<PAGE 1>
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 February 28, 1998
[ ] 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)
12400 Wilshire Boulevard
Suite 1200
Los Angeles, California 90025
__________________________________________________
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 310-826-1108
____________
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, 73,121,907 shares outstanding as of April 1, 1998.<PAGE>
<PAGE 2>
KING WORLD PRODUCTIONS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
ASSETS
(Dollars in thousands)
February 28, August 31,
1998 1997
______________________
(Unaudited)
CURRENT ASSETS:
Cash and cash equivalents $213,189 $317,782
Short-term investments 173,464 234,677
Accounts receivable (net of
allowance for doubtful accounts of
$3,301 and $4,101 at February 28, 1998
and August 31, 1997, respectively) 88,384 75,092
Producer advances and deferred costs. . 79,547 74,652
Other current assets. . . . . . . . . . 1,323 1,857
________ ________
Total current assets . . 555,907 704,060
________ ________
LONG-TERM INVESTMENTS, at cost,
which approximates market value . . . . 296,640 177,590
________ ________
FIXED ASSETS, at cost . . . . . . . . . . . 28,561 21,455
Less - accumulated depreciation
and amortization (12,608) (11,706)
________ ________
15,953 9,749
________ ________
PRODUCER ADVANCES AND OTHER ASSETS. . . . . 83,686 10,668
________ ________
$952,186 $902,067
======== ========
The accompanying Notes to Consolidated Financial Statements
are an integral part of these balance sheets.
<PAGE 3>
KING WORLD PRODUCTIONS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (continued)
LIABILITIES AND STOCKHOLDERS' EQUITY
(Dollars in thousands)
February 28, August
31,
1998 1997
______________________
(Unaudited)
CURRENT LIABILITIES:
Accounts payable and
accrued liabilities . . . . . . . . . $ 17,030 $ 18,014
Payable to producers and others . . . . 53,150 69,599
Income taxes payable. . . . . . . . . . 28,683 30,372
_________ _________
Total current liabilities. . . . . . 98,863 117,985
_________ _________
STOCKHOLDERS' EQUITY:
Preferred stock, $.01 par value;
5,000,000 shares authorized,
none issued. . . . . . . . . . . . . . -- --
Common stock, $.01 par value;
150,000,000 shares authorized,
88,009,701 shares and
87,664,828 shares issued
at February 28, 1998 and
August 31, 1997, respectively (Note 1) 880 877
Paid-in capital. . . . . . . . . . . . . 131,462 124,130
Retained earnings. . . . . . . . . . . . 1,069,137 1,001,190
Treasury stock, at cost; 14,526,094 shares
and 14,413,594 shares at February 28,
1998 and August 31, 1997, respectively (348,156) (342,115)
_________ _________
853,323 784,082
_________ _________
$ 952,186 $ 902,067
======== ========
The accompanying Notes to Consolidated Financial Statements
are an integral part of these balance sheets.
<PAGE 4>
KING WORLD PRODUCTIONS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
Three Months Ended Six Months Ended
February 28, February 28,
___________________ _________________
1998 1997 1998 1997
________ _______ ________ _______
(Dollars in thousands except per share data)
REVENUES....................... $173,916 $175,169 $346,842 $339,456
________ ________ ________ ________
EXPENSES:
Producers' fees, programming
and other direct
operating costs............ 110,694 103,764 217,929 202,570
Selling, general and
administrative expenses.... 19,115 21,254 39,156 39,693
________ ________ ________ ________
129,809 125,018 257,085 242,263
________ ________ ________ ________
Income from operations..... 44,107 50,151 89,757 97,193
INTEREST AND
DIVIDEND INCOME.............. 7,178 7,034 14,072 13,915
________ ________ ________ ________
Income before provision
for income taxes......... 51,285 57,185 103,829 111,108
PROVISION FOR INCOME TAXES..... 17,707 20,508 35,882 39,464
________ ________ ________ ________
Net income................. $ 33,578 $ 36,677 $ 67,947 $ 71,644
======== ======== ======== ========
BASIC EARNINGS PER SHARE....... $ .46 $ .49 $ .93 $ .96
======== ======== ======== ========
DILUTED EARNINGS PER SHARE..... $ .44 $ .48 $ .89 $ .95
======== ======== ======== ========
The accompanying Notes to Consolidated Financial Statements
are an integral part of these statements.
