SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended June 30, 1997
Commission File Number 0-16099
Telemundo Group, Inc.
(Exact name of registrant as specified in its charter)
Delaware 13-3348686
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2290 West 8th Avenue
Hialeah, Florida 33010
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (305) 884-8200
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 by check mark whether the registrant has filed all documents
and reports required to be filed by Section 12, 13 or 15(d) of the
Securities Exchange Act of 1934 subsequent to the distribution of
securities under a plan confirmed by a court. Yes X No
---- ----
As of August 9, 1997, 10,165,656 shares of Common Stock of
Telemundo Group, Inc. were outstanding.
TELEMUNDO GROUP, INC. AND SUBSIDIARIES
INDEX
Page
No.
-----
PART I. FINANCIAL INFORMATION:
Item 1. Financial Statements
Consolidated Statements of Operations for the
Three and Six Months Ended June 30, 1997
and 1996 (Unaudited)................................ 2
Consolidated Balance Sheets at June 30, 1997 (Unaudited)
and December 31, 1996................................. 3
Consolidated Statement of Changes in Common
Stockholders' Equity for the Six Months Ended
June 30, 1997 (Unaudited)............................. 4
Consolidated Statements of Cash Flows for the Six Months
Ended June 30, 1997 and 1996 (Unaudited).............. 5
Notes to Consolidated Financial Statements (Unaudited).. 6
Item 2. Management's Discussion and Analysis of Results
of Operations and Financial Condition................... 8
PART II. OTHER INFORMATION, AS APPLICABLE................ 13
SIGNATURES................................................ 14
<TABLE>
<CAPTION>
TELEMUNDO GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
Three Months Ended Six Months Ended
June 30 June 30
----------------------------- ------------------------------
1997 1996 1997 1996
- --------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Net revenue............................. $51,681,000 $54,311,000 $ 90,781,000 $ 92,578,000
----------- ----------- ------------ ------------
Costs and expenses:
Direct operating costs................ 25,499,000 24,082,000 49,577,000 46,168,000
Selling, general and administrative
expenses other than network and
corporate........................... 10,075,000 10,803,000 19,863,000 20,229,000
Network expenses...................... 6,127,000 6,444,000 12,063,000 12,409,000
Corporate expenses.................... 1,264,000 1,184,000 2,326,000 2,239,000
Depreciation and amortization......... 3,553,000 3,324,000 7,043,000 6,305,000
----------- ----------- ------------ ------------
46,518,000 45,837,000 90,872,000 87,350,000
----------- ----------- ------------ ------------
Operating income (loss)................. 5,163,000 8,474,000 (91,000) 5,228,000
Interest expense - net.................. (5,206,000) (5,065,000) (10,210,000) (8,885,000)
Loss from investment in TeleNoticias.... - (1,621,000) - (3,120,000)
Loss on disposal of TeleNoticias........ - (2,441,000) - (2,441,000)
Loss before income taxes, minority
interest and extraordinary item....... (43,000) (653,000) (10,301,000) (9,218,000)
Income tax provision.................... (986,000) (911,000) (2,083,000) (1,815,000)
Minority interest....................... (702,000) (626,000) (1,404,000) (848,000)
----------- ----------- ------------ ------------
Loss before extraordinary item.......... (1,731,000) (2,190,000) (13,788,000) (11,881,000)
Extraordinary item-loss on
extinguishment of debt................ - - - (17,243,000)
----------- ----------- ----------- ------------
Net loss................................ $(1,731,000) $(2,190,000) $(13,788,000) $(29,124,000)
=========== =========== ============ ============
Loss per share:
Loss before extraordinary item........ $(.17) $(.22) $(1.36) $(1.19)
Extraordinary item.................... - - - (1.72)
----- ----- ------ ------
Net loss.............................. $(.17) $(.22) $(1.36) $(2.91)
===== ===== ====== ======
Weighted average number of shares
outstanding........................... 10,166,000 10,000,000 10,161,000 10,000,000
========== ========== ========== ==========
See notes to consolidated financial statements
</TABLE>
<TABLE>
<CAPTION>
TELEMUNDO GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
June 30 December 31
Assets 1997 1996
- ---------------------------------------------------------------------------------------------------
(Unaudited)
<S> <C> <C>
Current assets:
Cash and cash equivalents................................. $ 1,010,000 $ 12,587,000
Accounts receivable, less allowance for doubtful
accounts of $6,438,000 and $5,943,000................... 48,512,000 51,824,000
Television programming.................................... 15,895,000 14,062,000
Prepaid expenses and other................................ 10,134,000 7,685,000
