SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
/X/ QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended November 30, 1996
/ / 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 1-9244
-----------------------------
KING WORLD PRODUCTIONS, INC.
---------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 13-2565808
- --------------------------- ---------------------------
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
1700 Broadway
New York, New York 10019
- ------------------------------ ------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 212 315-4000
------------
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 ----
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date. Common Stock, $.01 par
value, 37,377,617 shares outstanding as of January 7, 1997.
<PAGE 2>
KING WORLD PRODUCTIONS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
ASSETS
(Dollars in thousands)
<TABLE>
<CAPTION>
<S> <C> <C>
November 30, August 31,
1996 1996
____________ __________
(Unaudited)
CURRENT ASSETS:
Cash and cash equivalents $344,469 $344,766
Short-term investments 166,892 153,969
Accounts receivable (net of allowance
for doubtful accounts of $4,115
and $4,196 at November 30, 1996 and
August 31, 1996, respectively) 71,935 60,378
Producer advances and deferred costs 74,616 74,824
Other current assets 2,262 1,932
_______ ________
Total current assets 660,174 635,869
_______ ________
LONG-TERM INVESTMENTS, at cost,
which approximates market value 171,713 145,645
_______ ________
FIXED ASSETS, at cost 13,863 13,384
Less - accumulated depreciation
and amortization (10,738) (10,503)
_______ ________
3,125 2,881
_______ ________
PRODUCER ADVANCES AND OTHER ASSETS 47,275 69,746
_______ ________
$882,287 $854,141
======== ========
The accompanying Notes to Consolidated Financial Statements
are an integral part of these balance sheets.
</TABLE>
<TABLE>
<PAGE 3>
KING WORLD PRODUCTIONS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (continued)
LIABILITIES AND STOCKHOLDERS' EQUITY
(Dollars in thousands)
<S> <C> <C>
November 30, August 31,
1996 1996
___________ __________
(Unaudited)
CURRENT LIABILITIES:
Accounts payable and
accrued liabilities $ 14,838 $ 15,237
Payable to producers and others 50,827 71,920
Income taxes payable 41,910 29,099
_______ ________
Total current liabilities 107,575 116,256
_______ ________
STOCKHOLDERS' EQUITY:
Preferred stock, $.01 par value;
5,000,000 shares authorized,
none issued -- --
Common stock, $.01 par value;
75,000,000 shares autho-
rized, 50,808,211 shares
and 50,734,739 shares issued
at November 30, 1996 and
August 31, 1996, respectively 508 507
Paid-in capital l12,525 110,666
Retained earnings 967,618 932,651
Treasury stock, at cost; 13,442,594
shares at November 30, 1996 and
August 31, 1996 (305,939) (305,939)
________ ________
774,712 737,885
________ ________
$882,287 $854,141
======== ========
The accompanying Notes to Consolidated Financial Statements
are an integral part of these balance sheets.
</TABLE>
<TABLE>
<PAGE 4>
KING WORLD PRODUCTIONS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
<S> <C> <C>
Three Months Ended
November 30,
__________________
1996 1995
______ ______
(Dollars in thousands except
per share data)
REVENUES $164,287 $162,139
________ ________
EXPENSES:
Producers' fees, programming
and other direct
operating costs 98,806 98,091
Selling, general and
administrative expenses 18,439 18,471
________ ________
117,245 116,562
________ ________
Income from operations 47,042 45,577
INTEREST AND DIVIDEND INCOME 6,881 6,683
NONRECURRING GAIN - Sale of Buffalo
Broadcasting Co. Inc. -- 14,060
________ ________
Income before provision
for income taxes 53,923 66,320
PROVISION FOR INCOME TAXES 18,956 22,658
________ ________
Net income $ 34,967 $ 43,662
======== ========
PRIMARY EARNINGS PER SHARE $ .93 $ 1.17
======== ========
The accompanying Notes to Consolidated Financial Statements
are an integral part of these statements.