<PAGE 5>
KING WORLD PRODUCTIONS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Six Months Ended
February 28,
_________________-
___
1998 1997
________
________
(Dollars in thou-
sands)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income . . . . . . . . . . . . . . . . . $ 67,947 $
71,644
Items not affecting cash:
Depreciation and amortization. . . . . . 902
816
Change in assets and liabilities:
Accounts receivable. . . . . . . . . . . (13,292)
(10,872)
Producer advances and
deferred costs . . . . . . . . . . . . (74,396)
42,953
Accounts payable and accrued
liabilities . . . . . . . . . . . . . . (984)
1,848
Payable to producers and others . . . . . (16,449)
(27,298)
Income taxes payable. . . . . . . . . . . (1,689)
(3,102)
Other, net. . . . . . . . . . . . . . . . (2,983)
(185)
________
________
Net cash (used in) provided by
operating activities. . . . . . . . . . . . . (40,944)
75,804
________
________
CASH FLOWS FROM INVESTING ACTIVITIES:
Increase in investments. . . . . . . . . . . . (57,837)
(116,138)
Additions to fixed assets. . . . . . . . . . . (7,106)
(7,278)
________
________
Net cash used in investing
activities. . . . . . . . . . . . . . . . . . . (64,943)
(123,416)
________
________
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from issuance of common stock . . . . 7,335
2,891
Purchase of treasury stock . . . . . . . . . . (6,041)
- --
________
________
Net cash provided by financing
activities . . . . . . . . . . . . . . . . . 1,294
2,891
________
________
NET DECREASE IN CASH AND CASH
EQUIVALENTS . . . . . . . . . . . . . . . . . . (104,593)
(44,721)
CASH AND CASH EQUIVALENTS AT BEGINNING
OF PERIOD . . . . . . . . . . . . . . . . . . . 317,782
344,766
________
________
CASH AND CASH EQUIVALENTS AT END
OF PERIOD . . . . . . . . . . . . . . . . . . . $213,189
$300,045
========
========
The accompanying Notes to Consolidated Financial Statements
are an integral part of these statements.
<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. All share and per share
data presented in these consolidated financial statements have been
adjusted to give effect to a two-for-one stock split, effected in the form
of a 100% stock dividend, which was paid by the Company on February 17,
1998.
The unaudited consolidated financial statements for the six
months and three months ended February 28, 1998 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 periods. 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 fiscal year ended
August 31, 1997 and the footnotes related thereto included in the Company's
Annual Report on Form 10-K from which the August 31, 1997 balances
presented herein have been derived. The results of operations for the six
months and three months ended February 28, 1998 are not necessarily indica-
tive 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
noncancellable 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.
<PAGE 7>
KING WORLD PRODUCTIONS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
(1) Summary of significant accounting policies (continued)
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 King World Media Sales,
Inc., 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 rat-
ings.
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 and when certain other conditions are satisfied.
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 42% and 40% of revenues for
__________________
the six months ended February 28, 1998 and 1997, respectively; Wheel of
________
Fortune accounted for approximately 21% and 19% of revenues for each of
_______
such periods, respectively; Jeopardy! accounted for approximately 18% and
_________
17% of revenues for each of such periods, respectively; and Inside Edition
______________
accounted for approximately 7% and 8% of revenues for each of such periods,
respectively.
The Company distributes The Oprah Winfrey Show pursuant to an
______________________
agreement with Harpo, Inc., the producer of the series ("Harpo"). Under
the terms of the Company's agreement with Harpo, the Company has the
exclusive right, and has agreed, to distribute episodes of The Oprah
_________
Winfrey Show produced through the 1999-2000 broadcast season. Pursuant to
____________
such agreement, Harpo and Ms. Winfrey have also committed to produce and
host the show through the 1999-2000 broadcast season. Even if Harpo elects
to continue to produce The Oprah Winfrey Show after the 1999-2000 broadcast
______________________
season, it will not be obligated to distribute the series through the
Company.
<PAGE 8>
KING WORLD PRODUCTIONS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
(1) Summary of significant accounting policies (continued)
The Company's agreements with Columbia TriStar Television, the
producer of Wheel of Fortune and Jeopardy!, provide that King World will be
________________ _________
the exclusive distributor for each such series so long as the Company has
obtained sufficient broadcast commitments to cover the production and
distribution costs of that series and that the Company may not, unless
otherwise agreed by Columbia TriStar Television, distribute other game
shows for first-run strip syndication so long as the Company is
distributing Wheel of Fortune or Jeopardy!.