------------ ------------
Total current assets.................................... 75,551,000 86,158,000
Property and equipment, net............................... 66,410,000 64,532,000
Television programming.................................... 5,299,000 4,588,000
Other assets.............................................. 7,082,000 7,451,000
Broadcast licenses and reorganization value in excess of
amounts allocable to identifiable assets, net........... 130,598,000 132,831,000
------------ ------------
$284,940,000 $295,560,000
============ ============
Liabilities and Stockholders' Equity
- ---------------------------------------------------------------------------------------------------
Current liabilities:
Accounts payable.......................................... $ 7,795,000 $ 8,831,000
Accrued expenses and other................................ 19,985,000 27,484,000
Television programming obligations........................ 5,759,000 5,074,000
------------ ------------
Total current liabilities.............................. 33,539,000 41,389,000
Long-term debt.............................................. 188,667,000 179,695,000
Capital lease obligations................................... 5,600,000 5,945,000
Television programming obligations.......................... 690,000 442,000
Other liabilities........................................... 21,955,000 19,950,000
------------ ------------
250,451,000 247,421,000
------------ ------------
Minority interest........................................... 5,290,000 5,246,000
Contingencies and commitments
Common stockholders' equity:
Series A Common Stock, $.01 par value, 14,388,394 shares
authorized, 6,966,895 and 6,621,983 shares outstanding
at June 30, 1997 and December 31, 1996.................. 69,000 66,000
Series B Common Stock, $.01 par value, 5,611,606 shares
authorized, 3,198,761 and 3,530,232 shares outstanding
at June 30, 1997 and December 31, 1996.................. 33,000 36,000
Additional paid-in capital.................................. 71,395,000 71,301,000
Retained earnings (deficit)................................. (42,298,000) (28,510,000)
------------ ------------
29,199,000 42,893,000
------------ ------------
$284,940,000 $295,560,000
============ ============
See notes to consolidated financial statements
</TABLE>
<TABLE>
<CAPTION>
TELEMUNDO GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CHANGES IN COMMON STOCKHOLDERS' EQUITY (Unaudited)
- ------------------------------------------------------------------------------------------------------------------------------
Number of
Shares Common
Outstanding Stock
------------------------ ------------------------
Series A Series B Series A Series B Additional Retained Common
Common Common Common Common Paid-In Earnings Stockholders'
Stock Stock Stock Stock Capital (Deficit) Equity
--------- --------- ---------- -------- ----------- ------------ ------------
<S> <C> <C> <C> <C> <C> <C> <C>
Balance, 12/31/96.... 6,621,983 3,530,232 $66,000 $36,000 $71,301,000 $(28,510,000) $ 42,893,000
Net loss............. - - - - - (13,788,000) (13,788,000)
Warrant conversions.. 13,441 - - - 94,000 - 94,000
Stock conversions.... 331,471 (331,471) (3,000) (3,000) - - -
--------- --------- ------- ------- ----------- ------------ ------------
Balance, 6/30/97..... 6,966,895 3,198,761 $69,000 $33,000 $71,395,000 $(42,298,000) $ 29,199,000
========= ========= ======= ======= =========== ============ ============
See notes to consolidated financial statements
</TABLE>
<TABLE>
<CAPTION>
TELEMUNDO GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
Six Months Ended June 30 1997 1996
- ----------------------------------------------------------------------------------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S> <C> <C>
Net loss........................................ $(13,788,000) $ (29,124,000)
Charges not affecting cash:
Depreciation and amortization................. 7,043,000 6,305,000
Interest accretion............................ 2,710,000 1,981,000
Loss from investment in TeleNoticias.......... - 3,120,000
Loss on disposal of TeleNoticias.............. - 2,441,000
Minority interest............................. 1,404,000 848,000
Extraordinary item - extinguishment of debt... - 17,243,000
Changes in assets and liabilities:
Accounts receivable........................... 3,312,000 (2,966,000)
Prepaid expenses and other.................... (2,449,000) (1,368,000)
Television programming........................ (2,544,000) (2,677,000)
Television programming obligations............ 933,000 1,009,000
Accounts payable and accrued expenses
and other................................... (6,034,000) 7,604,000
------------ -------------
(9,413,000) 4,416,000
============ =============
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of Video 44, net of cash acquired... - (43,973,000)