</TABLE>
<TABLE>
<PAGE 5>
KING WORLD PRODUCTIONS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<S> <C> <C>
Three Months Ended
November 30,
__________________
1996 1995
_____ ______
(Dollars in thousands)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $34,967 $ 43,662
Items not affecting cash:
Gain on sale of Buffalo
Broadcasting Co. Inc. -- (14,060)
Depreciation and amortization 235 196
Change in assets and liabilities:
Accounts receivable (11,441) (17,128)
Producer advances and
deferred costs 22,790 38,779
Accounts payable and accrued
liabilities (399) (695)
Payable to producers and others (21,093) (11,105)
Income taxes payable 12,811 20,102
Other, net (557) (1,444)
_______ __________
Net cash provided by operating
activities 37,313 58,307
_______ __________
CASH FLOWS FROM INVESTING ACTIVITIES:
(Increase) decrease in investments (38,991) (822)
Proceeds from sale of Buffalo
Broadcasting Co. Inc. -- 9,802
Additions to fixed assets (479) (272)
_______ _________
Net cash (used in) provided by
investing activities (39,470) 8,708
_______ ________
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of
common stock 1,860 3,648
_______ ________
NET (DECREASE) INCREASE IN CASH AND
CASH EQUIVALENTS (297) 70,663
CASH AND CASH EQUIVALENTS AT BEGINNING
OF PERIOD 344,766 446,896
_______ ________
CASH AND CASH EQUIVALENTS AT END
OF PERIOD $344,469 $517,559
======== ========
The accompanying Notes to Consolidated Financial Statements
are an integral part of these statements.
</TABLE>
<PAGE 6>
KING WORLD PRODUCTIONS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
(1) Summary of significant accounting policies
Principles of consolidation
The accompanying consolidated financial statements include the
accounts of King World Productions, Inc. ("King World") and its wholly-
owned subsidiaries. All significant intercompany transactions have been
eliminated. Unless the context suggests otherwise, the "Company", as used
herein, means King World and its subsidiaries.
The unaudited consolidated financial statements for the three
months ended November 30, 1996 have been prepared in accordance with the
instructions to Form 10-Q and include, in the opinion of management, all
adjustments (consisting only of normal recurring accruals) necessary for a
fair presentation of the results of operations for such period. They do
not, however, include all of the information and disclosures required by
generally accepted accounting principles for complete financial statements.
For further information, reference is made to the consolidated financial
statements for the year ended August 31, 1996 and the footnotes related
thereto included in the Company's Annual Report on Form 10-K from which the
August 31, 1996 balances presented herein have been derived. The results
of operations for the three months ended November 30, 1996 are not neces-
sarily indicative of the results of operations for the full year.
Revenue recognition
License fees from first-run syndicated television properties are
recognized at the commencement of the license period pursuant to noncancel-
able agreements and as each show is made available to the licensee via
satellite transmission. Because transmission to the satellite takes place,
on the average, no more than two to three days prior to the broadcast of
the programming, revenues are recognized on or about the air date.
The Company typically receives a portion of the fees derived from
the licensing of syndicated television programming in the form of retained
advertising time, which is sold to advertisers by Camelot Entertainment
Sales, Inc. ("Camelot"), a wholly-owned subsidiary of the Company. Such
revenues are recognized at the same time as the cash portion of the license
fees derived from such programming is recognized, in amounts adjusted for
expected ratings.
<PAGE 7>
KING WORLD PRODUCTIONS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
License fees for non-first-run syndicated properties are recog-
nized at the gross contract amount (net of discount to present value for
license periods greater than one year) at the commencement of the license
period.
Principal properties
The Company's principal properties are licenses to distribute The
Oprah Winfrey Show, Wheel of Fortune and Jeopardy!; and Inside Edition, a
first-run syndicated series produced and distributed by the Company. The
Oprah Winfrey Show accounted for approximately 41% and 40% of revenues for
the three months ended November 30, 1996 and 1995, respectively; Wheel of
Fortune accounted for approximately 20% and 19% of revenues for the three
months ended November 30, 1996 and 1995, respectively; Jeopardy! accounted
for approximately 17% of revenues for each of the three months ended
November 30, 1996 and 1995, respectively; and Inside Edition accounted for
approximately 8% and 9% of revenues for the three months ended November 30,
1996 and 1995, respectively.