________________ _________
The Company has entered into an agreement with Full Moon & High
Tide Productions, Inc., a company controlled by Roseanne, to co-produce The
___
Roseanne Show, an hour-long strip talk show hosted by Roseanne and distrib-
_____________
uted by the Company in first-run syndication. The series is scheduled to
premiere in the Fall of 1998. Under the terms of the agreement, the
Company will have the exclusive right to distribute the show through the
2003-2004 broadcast season. As of April 1, 1998, the series had been
licensed for the 1998-1999 and 1999-2000 broadcast seasons to television
stations covering 86% of the total domestic television viewing households.
The Company has also entered into an agreement with Columbia
TriStar Television to co-produce a new strip version of the game show
Hollywood Squares for distribution by the Company in first-run syndication.
_________________
This series is also scheduled to premiere in the Fall of 1998. As of April
1, 1998, the series had been licensed for the 1998-1999, 1999-2000 and
2000-2001 broadcast seasons to television stations covering 77% of the
total domestic television viewing households.
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, the Company's direct response marketing subsidiary.
<PAGE 9>
KING WORLD PRODUCTIONS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
(1) Summary of significant accounting policies (continued)
That portion of any recognized revenue that is to be paid to producers and
owners of programming is accrued as such revenues are earned. The share of
revenues 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.
Stockholders' equity
____________________
In the first quarter of fiscal 1998, the Company adopted
Statement of Financial Accounting Standards No. 128, "Earnings per Share"
("SFAS 128"). SFAS 128 requires the presentation of "basic" earnings per
share, which excludes any common stock equivalents and their related
dilution, and "diluted" earnings per share, which includes the potential
dilution from all common stock equivalents including options, warrants and
convertible securities. Basic earnings per share has been computed using
the weighted average number of shares of Common Stock outstanding of
73,478,000 and 74,770,000 for the three months ended February 28, 1998 and
1997, respectively, and 73,366,000 and 74,739,000 for the six months ended
February 28, 1998 and 1997, respectively. Diluted earnings per share,
which includes the dilutive effect of the assumed exercise of vested and
unvested stock options outstanding as of the end of each period reported,
has been computed using the weighted average number of shares of Common
Stock outstanding of 77,171,000 and 75,676,000 for the three months ended
February 28, 1998 and 1997, respectively, and 76,477,000 and 75,530,000 for
the six months ended February 28, 1998 and 1997, respectively. Reported
earnings per share in prior periods has been restated to conform with the
provisions of SFAS 128.
On January 19, 1998 the Company's Board of Directors declared a
two-for-one stock split, effected in the form of a 100% stock dividend,
which was paid on February 17, 1998 to stockholders of record on February
3, 1998. In connection with the stock split, the Company increased the
number of authorized shares of Common Stock from 75 million to 150 million,
which increase was approved by the stockholders of the Company on January
19, 1998. The par value of the additional 36,738,470 shares of Common
Stock issued in connection with the stock split was credited to Common
Stock and a like amount charged to paid-in
<PAGE 10>
KING WORLD PRODUCTIONS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
capital. All share and per share data presented in these consolidated
financial statements have been adjusted for all periods presented to
reflect the stock split.
(2) Producer advances
On January 2, 1996, the Company paid an advance of $65 million to
Harpo against Harpo's minimum participation payments for the 1997-1998
broadcast season which was fully recouped as of February 28, 1998. In
addition, in September 1997, the Company made advances to Harpo in the
aggregate amount of $130 million against Harpo's minimum participation pay-
ments for the 1998-1999 and 1999-2000 broadcast seasons, none of which was
recouped as of February 28, 1998. Based on the license agreements in place
for such broadcast seasons, the Company believes that revenues from the
series will be sufficient to enable the Company to recoup such advances for
such seasons. All of the advances paid to Harpo 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.
__________________
<PAGE 11>
Item 2. Management's Discussion and Analysis of
Results of Operations and Financial Condition
_____________________________________________
The discussion herein contains certain forward-looking statements
covering the Company's objectives, planned or expected activities and
anticipated financial performance. These forward-looking statements may
generally be identified by words such as "expects", "anticipates",
"believes", "plans", "should", "will" "may", "projects" (or variants of
these words or phrases), or similar language indicating the expression of
an opinion or view concerning the future with respect to the Company's
financial position, results of operations, prospects or business. The
Company's actual results may differ significantly from the results
described in or suggested by such forward-looking statements.