Additions to property and equipment............. (6,424,000) (3,540,000)
Investment in TeleNoticias...................... - (1,704,000)
Disposal of TeleNoticias, net................... - (2,278,000)
------------ -------------
(6,424,000) (51,495,000)
============ =============
CASH FLOWS FROM FINANCING ACTIVITIES:
Net proceeds from issuance of 10.5%
Senior Notes.................................. - 169,981,000
Repurchase of 10.25% Notes and consent fee...... - (118,993,000)
Proceeds from exercise of warrants.............. 94,000 -
Payments of obligations under capital leases.... (356,000) (352,000)
Borrowings under credit facility................ 6,288,000 7,759,000
Payments under credit facility.................. 25,000 (10,000,000)
Payments to minority interest partner........... (1,360,000) (824,000)
Payments of reorganization items, liabilities
subject to settlement under Chapter 11
proceedings and other......................... (381,000) (581,000)
------------ -------------
4,260,000 46,990,000
------------ -------------
Decrease in cash and cash equivalents........... (11,577,000) (89,000)
Cash and cash equivalents, beginning of period.. 12,587,000 3,199,000
------------ -------------
Cash and cash equivalents, end of period........ $ 1,010,000 $ 3,110,000
============ =============
Supplemental cash flow information:
Interest paid................................. $ 6,754,000 $ 2,132,000
============ =============
Income taxes paid, including Puerto Rico
withholding taxes........................... $ 878,000 $ 1,872,000
============ =============
Non-cash investing activities:
Note receivable and escrow deposit associated
with disposal of TeleNoticias, net of
accrued liabilities......................... - 118,000
============ =============
See notes to consolidated financial statements
</TABLE>
TELEMUNDO GROUP, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
- --------------------------------------------------------------
1. UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
In the opinion of management, the accompanying unaudited
consolidated financial statements of Telemundo Group, Inc. and its
subsidiaries (collectively "Telemundo" or the "Company")
include all adjustments (consisting of normal recurring
accruals only) necessary to present fairly the Company's
financial position at June 30, 1997, and the results of
operations and cash flows for all periods presented. The
results of operations for interim periods are not necessarily
indicative of the results to be obtained for the entire year.
For a summary of significant accounting policies, which have
not changed from December 31, 1996, and additional financial
information, see the Company's Annual Report on Form 10-K for
the year ended December 31, 1996.
Certain reclassifications have been made in the prior period's
financial statements to conform with the current period's
presentation.
2. NET LOSS PER SHARE
Net loss per share for the three and six months ended June 30,
1997 and 1996 is calculated by dividing the net loss by the
weighted average number of shares outstanding during the
period. Outstanding stock options and warrants are not
considered common stock equivalents in the computation as all
stock options and warrants are antidilutive. Primary and fully
diluted net loss per share are the same for each of these
respective periods.
In February 1997, the Financial Accounting Standards Board
issued Statement of Financial Accounting Standards No. 128,
"Earnings per Share." This Statement requires dual
presentation of basic and diluted income per share. Basic
income per share is computed by dividing net income by the
weighted average common shares outstanding for the period.
Diluted income per share reflects the potential dilution that
could occur if securities, such as stock options and warrants,
were exercised or otherwise converted into common stock. This
Statement will be effective for financial statements for
periods ending after December 15, 1997 and early application is
not permitted. The Company does not believe the adoption will
have a material effect.
3. ACQUISITION AND REFINANCING
On February 26, 1996, Telemundo completed the acquisition of a
74.5% interest in a joint venture ("Video 44"), which owns WSNS-
TV, Channel 44 in Chicago, which had been the Company's largest
affiliated station (the "Acquisition"). The purchase price for
the Acquisition was approximately $44.6 million of cash and
$1.3 million of costs and other liabilities associated with the
Acquisition. The operations of Video 44 are consolidated with
those of the Company effective February 26, 1996 and the partnership
interest, subject to a minimum annual preferred distribution,
attributable to the partner which owns the remaining 25.5% of
the venture, is reflected in the accompanying financial
statements as minority interest.