Producers' fees, programming and other direct operating costs
Producers' fees, programming and other direct operating costs
primarily include the producers' share of both cash license fees from the
sale of programming to television stations and revenues derived from the
sale of retained advertising time to advertisers with respect to program-
ming distributed by the Company; participation fees payable by the Company
to producers and talent; production and distribution costs for first-run
syndicated programming; and the direct operating costs of King World
Direct. That portion of recognized revenue that is to be paid to producers
and owners of programming is accrued as the license fees are earned. The
share of license fees payable by the Company to such producers and others
is generally paid as cash license fees and revenues derived from the sale
of retained advertising time are received from television stations and
advertisers.
<PAGE 8>
KING WORLD PRODUCTIONS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
(1) Summary of significant accounting policies (continued)
Stockholders' equity
Primary earnings per share has been computed using the weighted
average number of common shares outstanding of 37,689,000 and 37,425,000,
respectively, for the three months ended November 30, 1996 and 1995, which
includes the dilutive effect from the assumed exercise of vested and
unvested stock options outstanding as of the end of each such period. The
difference between primary and fully diluted earnings per share for both
periods presented was not significant.
(2) Nonrecurring gain - sale of Buffalo Broadcasting Co. Inc.
In October 1995, the Company closed its agreement to sell WIVB-
TV, the CBS-affiliated VHF television station in Buffalo, New York, to LIN
Television Corporation for $95 million in cash. As a result of this
transaction, the Company recorded a nonrecurring gain of approximately
$14.1 million, of which approximately $9.8 million represents cash proceeds
to the Company from the sale. The remaining $4.3 million of such gain
represents the reversal of previously recognized accounting losses (with no
associated income tax effect) in excess of the Company's original invest-
ment.
(3) Producer advances
On January 2, 1996, the Company paid Harpo, Inc. ("Harpo"), the
producer of The Oprah Winfrey Show, a $65 million advance against its
minimum participation payments for the 1996-1997 broadcast season. As of
November 30, 1996, approximately $36.6 million of such advance remained
unrecouped. In addition, as of November 30, 1996, the Company had an
unrecouped advance to Harpo of $65 million against Harpo's minimum partici-
pation payments for the 1997-1998 broadcast season. Based on the license
agreements in place for the seasons covered by such advances, the Company
believes that revenues from the series will be sufficient to enable the
Company to recoup such advances. Such advances are refundable to the
Company by Harpo and Ms. Winfrey if King World terminates such license
agreements with Harpo due to Harpo's failure to deliver episodes of The
Oprah Winfrey Show.
Item 2. Management's Discussion and Analysis of
<PAGE 9>
Results of Operations and Financial Condition
RESULTS OF OPERATIONS
Comparison of Three Months Ended November 30, 1996 and 1995
Revenues
Revenues for the first quarter of fiscal 1997 increased by
approximately 1% compared to the first quarter of the prior year, primarily
due to increased cash license fees from The Oprah Winfrey Show, Wheel of
Fortune and, to a lesser extent, Jeopardy!, offset partially by lower
revenues derived from the sale of retained advertising time on Inside
Edition, American Journal and Rolonda.
The Oprah Winfrey Show, Wheel of Fortune, Jeopardy! and Inside
Edition accounted for approximately 41%, 20%, 17% and 8%, respectively, of
the Company's revenues for the first quarter of fiscal 1997 compared to
40%, 19%, 17% and 9%, respectively, for the first quarter of fiscal 1996.
American Journal accounted for approximately 4% of the Company's revenues
for the first quarter of fiscal 1997 compared to 5% for the first quarter
of fiscal 1996, and Rolonda accounted for approximately 1% of the Company's
revenues for the first quarter of fiscal 1997 compared to 2% for the first
quarter of fiscal 1996.
Producers' fees, programming and other direct operating costs
Producers' fees, programming and other direct operating costs
increased by approximately 1% in the first quarter of fiscal 1997 compared
to the first quarter of fiscal 1996, primarily as a result of the modest
increase in revenues generated by The Oprah Winfrey Show, Wheel of Fortune
and, to a lesser extent, Jeopardy! (a portion of which is payable to the
producer of each such series).