RESULTS OF OPERATIONS
COMPARISON OF SIX MONTHS AND THREE MONTHS ENDED FEBRUARY 28, 1998 AND 1997
Revenues
________
Revenues for the first six months of fiscal 1998 increased by
approximately 2% over revenues for the first six months of the prior fiscal
year, primarily due to increased revenues from the sale of retained
advertising time on and increased cash license fees from The Oprah Winfrey
_________________
Show, Wheel of Fortune and Jeopardy!, offset by lower revenues from King
____ ________________ _________
World Direct. The decrease in revenues from King World Direct was
attributable to significantly lower sales of the Wild America video series
____________
and the Sears Craftsman Robogrip pliers. King World Direct operates in a
seasonal business with revenues heavily reliant on the Christmas selling
season. Consequently, King World Direct's revenues and earnings have
historically been higher in the Company's second fiscal quarter than in the
first, third and fourth fiscal quarters.
The Company's revenues for the three months ended February 28,
1998 were comparable to revenues for the three months ended February 28,
1997, decreasing by less than 1%, due primarily to the same factors
discussed above with respect to the six month period, but affected by the
greater impact of King World Direct's operations on the Company's second
quarter of fiscal 1998.
<PAGE 12>
The principal components of the Company's revenues for the six
months and three months ended February 28, 1998 and 1997 are as follows:
Six Months Ended Three Months Ended
February 28, February 28,
__________________ __________________
1998 1997 1998 1997
____ ____ ____ ____
The Oprah Winfrey Show 42% 40% 42% 38%
______________________
Wheel of Fortune 21% 19% 21% 19%
________________
Jeopardy! 18% 17% 18% 17%
_________
Inside Edition 7% 8% 7% 7%
______________
American Journal (1) 4% 4% 4% 4%
________________
Rolonda (2) -- 1% -- 1%
_______
King World Direct 2% 6% 2% 9%
(1) The production of American Journal will be discontinued after the
current broadcast season.
(2) The production of Rolonda was discontinued after the 1996-1997
broadcast season.
Producers' fees, programming and other direct operating costs
_____________________________________________________________
Under the terms of its agreement with Harpo, following the 1996-
1997 season, the profit sharing arrangements between Harpo and the Company
previously in effect were terminated and, in the 1997-1998 season and
thereafter, the Company instead receives distribution fees based on a per-
centage 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. As a result of these changes, the contribu-
tion of The Oprah Winfrey Show to the Company's net profits and cash flow
______________________
has declined.
Producers' fees, programming and other direct operating costs
increased by approximately 8% in the first six months of fiscal 1998
compared to the first six months of fiscal 1997. The increase was primari-
ly due to the greater portion of revenues payable to Harpo, as discussed
above, as well as the increase in revenues generated by The Oprah Winfrey
_________________
Show, Wheel of Fortune and Jeopardy! (a portion of which is payable to the
____ ________________ _________
producer of each such series). These effects were partially offset by the
lower operating costs of King World Direct and a decrease in production
costs due to the discontinuation of Rolonda. For the three months ended
_______
February 28, 1998, producers' fees, program-
<PAGE 13>
KING WORLD PRODUCTIONS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
ming and other direct operating costs increased by approximately 7% due
primarily to the same factors as those discussed above for the six month
period.
Selling, general and administrative expenses.
____________________________________________
The Company has entered into employment agreements with its
Chairman of the Board, its Vice Chairman and Chief Executive Officer and
certain other executive officers. Such agreements provide, among other
things, for 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
and second quarters of fiscal 1998, which include all amounts payable in
accordance with the terms of such employment agreements.
Selling, general and administrative expenses for the first six
months of fiscal 1998 were comparable to the corresponding period of fiscal
1997, decreasing by approximately 1%. The decrease was primarily due to a
decrease in advertising and promotion costs for The Oprah Winfrey Show,
______________________
Rolonda and American Journal, offset by increases in the costs of program-
_______ ________________
ming under development, including The Roseanne Show and Hollywood Squares,
_________________ _________________
two new series that are scheduled to premiere in the Fall of 1998, and
greater costs incurred in connection with sales of these and other programs
distributed by the Company. Selling, general and administrative expenses
for the three months ended February 28, 1998 decreased by 10% compared to
the corresponding period of fiscal 1997, primarily due to the decrease in
advertising and promotion costs for The Oprah Winfrey Show, Rolonda and
______________________ _______
American Journal.
________________
Net income and earnings per share
_________________________________
Due to the factors discussed above, the Company's operating
income for the six months and three months ended February 28, 1998
decreased by approximately 8% and 12%, respectively, compared to the
corresponding period of the prior year.
