<PAGE>
<PAGE>
UNITED STATES
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 March 31, 1996
--------------
ACTV, Inc.
- -------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 94-2907258
- -------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1270 Avenue of the Americas
New York, New York 10020
- -------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(212) 262-2570 (Registrant's telephone number, including area code)
- --------------
Securities registered pursuant to Section 12 (g) of the Act:
Title of each class Name of exchange on which registered
- ------------------- ------------------------------------
Common Stock, Par Value $0.10 Boston Stock Exchange
Securities registered pursuant to Section 12 (g) of the Act:
Common Stock, par value $0.10 per share
---------------------------------------
(Title of Class)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Sections 13 or 15 (d) of the Securities Exchange Act of 1934
during the preceding 12 months (or for such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes x No
----- -----
As of May 13, 1996, there were 11,892,105 shares of the registrant's common
stock outstanding.
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ACTV, INC. AND SUBSIDIARIES
INDEX
<TABLE>
<CAPTION>
PART I FINANCIAL INFORMATION
ITEM 1 FINANCIAL STATEMENTS
Page
----
<S> <C>
Consolidated Balance Sheets at December 31, 1995 and March 31, 1996
unaudited) ........................................................ 3
Consolidated Statements of Operations for the three month periods
ended March 31, 1995 and 1996 (unaudited).......................... 4
Consolidated Statements of Cash Flows for the three month periods
ended March 31, 1995 and 1996 (unaudited).......................... 5
Notes to Consolidated Financial Statements......................... 6
ITEM 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS................................ 7--12
PART II OTHER INFORMATION................................................. 13
Exhibit 11....................................................... 14
Signatures
</TABLE>
2
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<PAGE>
ACTV, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
ASSETS
December 31, March 31,
1995 1996
------------ ---------
(unaudited)
<S> <C> <C>
Current Assets:
Cash and cash equivalents................. $3,531,782 $3,655,979
Accounts receivable....................... 349,291 304,408
Education equipment inventory............. 112,218 142,735
Other..................................... 61,011 108,013
-------------- --------------
Total current assets.................. 4,054,302 4,211,135
-------------- --------------
Property and equipment-net................ 416,895 562,224
-------------- --------------
Other Assets:
Video program inventory-net............... 214,824 107,412
Patents and patents pending-net........... 268,980 265,179
Goodwill-net.............................. 3,493,932 3,387,339
Other..................................... 102,195 81,106
-------------- --------------
Total other assets.................... 4,079,931 3,841,036
-------------- --------------
Total ........................... $8,551,128 $8,614,395
============== ==============
LIABILITIES AND
SHAREHOLDERS' EQUITY
Current Liabilities:
Accounts payable and accrued expenses..... $1,090,392 $1,317,700
Deferred stock appreciation rights........ 566,883 960,474
-------------- --------------
Total current liabilities............. 1,657,275 2,278,174
-------------- --------------
Total liabilities..................... 1,657,275 2,278,174
Shareholders' equity:
Preferred stock, $.10 par value, 1,000,000
shares authorized, none issued........ -- --
Common stock, $.10 par value, 17,000,000
shares authorized: issued and outstand-
ing 11,396,419 at December 31, 1995,
11,888,615 at March 31, 1996.......... 1,139,642 1,188,862
Additional paid-in capital................ 36,686,742 38,640,773
Notes receivable from stock sales......... (567,500) (567,500)
-------------- --------------
Total................................. 37,258,884 39,262,135
Accumulated deficit....................... (30,365,031) (32,925,914)
-------------- --------------
Total shareholders' equity............ 6,893,853 6,336,221
-------------- --------------
Total............................ $8,551,128 $8,614,395
============== ==============
</TABLE>
See Notes to Consolidated Financial Statements
3
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<PAGE>
ACTV, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended March 31, 1995 1996
------------- -------------
<S> <C> <C>
Revenues:
Sales revenues.............................. $341,634 $343,522
License fees from related party............. -- 7,152