On February 26, 1996, the Company also completed the sale of
$192 million in aggregate principal amount of 10.5% Senior
Notes due 2006 (the "10.5% Notes"), the proceeds of which were
used primarily for the Acquisition and to repurchase $116.7
million principal amount of its 10.25% Notes (the "10.25%
Notes").
From July 1994 through June 1996, Telemundo had held a 42%
interest in Telenoticias del Mundo, L.P. ("TeleNoticias"), an
international Spanish-language news service. On June 26, 1996,
the Company acquired the remaining 58% interest in TeleNoticias
from its former partners for approximately $5.1 million and
sold substantially all of the assets and certain liabilities of
TeleNoticias to CBS Inc. for approximately $5.75 million, which
resulted in a loss on disposal of $2.4 million in 1996.
The following summarized, unaudited pro forma results of
operations for the six months ended June 30, 1996 assume the
Acquisition and refinancing occurred as of the beginning of the
year. Additionally, items associated with TeleNoticias are
excluded from the pro-forma amounts.
Six Months Ended June 30 1996
- --------------------------------------------------------
Net revenue........................... $ 95,081,000
Loss before extraordinary item........ (7,473,000)
Net loss.............................. (24,716,000)
Per Share:
Loss before extraordinary item...... $ (.75)
Net loss............................ (2.47)
TELEMUNDO GROUP, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS
AND FINANCIAL CONDITION
- ---------------------------------------------------------------
Introduction
Telemundo Group, Inc., together with its subsidiaries
(collectively, "Telemundo" or the "Company"), is one of two
Spanish-language television broadcast networks in the United
States. The network provides programming 24-hours per day to
its owned and operated stations and affiliates, which serve 60
markets in the continental United States, and reaches
approximately 85% of all U.S. Hispanic households. The Company
also owns and operates the leading full-power television
station and related production facilities in Puerto Rico. The
Company produces Spanish-language programming for use on its
network and for sale in other countries and sells advertising
time on behalf of its owned and operated television stations
and affiliates.
On February 26, 1996, Telemundo completed the acquisition of a
74.5% interest in a joint venture ("Video 44") which owns WSNS-
TV, Channel 44 in Chicago ("WSNS"), which had been the
Company's largest affiliated station.
Seasonal revenue fluctuations are common in the television
broadcasting industry and the Company's revenue, particularly
in Puerto Rico, reflects seasonal patterns with respect to
advertiser expenditures. The first quarter generally produces
the lowest level of revenue due to the reduced demand for
advertising time. Because costs are more ratably spread
throughout the year, the impact of this seasonality on
operating income is more pronounced during the first quarter.
The following discussion and analysis of financial condition
and results of operations should be read in conjunction with
the Company's unaudited consolidated financial statements and
related notes. Except for the historical information contained
herein, certain matters discussed herein are forward looking
disclosures that involve risks and uncertainties including
(without limitation) those risks associated with the
availability of programming, the impact of competition, the
effect of economic and market conditions, litigation, the
impact of current or pending legislation and regulation, and
other risks detailed from time to time in the Company's
Securities and Exchange Commission reports.
Results of Operations
Net revenue for the three and six months ended June 30, 1997,
as compared to the corresponding periods of 1996, was as
follows:
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30 June 30
-------------------------- -------------------------
1997 1996 Change 1997 1996 Change
----------- ----------- ------ ----------- ----------- ------
<S> <C> <C> <C> <C> <C> <C>
Net Commercial Air Time:
Continental U.S.:
Network and National Spot....... $22,001,000 $23,081,000 (5)% $37,660,000 $39,024,000 (3)%
Local........................... 11,180,000 13,138,000 (15)% 20,521,000 22,228,000 (8)%
----------- ----------- ----------- -----------
33,181,000 36,219,000 (8)% 58,181,000 61,252,000 (5)%
Puerto Rico..................... 10,625,000 10,579,000 - 18,149,000 17,460,000 4 %
----------- ----------- ----------- -----------
43,806,000 46,798,000 (6)% 76,330,000 78,712,000 (3)%
Other............................. 7,875,000 7,513,000 5 % 14,451,000 13,866,000 4 %
----------- ----------- ----------- -----------
$51,681,000 $54,311,000 (5)% $90,781,000 $92,578,000 (2)%
=========== =========== =========== ===========
</TABLE>
The decrease in network and national spot revenue for both the
three and six month periods ended June 30, 1997, as compared to
the corresponding periods of 1996, is the result of the decline
in audience shares for the periods impacting the current year's
results, offset in part by the growth in the overall Spanish-
language television market. In addition, the comparability of
the results for the six month period is impacted by the
addition of WSNS-Chicago on February 26, 1996. Excluding the
impact of WSNS, network and national spot revenue would have
decreased by 4% for the six months ended June 30, 1997.