<PAGE 14>
Net income decreased by approximately $3.7 million, or 5% for the
six months ended February 28, 1998 in comparison to the six months ended
February 28, 1997, reflecting the decrease in operating income offset by
slightly higher interest income earned on the Company's cash and
investments and a lower effective tax rate for the first six months of
fiscal 1998. Basic earnings per share decreased by 3% from $.96 per share
in the first six months of fiscal 1997 to $.93 per share in the first six
months of the current fiscal year as a result of the decline in net income
offset by a decrease in the number of shares outstanding resulting from the
Company's stock repurchase program. Diluted earnings per share decreased
by 6% from $.95 per share in the first six months of the prior year to $.89
in the first six months of fiscal 1998, due primarily to a higher average
Common Stock price for the first six months of fiscal 1998 (which resulted
in a greater dilutive effect of outstanding stock options under the method
used by the Company to calculate diluted earnings per share).
For the three months ended February 28, 1998 as compared to the
same period of the prior year, net income decreased by 8% from $36.7
million to $33.6 million; basic earnings per share decreased by 6% from
$.49 per share to $.46 per share; and diluted earnings per share decreased
by 8% from $.48 per share to $.44 per share, all for the same reasons
discussed above for the six month period.
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 2001-2002 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 1996-1997
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
<PAGE 15>
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 all programming acquisition, development,
production and promotion costs and advances from its operations. The
Company is currently funding the development and production costs of The
___
Roseanne Show and its new version of Hollywood Squares.
_____________ _________________
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, the Company has the exclusive
right, and has agreed, to distribute episodes of The Oprah Winfrey Show
______________________
produced through the 1999-2000 television season. Pursuant to such
agreement, Harpo and Ms. Winfrey have also committed to produce and host
the show through the 1999-2000 broadcast season.
After the 1999-2000 television season, King World's right to
distribute The Oprah Winfrey Show, if not renewed, will terminate. For
______________________
several years, the Company has been, and is now, in the process of devel-
oping new television shows for syndication that it hopes will gain wide-
spread audience appeal and generate significant revenues and income for the
Company. Two such shows, The Roseanne Show and a new version of the game
_________________
show Hollywood Squares, are scheduled to premiere in the 1998-1999
_________________
television season. Although the Company hopes to renew its distribution
arrangements with Harpo for television seasons following the 1999-2000
season, there can be no assurance that (a) Harpo and Ms. Winfrey will
continue to produce and host the show beyond that season; (b) even if they
do continue to produce and host the show beyond that season, that the
Company will be able to obtain the distribution rights for any such future
season on terms favorable to the Company; or (c) that the revenues generat-
ed by these or any other new shows will be sufficient to offset the loss of
revenues and income that would result if such future distribution rights
are not so obtained. The failure to renew such distribution rights on
favorable terms, coupled with the failure of either or both of such new
shows to gain widespread audience appeal, could be expected to have a
material adverse effect on the Company's results of operations and finan-
cial condition after the 1999-2000 television season.
On January 2, 1996 the Company paid an advance of $65 million to
Harpo against Harpo's minimum participation payments for the 1997-1998
broadcast season which was fully recouped as of
<PAGE 16>
February 28, 1998. In addition, in September 1997, the Company made
advances to Harpo in the aggregate amount of $130 million against Harpo's
minimum participation payments for the 1998-1999 and 1999-2000 broadcast
seasons, none of which was recouped as of February 28, 1998. Based on the
license agreements in place for such broadcast seasons, the Company
believes that revenues from the series will be sufficient to enable the
Company to recoup the advances for such seasons. All of the advances paid
to Harpo are refundable to the Company by Harpo and Ms. Winfrey if King
World terminates its agreement with Harpo due to Harpo's failure to deliver
episodes of The Oprah Winfrey Show.
______________________
The Company has used its cash reserves to make acquisitions of
and investments in broadcast and related properties in the entertainment
field, to repurchase shares of its Common Stock and to fund the cost of
development, production and promotion 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. A division of the Company, King
World Ventures, has primary responsibility for the Company's investment and
acquisition program, including analysis of new business opportunities.