Royalties from related party................ -- --
-------------- --------------
Total revenues........................... 341,634 350,674
Cost of Sales............................... 87,101 208,010
-------------- --------------
Gross profit............................. 254,533 142,664
Expenses:
Operating expenses.......................... 216,143 518,102
Selling and administrative.................. 1,143,702 1,530,619
Depreciation and amortization............... 108,679 187,879
Amortization of goodwill.................... 106,593 106,593
Stock appreciation rights................... 724,165 393,591
-------------- --------------
Total expenses........................... 2,299,282 2,736,784
Interest (income).............................. (29,779) (33,237)
Interest expense--related parties.............. 40,262 --
-------------- --------------
Interest expense (income) -- net............ 10,483 (33,237)
Other expense (income)......................... (8,279) --
Loss before minority interest in
equity of investee and extraordinary gain... 2,046,953 2,560,883
Interest in ACTV Interactive................... -- --
-------------- --------------
Net loss before extraordinary gain............. 2,046,953 2,560,883
Gain on extinguishment of debt obligations..... 94,117 --
-------------- --------------
Net loss....................................... $1,952,836 $2,560,883
============== ==============
Loss per common share before extraordinary
gain........................................... $.22 $.22
Loss per common share after extraordinary
gain........................................... $.21 $.22
Weighted average number of common shares
outstanding.................................... 9,225,240 11,478,815
</TABLE>
See Notes to Consolidated Financial Statements
4
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ACTV, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended March 31, 1995 1996
---------------- ----------------
<S> <C> <C>
Cash flows from operating activities:
Net loss $1,952,836 $2,560,883
------------------ ------------------
Adjustments to reconcile net loss to net cash
used in operations:
Depreciation and amortization............. 215,505 294,472
Stock appreciation rights................. 562,916 393,591
Gain on extinguishment of debt obligations (94,717) --
Common stock issued for services.......... 147,930 99,766
Changes in operating assets and liabilities:
Loss from interest in ACTV Interactive.... -- --
Accounts receivable....................... (66,101) 44,883
Other assets.............................. (12,179) (78,875)
Accounts payable and accrued expenses..... (393,255) 227,308
Education equipment inventory............. 31,685 (30,517)
Receivable from affiliate................. -- --
Interest payable.......................... 39,999 --
------------------ ------------------
Net cash used in operating
activities....................... (1,521,053) (1,610,255)
------------------ ------------------
Cash flows from financing activities:
Proceeds from sale of common stock........ 1,506,375 1,903,485
Proceeds from exercise of options......... 8,300 --
Discounted prepayment of note............. (101,458) --
Repayment of note......................... (25,250) --
------------------ ------------------
Net cash provided by financing activities...... 1,387,967 1,903,485
Cash flows from investing activities:
Cash acquired in acquisition of remaining
interest in affiliate..................... -- --
Cash paid for interest in affiliate....... -- --
Investment in property and equipment...... 38,302 169,033
------------------ ------------------
Net cash used in investing
activities....................... 38,302 169,033
------------------ ------------------
Net increase (decrease) in cash and cash
equivalents ................................. (171,388) 124,197
Cash and cash equivalents,
beginning of period....................... 2,479,840 3,531,782
------------------ ------------------
Cash and cash equivalents,
end of period............................. 2,308,452 3,655,979
================== ==================
</TABLE>
See Notes to Consolidated Financial Statements
5
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ACTV, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
THREE MONTHS ENDED MARCH 31, 1996
1(a). The consolidated financial statements are unaudited, except as indicated.
In the opinion of management, these consolidated financial statements reflect
all normal, recurring adjustments necessary for a fair presentation of the
results for all periods. The financial results for the interim periods presented
are not necessarily indicative of the results to be expected for either
succeeding quarters or the full fiscal year.