Selling, general and administrative expenses
<PAGE 10>
In December 1995, the Company entered into new employment
agreements with its President and Chief Executive Officer and its Chairman
of the Board. The agreements provide, among other things, for annual
performance-based bonuses, including bonuses payable upon the introduction
of new shows and bonuses which vary depending on the Company's net income
and Common Stock price during preestablished measurement periods. As a
result, the Company's compensation expense will increase if the Company
introduces a new series in syndication, if the Company's net income
increases or if the Common Stock price exceeds the specified levels during
the applicable measurement periods. The Company has recognized the impact
of certain of these bonuses in its operating results for the first quarter
of fiscal 1997 which includes all amounts payable in accordance with the
terms of such employment agreements.
Selling, general and administrative expenses for the first
quarter of fiscal 1997 were comparable to those for the first quarter of
fiscal 1996.
Net income and primary earnings per share
Due to the factors discussed above, the Company's operating
income for the three months ended November 30, 1996 increased by approxi-
mately 3% compared to the corresponding period of the prior year. Reported
net income decreased by approximately $8.7 million, or 20%, as a result of
the Company recording a nonrecurring gain of approximately $14.1 million on
the sale of Buffalo Broadcasting Co. Inc. ("Buffalo") to LIN Television
Corporation during the first quarter of fiscal 1996. Reported primary
earnings per share decreased for the period from $1.17 per share in fiscal
1996 to $.93 per share in fiscal 1997 as a result of the nonrecurring
Buffalo gain.
Absent the nonrecurring gain on the sale of Buffalo, net income
increased by approximately $1.6 million, or 5%, for the three months ended
November 30, 1996, reflecting the increase in operating income, slightly
higher interest income earned on the Company's cash and investments and a
lower effective tax rate for the first quarter of fiscal 1997 than in the
first quarter of fiscal 1996. Primary earnings per share increased by
approximately $.04, or 4%, in the three months ended November 30, 1996 as a
result of the increase in net income and a slightly greater number of
shares outstanding for the period.
The Company's results of operations are highly dependent upon the
viewing preferences of television audiences and the Company's ability to
acquire distribution rights to, or itself produce, television programming
that achieves broad and enduring audience acceptance. The success of the
Company's programming could be significantly affected by changes in viewer
preferences or the unavailability of new programming or talent. Moreover,
the amount of revenue derived from the sale of retained advertising time is
dependent upon a large number of factors, such as household ratings, the
demographic composition of the viewing audience and economic conditions in
general and in the advertising business in particular.
<PAGE 11>
Due to the success of the shows distributed by the Company and in
order to mitigate the influence of some of the factors referred to above,
the Company has been obtaining multi-year licenses and license renewals
from television stations for its principal distribution properties,
extending as far into the future as the 1999-2000 broadcast season. In
general, these licenses and renewals have been at rates as favorable or
more favorable to the Company than the rates applicable to the 1995-1996
broadcast season. All such licenses and renewals are contingent upon the
continued production of the series by their respective producers through
the broadcast seasons for which the licenses run.
The Company believes that the impact of inflation on its opera-
tions has not been significant.
LIQUIDITY AND CAPITAL RESOURCES
The Company requires capital resources to fund development,
production and promotion costs of independently produced programming,
including, in some instances, advances to producers and talent, to produce
its own programs and to acquire distribution rights to new programming. In
acquiring distribution rights from independent producers, King World has
tried to avoid making significant capital commitments to such producers
until it has obtained broadcast commitments from a substantial number of
television stations. As a result of this strategy and the success of its
existing syndication properties, to date, King World has funded substan-
tially all programming acquisition, development and production costs and
advances from its operations.
The distribution of television programming is highly competitive
and the Company may be obliged to offer, among other things, guarantees and
cash advances to acquire, renew or extend distribution rights. Under the
terms of the Company's agreement with Harpo, Inc. ("Harpo"), the Company
has the exclusive right, and has agreed, to distribute episodes of The
Oprah Winfrey Show produced through the 1999-2000 television season,
subject to Harpo's and Ms. Winfrey's right to decline to produce and host
the show in any season after the 1995-1996 season. To date, Harpo and
Ms. Winfrey have committed to produce and host the show through the 1997-
1998 broadcast season. There can be no assurances that Harpo and Ms.
Winfrey will elect to produce and host the show for seasons beyond the
1997-1998 season. Their failure to do so would have a material adverse
effect on the Company's results of operations.