The decrease in local revenue is primarily the result of the
ratings decline. The six month period ended June 30, 1997 was
also impacted by the operations of WSNS being reflected for the
entire period. Excluding the impact of WSNS, local revenue
would have decreased by 11% for the six months ended June 30,
1997.
The Company's average share of the weekday Spanish-language
television network audience from the fourth quarter of 1996
through the second quarter of 1997 was 21%, 18% and 18%,
respectively, compared to 26%, 26% and 23%, respectively, for
the comparable periods of the prior years. A change in
audience share typically has a delayed effect on revenue. On
August 11, 1997, the Company launched a new prime time program
schedule designed to increase its share of the U.S. Spanish-
language television market. In addition, the Company recently
confirmed that it was pursuing discussions with potential
strategic programming partners for purposes of expanding its
programming options.
The increase in commercial air time revenue in Puerto Rico for
both the three and six month periods ended June 30, 1997 is the
result of WKAQ maintaining its dominant audience share in an
advertising market which grew slightly.
Other revenue increased for both the three and six month
periods ended June 30, 1997 primarily due to international
program sales. The six month periods ended June 30 were
impacted by the acquisition of WSNS. Excluding the impact of
WSNS (which experienced a decline in trade revenue), other
revenue would have increased by 6% for the six months ended
June 30, 1997.
Direct operating costs increased by 6% and 7% for the three and
six month periods ended June 30, 1997, respectively, from the
corresponding periods of the prior year. This was primarily
the result of an increase in programming and production
expenses, including those at WKAQ. In addition, the six months
ended June 30, 1997 includes the costs of WSNS for the full
period. Excluding the impact of WSNS, direct operating costs
would have increased by 6% for the six months ended June 30,
1997.
Selling, general and administrative expenses other than network
and corporate decreased by 7% and 2% for the three and six
months ended June 30, 1997, respectively. This was primarily
the result of cost reductions, particularly at the station
group. The comparison for the six month period was impacted by
the acquisition of WSNS. Excluding the impact of WSNS, such
expenses would have decreased by 3% for the six months ended
June 30, 1997.
Network expenses, which represent costs associated with the
network operations center as well as sales, marketing and other
network costs not allocated to specific television stations,
decreased by 5% and 3% for the three and six month periods
ended June 30, 1997, respectively, from the corresponding
periods of the prior year, primarily as a result of a decrease
in variable costs which related to the decline in operating
performance.
Corporate expenses increased by $80,000 and $87,000 for the
three and six month periods ended June 30, 1997, respectively,
from the comparable periods of the prior year.
As a result of the above, operating income before depreciation
and amortization decreased by $3.1 million and $4.6 million for
the three and six month periods ended June 30, 1997,
respectively, from the comparable periods of the prior year.
Interest expense for the three and six months ended June 30,
1997 totaled $5.2 million and $10.2 million, respectively, as
compared to $5.1 million and $8.9 million for the corresponding
periods of the prior year. Interest expense for all periods
includes (i) interest accrued and accreted on the 10.25% Senior
Notes (the "10.25% Notes") which were outstanding during the
period (approximately 99.8% of which were tendered in a
repurchase offer on February 26, 1996), (ii) interest accrued
and accreted on the 10.5% Senior Notes due 2006 (the "10.5%
Notes") from February 26, 1996, which were issued at a discount
and were structured to produce a yield to maturity of 10.5% per
annum, (iii) amortization of deferred issuance costs for the Senior
Notes, and (iv) interest and fees on the Company's revolving credit
facility. Interest expense was offset by $36,000 and $32,000 of
interest income for the three months ended June 30, 1997 and 1996,
respectively, and by $162,000 and $122,000 for the six months ended
June 30, 1997 and 1996, respectively.