1(b) The Company's continued marketing of all its products and services on
planned levels and timetables is dependent upon the Company's obtaining the
additional capital necessary to support the Company's future operations at these
levels. Management is continuing its efforts to obtain such additional
financing. If the Company is not successful in obtaining such additional
financing, management believes that the Company can fund its operations at least
through the end of March 1997. To fund its operations at least through the end
of March 1997, without additional financing, the Company will be required to
reduce certain planned expenditures in certain of the markets it is attempting
to develop. If management's assumptions regarding future events prove incorrect,
the Company may be unable to fund its operations, even at a reduced level,
through the end of March 1997. In the first quarter of 1996, the Company raised
approximately $1.9 million from the private sale of shares of the Company's
common stock.
2. For a summary of significant accounting policies and additional financial
information, see the Company's Annual Report on Form 10-K for the year ended
December 31, 1995.
3. The consolidated statements of operations for the three month period ended
March 31, 1995, reflect an extraordinary gain of $94,117 on the extinguishment
of an obligation to Nolan Bushnell. On April 25, 1994, the Company entered into
a Settlement Agreement (the "Bushnell Settlement Agreement") with Mr. Bushnell
under which Mr. Bushnell released the Company from certain obligations. Pursuant
to the Bushnell Settlement Agreement, ACTV issued to Mr. Bushnell, among other
consideration, a promissory note in the principal amount of $190,000, payable in
two installments on June 30, 1995, and June 30, 1996. In January 1995, the
Company and Mr. Bushnell agreed to a discounting of the note for payment in full
at that time.
4. The Company's balance sheet at March 31, 1996 reflects a credit to
shareholders' equity of $55,000 related to options issued but not yet vested at
a price below the prevailing market price on the date of issuance. The options
were issued to acquire a patent in September 1995. The Company's balance sheet
at March 31, 1996 also reflects a debit to shareholders' equity of $567,500
related to non-recourse loans made by the Company to certain employees in August
1995 to purchase the Company's common stock by exercising options. The due dates
of the non-recourse loans correspond with the respective expiration dates of the
options exercised.
6
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
THE COMPANY
ACTV, Inc. (the "Company") was organized to develop and market ACTV programming
technology, which permits each viewer to simultaneously experience
individualized television programming. Since its inception, the Company has
incurred operating losses approximating $33 million related directly to the
development and marketing of the ACTV programming technology.
ACTV's individualized programming is designed to work with both single and
multiple channels of 6MHz band-width and with different modes of transmission:
cable, direct broadcast satellite ("DBS"), multi-microwave distribution systems
("MMDS"), broadcast systems, distance learning networks and closed circuit
televisions systems. It is compatible with commonly available one-way analog
systems as well as the newer digital systems that have recently begun to be
deployed.
ACTV's strategy is to generate revenues from the sale of ACTV programming that
it either owns, has licensed or that has been created by a third party under a
license from ACTV, including fees paid by subscribers to premium cable networks
in which the Company has an ownership interest. The Company's mission is to
improve the quality of entertainment and education television programming.
The chief markets presently targeted by the Company for the ACTV programming
technology are in-home entertainment, education (with an emphasis on distance
learning), site-based entertainment and Internet applications. The Company seeks
to exploit these markets, principally in the U.S., through licensing the
programming technology, by creating joint venture relationships, and by direct
sales.
In March 1988, the Company formed ACTV Entertainment Inc. ("ACTV Entertainment")
as an equal shareholder with Le Groupe Videotron ("LGV") of Canada. The Company
granted to ACTV Entertainment the exclusive right to use the Company's
programming technology in the United States DBS, cable, and broadcast television
markets.
In June 1993, at the Company's request, LGV withdrew from its ownership in ACTV
Entertainment and the Company became the sole shareholder of ACTV Entertainment
under the terms of an agreement with a subsidiary of LGV. In exchange for
gaining full ownership and control of ACTV Entertainment in the settlement and
for the conversion of LGV's exclusive license for Canada and Europe to a
non-exclusive license, the Company ceased providing programming to LGV and
agreed to give up the license fee revenue it had received from LGV for LGV's use
of the programming technology in Canada and Europe.
