
-------- --------
Marketable Securities, noncurrent 26,238 20,099
-------- --------
Film Contract Rights, noncurrent 7,987 8,506
-------- --------
Property and Equipment, net 15,812 16,703
-------- --------
Intangible Assets, net 12,679 12,984
-------- --------
Other Assets 696 607
-------- --------
$310,964 $305,676
======== ========
LIABILITIES AND SHAREHOLDERS' INVESTMENT
----------------------------------------
Current Liabilities:
Film contracts payable $ 19,012 $ 21,535
Accounts payable 5,197 3,256
Accrued expenses 12,423 15,728
Income taxes payable 12,628 12,753
-------- --------
Total current liabilities 49,260 53,272
-------- --------
Film Contracts Payable after One Year 23,641 23,153
-------- --------
Other Liabilities 4,252 1,330
-------- --------
Shareholders' Investment:
Preferred stock $1.00 par value - -
Common stock $.10 par value 1,001 998
Additional paid-in capital 1,194 133
Retained earnings 242,310 228,181
Treasury stock, at cost (13,951) -
Adjustment to reflect marketable
securities at fair value 3,257 (1,391)
-------- --------
233,811 227,921
-------- --------
$310,964 $305,676
======== ========
<FN>
The accompanying notes to condensed consolidated financial statements
are an integral part of these balance sheets.
</TABLE>
<PAGE>
<TABLE>
UNITED TELEVISION, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited-in thousands except per share data)
<CAPTION>
Three Months Six Months
Ended June 30, Ended June 30,
------------------- ------------------
1995 1994 1995 1994
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Net Revenues $ 42,113 $ 37,773 $ 79,045 $ 69,880
-------- -------- -------- --------
Expenses:
Operating 14,382 14,610 29,043 28,331
Selling, general and administrative 11,490 10,153 22,902 19,147
-------- -------- -------- --------
25,872 24,763 51,945 47,478
-------- -------- -------- --------
Operating income 16,241 13,010 27,100 22,402
Interest and Other Income 2,323 1,730 4,890 3,188
-------- -------- -------- --------
Income before income taxes 18,564 14,740 31,990 25,590
Income Tax Provision (7,250) (5,925) (12,950) (10,400)
-------- -------- -------- --------
Net income $ 11,314 $ 8,815 $ 19,040 $ 15,190
======== ======== ======== ========
Net Income per Share $ 1.15 $ 0.87 $ 1.93 $ 1.50
======== ======== ======== ========
Average Outstanding Common Shares 9,821 10,121 9,860 10,135
======== ======== ======== ========
<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>
Six Months
Ended June 30,
------------------
1995 1994
-------- --------
<S> <C> <C>
Cash Flows from Operating Activities:
Net income $ 19,040 $ 15,190
Adjustments to reconcile net income
to net cash provided from operating
activities:
Film contract payments (11,777) (19,211)
Film contract amortization 11,479 12,566
Depreciation and other amortization 2,328 2,384
(Gain) loss on dispositions of
marketable securities (47) 230
Changes in assets and liabilities:
Accounts receivable 2,625 2,085
Prepaid and other assets 1,581 426
Accounts payable and
accrued expenses (1,364) (2,091)
Income taxes payable (67) (665)
-------- --------
Net cash provided from
operating activities 23,798 10,914
-------- --------
Cash Flows from Investing Activities:
Purchases of marketable securities, net (24,210) (6,268)
Capital expenditures (1,132) (2,202)
-------- --------
Net cash used in investing
activities (25,342) (8,470)
-------- --------
Cash Flows from Financing Activities:
Dividends paid (4,911) -
Proceeds from exercise of employee
stock options 1,064 521
Purchase of treasury stock (13,951) (2,499)
-------- --------
Net cash used in financing
activities (17,798) (1,978)
-------- --------
Net (Decrease) Increase in Cash and
Cash Equivalents (19,342) 466
Cash and Cash Equivalents at
Beginning of Period 44,494 11,952
-------- --------
Cash and Cash Equivalents at
End of Period $ 25,152 $ 12,418
======== ========
<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 (56.3% at June
30, 1995) subsidiary of BHC Communications, Inc., 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 these interim periods
are not necessarily indicative of results to be expected for
the full fiscal year, due to seasonal factors, among others.
2. MARKETABLE SECURITIES:
<TABLE>
Marketable securities include the following (in
thousands):
<CAPTION>
Fair
Value Cost
-------- --------
<S> <C> <C>
Current Assets:
June 30, 1995
U.S. Government securities $154,927 $154,389
Global government bond fund 10,841 10,974
-------- --------
$165,768 $165,363
======== ========
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:
June 30, 1995
BHC Class A common stock $ 18,205 $ 11,325
Other marketable equity
securities 8,033 7,563
-------- --------
$ 26,238 $ 18,888
======== ========
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 six months ended June 30, 1995 (in
thousands):
<CAPTION>
Debt Equity
Securities Securities
---------- ----------
<S> <C> <C>
Maturing within two years $115,223 $ -
Maturing in two to four years 37,352 -
Gross unrealized holding gains 305 7,361
Gross unrealized holding losses 2,119 143
Sales proceeds 13,128 862
Realized gains - 47
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 six months ended
June 30, 1995 and 1994 totaled $13,017,000 and $11,065,000,
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 $46,064,000 at June 30,
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 $298,000 and $6,645,000
in the first six months of 1995 and 1994, respectively) 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 six months 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 six months of
1995 totaled $23,798,000, and cash and marketable securities
increased $12,664,000 during the period to $214,806,000 at
June 30, 1995. UTV has a commitment to invest over time up
to $40,000,000 in a management buyout limited partnership.