Loss from investment in TeleNoticias of $1.6 million and $3.1
million for the three and six months ended June 30, 1996
represents the Company's 42% share of Telenoticias del Mundo,
L.P.'s ("TeleNoticias") net loss, and related costs. From July
1994 through June 1996, Telemundo had held a 42% interest in
TeleNoticias, an international Spanish-language news service.
On June 26, 1996, the Company acquired the remaining 58%
interest in TeleNoticias from its former partners for
approximately $5.1 million and sold substantially all of the
assets and certain liabilities of TeleNoticias to CBS Inc. for
approximately $5.75 million, which resulted in a loss on
disposal of $2.4 million in 1996.
Minority interest represents distributions to the 25.5% partner
in Video 44, which is based on a minimum annual preferred
distribution to such partner.
The extraordinary loss on extinguishment of debt in 1996 is
related to the repurchase of the 10.25% Notes.
The Company is in a net operating loss position for federal
income tax purposes, and therefore no federal tax benefit was
recognized for the periods. The income tax provision recorded
in all periods relates to WKAQ, which is taxed separately under
Puerto Rico income tax regulations, withholding taxes related
to intercompany interest, and certain federal and state income
and franchise taxes. The Company's use of its net operating
and capital loss carryforwards incurred prior to December 31,
1994 are subject to certain limitations imposed by Section 382
of the Internal Revenue Code and their use will be
significantly limited each year.
Liquidity and Sources of Capital
The Company's cash flows provided from (used in) operating
activities were $(9.4) million and $4.4 million for the six
months ended June 30, 1997 and 1996, respectively. The decrease
was primarily the result of the decline in operating income
before depreciation and amortization coupled with increases in
certain asset accounts and decreases in certain liability
accounts in the six months ended June 30, 1997.
The Company had working capital of $42.0 million at June 30,
1997.
The Company anticipates that capital expenditures of
approximately $3.9 million will be made during the remainder of
1997 for the general replacement or upgrading of equipment and
upgrading of facilities.
The Company's principal sources of liquidity are cash from
operations and revolving credit facility. The facility
provides for borrowings of up to $20 million, subject to an
accounts receivable borrowing base, which was maintained at
June 30, 1997. Approximately $6.4 million was outstanding
under the credit facility at July 31, 1997. The Company plans
on financing interim cash needs through cash generated from
operations and the revolving credit facility. The Company does
not anticipate the need to obtain any additional financing to
fund operations.
TELEMUNDO GROUP, INC. AND SUBSIDIARIES
PART II. OTHER INFORMATION
- ------------------------------------------------------------------
Item 4. Submission of Matters to a Vote of Security Holders
---------------------------------------------------
On June 12, 1997, the registrant held its 1997 Annual
Meeting of Stockholders. At the meeting, the stockholders
elected a board of directors of nine members.
The votes cast at the meeting were as follows:
Director Nominees
Series A Directors
For Withheld
Alan Kolod 5,486,422 5,974
Barry W. Ridings 5,486,383 6,013
Daniel D. Villanueva 5,486,422 5,974
David E. Yurkerwich 5,486,422 5,974
Series B Directors
For Withheld
Leon D. Black 3,196,412 0
Guillermo Bron 3,196,412 0
Roland A. Hernandez 3,196,412 0
Bruce H. Spector 3,196,412 0
Edward M. Yorke 3,196,412 0
Non-Employee Director Stock Option Plan
For: 8,665,921 Against: 15,133 Withheld: 2,557
Item 6. Exhibits and Reports on Form 8-K
--------------------------------
(a) Exhibits
--------
None.
(b) Reports on Form 8-K
-------------------
During the six months ended June 30, 1997, the Company did not file
any reports on Form 8-K.
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.
TELEMUNDO GROUP, INC.
(Registrant)
/s/ Peter J. Housman II
--------------------------------------
Date: August 14, 1997 Peter J. Housman II
(Chief Financial Officer and Treasurer)
_______________________________
1