Under the terms of its agreement with Harpo, the Company agreed,
among other things, to pay Harpo production fees and to guarantee partici-
pation payments to Harpo at levels which are substantially higher than
those that were in effect prior to the 1995-1996 season. In addition, in
the 1997-1998 season and thereafter, profit sharing arrangements between
Harpo and the Company currently in effect will terminate and the Company
will instead receive distribution fees based on a percentage of gross
revenues derived from the series. These arrangements are less favorable to
the Company than those contained in prior agreements between the Company
and Harpo and, unless offset by significant increases in license fees paid
<PAGE 12>
by television stations for the series in forthcoming seasons, increased
barter revenues from the series, or both, the Company's net profits and
cash flow derived from The Oprah Winfrey Show will decline in the coming
years.
The Company has paid Harpo a $65 million advance against its
minimum participation payments for the 1996-1997 broadcast season. As of
November 30, 1996, approximately $36.6 million of such advance remained
unrecouped. In addition, as of November 30, 1996, the Company had an
unrecouped advance to Harpo of $65 million against Harpo's minimum partici-
pation payments for the 1997-1998 broadcast season. Based on the license
agreements in place for the seasons covered by such advances, the Company
believes that revenues from the series will be sufficient to enable the
Company to recoup such advances. Such advances are refundable to the
Company by Harpo and Ms. Winfrey if King World terminates the agreement due
to Harpo's failure to deliver episodes of the series.
From time to time, the Company has used cash reserves and/or
borrowed funds to make acquisitions of and investments in properties in the
media field, to repurchase shares of its Common Stock and to fund develop-
ment and production of new programming. The Company continues to evaluate
opportunities in these areas, and may seek to raise capital in public or
private securities markets to finance such activities if it considers it
advantageous to do so. The Company recently formed a new division, King
World Ventures, which will have primary responsibility for the Company's
investment and acquisition program including analysis of new business
opportunities.
PART II - OTHER INFORMATION
None.
<PAGE>
<PAGE 13>
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, thereunto duly authorized.
KING WORLD PRODUCTIONS, INC.
By: /s/ Steven A. LoCascio
-----------------------------
Steven A. LoCascio
As Interim Chief Financial Officer
and on behalf of the Registrant
January 14, 1997
<PAGE 14>
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<LEGEND>
EXHIBIT 27.1
FINANCIAL DATA SCHEDULE
COMMERCIAL AND INDUSTRIAL COMPANIES
ARTICLE 5 OF REGULATION S-X
This schedule contains summary financial information extracted
from the Consolidated Statements of Operations and Consolidated Balance
Sheets of King World Productions, Inc. and its Subsidiaries and is quali-
fied in its entirety by reference to such financial statements.
</LEGEND>
<S> <C>
<DESCRIPTION (TAG)> ENTRY
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<PERIOD-TYPE> 1st QUARTER
<FISCAL-YEAR-END> 08/31
<PERIOD-START> 09/01/96
<PERIOD-END> 11/30/96
<EXCHANGE-RATE> 1
<CASH> $344,469
<SECURITIES> $0
<RECEIVABLES> $76,050
<ALLOWANCES> $4,115
<INVENTORY> $0
<CURRENT ASSETS> $660,174
<PP&E> $13,863
<DEPRECIATION> $10,738
<TOTAL-ASSETS> $882,287
<CURRENT-LIABILITIES> $107,575
<BONDS> $0
<COMMON> $508
$0
$0
<OTHER-SE> $774,204
<PAGE 15>
<TOTAL-LIABILITY-AND-EQUITY> $882,287
<SALES> $0
<TOTAL-REVENUES> $164,287
<CGS> $0
<TOTAL-COSTS> $98,806
<OTHER-EXPENSES> $18,439
<LOSS-PROVISION> $0
<INTEREST-EXPENSE> $0
<INCOME-PRETAX> $53,923
<INCOME-TAX> $18,596
<INCOME-CONTINUING> $34,967
<DISCONTINUED> $0
<EXTRAORDINARY> $0
<CHANGES> $0
<NET-INCOME> $34,967
<EPS-PRIMARY> $0.93
<EPS-DILUTED> $0.93
</TABLE>