On April 15, 1997, the Company announced that the Board of
Directors had approved a program to repurchase up to 10,000,000 shares of
its Common Stock from time to time in the open market and in privately
negotiated transactions. Through April 1, 1998, 2,596,700 shares of Common
Stock had been repurchased for aggregate consideration of approximately
$54.2 million or approximately $20.87 per share (such amounts have been
adjusted to reflect the two-for-one stock split). The Company intends to
continue to repurchase shares of its Common Stock in the open market and in
privately negotiated transactions if and when it deems it advantageous to
do so. Purchases under the share repurchase program will be financed out
of the Company's available cash and liquid investments.
On May 16, 1997, a special dividend distribution of $1.00 per
share was paid to stockholders of record on April 25, 1997. The Company
used approximately $74.8 million of its cash and liquid investments to pay
the special dividend. The Company has no present plan to declare addition-
al cash dividends in the foreseeable future.
On January 19, 1998 the Company's Board of Directors declared a
two-for-one stock split, effected in the form of a 100% stock dividend,
which was paid on February 17, 1998 to stockholders of record on February
3, 1998. In connection with the stock split, the Company increased the
number of authorized
<PAGE 17>
shares of Common Stock from 75 million to 150 million, which increase was
approved by the stockholders of the Company on January 19, 1998. The par
value of the additional 36,738,470 shares of Common Stock issued in
connection with the stock split was credited to Common Stock and a like
amount charged to paid-in capital. All share and per share data presented
in these consolidated financial statements have been adjusted for all
periods presented to reflect the stock split.
PART II - OTHER INFORMATION
Item 5. Other Information
_________________
At the Company's 1998 annual meeting of stockholders, held on
January 19, 1998, an aggregate 33,672,841 shares of Common Stock were
present in person or by proxy. Votes cast for and against and abstentions
for the matters submitted to a vote of security-holders were as follows:
1. Election of Directors:
For Authority Withheld
___ __________________
Frederic Rosen 32,592,337 1,080,504
Raymond L. Chambers 32,593,254 1,079,587
2. Approval of the amendment to the Company's 1996 Amended and
Restated Stock Option and Restricted Stock Purchase Plan:
For Against Abstain
___ _______ _______
32,845,636 789,033 38,172
3. Resolution to approve the amendment to the Company's 1996
Amended and Restated Stock Option and Restricted Purchase Plan:
For Against Abstain
___ _______ _______
21,237,516 12,387,541 47,784
4. Resolution to approve the performance based bonus of Jules
Haimovitz:
For Against Abstain
___ _______ _______
33,216,320 397,708 58,813
<PAGE 18>
5. Resolution to approve the proposal to declassify the
Company's Board of Directors are as follows:
For Against Abstain No Vote
___ _______ _______ _______
16,158,269 14,554,834 107,097 2,852,641
6. Appointment of Arthur Andersen LLP as the Company's auditors
for the current fiscal year:
For Against Abstain
___ _______ _______
33,564,027 71,217 37,597
Item 6. Exhibits and Reports on Form 8-K
________________________________
(a) Exhibits. None.
________
(b) Report on Form 8-K. None.
__________________
<PAGE 19>
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
Senior Vice President and
Chief Financial Officer
and on behalf of the Registrant
April 8, 1998
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>
MULTIPLIER 1,000
CURRENCY U.S. DOLLARS
PERIOD-TYPE 2nd QUARTER
FISCAL-YEAR-END 08/31/98
PERIOD-START 12/01/97
PERIOD-END 02/28/98
EXCHANGE-RATE 1
CASH $213,189
SECURITIES $0
RECEIVABLES $91,685
ALLOWANCES $3,301
INVENTORY $0
CURRENT ASSETS $555,907
PP&E $28,561
DEPRECIATION $12,608
TOTAL-ASSETS $952,186
CURRENT-LIABILITIES $98,863
BONDS $0
COMMON $880
PREFERRED-MANDATORY $0
PREFERRED $0
OTHER-SE $852,443
TOTAL-LIABILITY-AND-EQUITY $952,186
SALES $0
TOTAL-REVENUES $173,916
CGS $0
TOTAL-COSTS $110,694
OTHER-EXPENSES $19,115
LOSS-PROVISION $0
INTEREST-EXPENSE $0
INCOME-PRETAX $51,285
INCOME-TAX $17,707
INCOME-CONTINUING $33,578
DISCONTINUED $0
EXTRAORDINARY $0
CHANGES $0
NET-INCOME $33,578
EPS-PRIMARY* $0.46
EPS-DILUTED* $0.44
- -------------------
* Adjusted to reflect a two-for-1 stock split, effected as a stock
dividend, on February 17, 1998.
</TABLE>