Working capital increased $4,787,000 during the first
six months of 1995 to $198,292,000 at June 30, 1995,
primarily reflecting cash flow from operations reduced by
cash expended to acquire treasury shares and in April to pay
UTV's first dividend of $.50 per share. Working capital at
June 30, 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 national television
sales representative organization, which initially will 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 commitments for programming that
will not be available for telecasting until future dates and
had commitments for payments for such programming totaling
$46,064,000 at June 30, 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 June 30,
1995, 1,397,249 shares were authorized for purchase. Since
January 1, 1993 through June 30, 1995, 786,776 shares were
purchased for an aggregate cost of $35,042,000, of which
228,168 shares were purchased during the first six months of
1995 for an aggregate cost of $13,951,000.
UTV's commitments for capital expenditures at June 30,
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. Second
quarter net income totaled $11,314,000, or $1.15 per share,
a 28% increase over last year's second quarter net income of
$8,815,000, or $.87 per share.
The substantial increase in net income reflects a
strong increase in revenues, only partially offset by an
increase in operating expenses. Net revenue for the quarter
increased 11% to a record $42,113,000, from $37,773,000 last
year. The increase is primarily attributable to continued
strong demand for television advertising time, resulting in
higher per unit rates. After a 4% increase in total
expenses, operating income totaled a record $16,241,000, a
25% increase from last year's $13,010,000.
Interest and other income for the quarter increased to
$2,323,000, from $1,730,000 in 1994, reflecting higher cash
balances invested at greater yields.
Net income for the first six months of 1995 increased
25% to $19,040,000, or $1.93 per share, from last year's
$15,190,000, or $1.50 per share.
The significant improvement in 1995 six months earnings
from operations also reflects a strong increase in revenues.
Net revenues for the period rose 13% to $79,045,000, from
$69,880,000 last year. The revenue increase is primarily
attributable to increased demand for television advertising.
Operating income for the period was $27,100,000, a 21%
increase from last year's $22,402,000.
Interest and other income for the six month period
increased to $4,890,000, from $3,188,000 last year.
<PAGE>
UNITED TELEVISION, INC. AND SUBSIDIARIES
PART II - OTHER INFORMATION
Item 4. Submission of Matters to a Vote of Security Holders.
---------------------------------------------------------------
UTV held its annual meeting of stockholders on April 27, 1995.
At the meeting, the following were elected directors, by the
number of votes set forth opposite their respective names:
Broker
For Withheld Non-votes
--------- -------- ---------
John L. Eastman 9,189,958 136,628 - 0 -
James D. Hodgson 9,300,450 26,166 - 0 -
Herbert J. Siegel 9,301,362 25,254 - 0 -
At the meeting, the selection of Price Waterhouse LLP as UTV's
auditors for the current year was ratified by the following vote:
Broker
For Against Abstain Non-votes
--------- ------- ------- ---------
9,308,258 2,730 15,628 - 0 -
At the meeting, the 1995 Director Stock Option Plan was
adopted by the following vote:
Broker
For Against Abstain Non-votes
--------- ------- ------- ---------
8,949,218 306,181 57,599 13,618
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: August 9, 1995 By: /s/ GARTH S. LINDSEY
-------------- ------------------------
Garth S. Lindsey
Executive Vice President
and Chief Financial
Officer (Principal
Financial and Accounting
Officer)
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND> THIS SCHEDULE CONTAINS SUMMARY
FINANCIAL INFORMATION EXTRACTED
FROM 10Q DATED JUNE 30, 1995 AND
IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH FINANCIAL STATEMENTS
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> JUN-30-1995
<CASH> 25,152
<SECURITIES> 163,416
<RECEIVABLES> 33,396
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 247,552
<PP&E> 62,624
<DEPRECIATION> 46,812
<TOTAL-ASSETS> 310,964
<CURRENT-LIABILITIES> 49,260
<BONDS> 0
<COMMON> 1,001
0
0
<OTHER-SE> 232,810
<TOTAL-LIABILITY-AND-EQUITY> 310,964
<SALES> 79,045
<TOTAL-REVENUES> 79,045
<CGS> 51,945
<TOTAL-COSTS> 51,945
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 31,990
<INCOME-TAX> 12,950
<INCOME-CONTINUING> 19,040
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 19,040
<EPS-PRIMARY> 1.93
<EPS-DILUTED> 1.93
</TABLE>