In March 1995, the Company formed The Los Angeles Individualized Television
Network, Inc., one of its wholly-owned subsidiaries, to operate the Company's
individualized television trial in
7
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Southern California. If the trial is successful, this subsidiary will operate
the planned regional television network targeting approximately 4.2 million
sports subscribers in the region that reaches from Los Angeles to San Diego and
Phoenix.
The trial, which marks the introduction of the Company's first U.S. regional
individualized network (the "Regional Network"), began in the Los Angeles area
in May 1995. The trial involves 1,000 cable subscribers and will run throughout
most of 1996 and may extend into 1997. The Company believes that the Regional
Network is the first programming service in the U.S. to both enhance existing
programming and offer new individualized content.
Programming for the Regional Network is being provided to ACTV by Prime Sports -
West, a unit of Liberty Media's Liberty Sports division, which has approximately
4.2 million subscribers in the Southwest region of the U.S.; Cable News Network,
Inc. ("CNN"); and the Game Show Network, a subsidiary of Sony Entertainment,
Inc. ("Sony"). Liberty Media is jointly owned by Telecommunications Inc. ("TCI")
and Fox Sports. The cable operator for the Regional Network is Ventura County
Cablevision, currently a subsidiary of Western Communications, whose ownership
is scheduled to be transferred to TCI in 1996.
The Company has established four new wholly-owned subsidiaries that would
operate additional regional individualized networks covering the San Francisco,
Chicago, New York and Atlanta regions in the event that the Company decides to
expand and provide similar services to those of the Regional Network in other
regions across the U.S. To date, the four new wholly-owned subsidiaries have not
engaged in any business activities, nor does the Company have any present
intention to launch their activities. The Regional Network, and any expansion
plans related thereto, is part of the Company's plan to develop the
entertainment division of its business which, to date, does not generate any
revenue for the Company.
In July 1992, the Company entered into an agreement with a subsidiary of the
Washington Post Company (the "Post Company") to form ACTV Interactive, a
partnership organized for the purpose of marketing products and services
incorporating the programming technology to the education marketplace. The
subsidiary of the Post Company owned a 51% share.
On March 11, 1994 the Company purchased the Post Company's full 51% interest in
ACTV Interactive for consideration of $4.5 million, consisting of $2.5 million
in cash at closing and a $2 million 8% note due December 31, 1996 (the "Note").
Subsequently, all operations by the Company's subsidiaries associated with the
education market have been consolidated with the results of the Company. During
1995, the Note, including accrued interest, was paid in full.
In January 1995, the Company granted an exclusive license to Greenwich
Entertainment Group ("The Greenwich Group") for the use of its programming
technology in the theater environment, specifically in shopping malls, museums
and entertainment centers. The Company's agreement with The Greenwich Group
stipulates the payment of a license fee of 8% to 10% of annual ticket sales per
theater, dependent upon each theater's volume. The agreement also calls for
minimum annual
8
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payments of $200,000 in 1996, $500,000 in 1997, $1,000,000 in 1998, $1,250,000
in 1999 and $1,500,000 in the year 2000 and thereafter. If the minimum payments
are not paid, the Company has the right to cancel the license.
Additionally, the Company has made equity investments in The Greenwich Group of
$24,325 in March 1996 and $250,000 in April 1996. Currently, the Company's
ownership percentage of The Greenwich Group is approximately 15%.
In July 1995, the Company formed 3D Virtual, Inc., a wholly owned subsidiary
engaged in the development of three dimensional applications of the Company's
programming technology.
RESULTS OF OPERATIONS
Comparison of Three Month Periods Ended March 31, 1996 and March 31, 1995
During the three month period ended March 31, 1996 ("First Quarter 1996"), the
Company's revenues increased approximately 3%, to $350,674, from $341,634 in the
three month period ended March 31, 1995 ("First Quarter 1995"). In the more
recent quarter, the Company's revenues derived from education sales, as well as
from license and executive producer fees related to its agreement with The
Greenwich Group. All revenues in First Quarter 1995 were derived from the
education market.
Cost of sales in First Quarter 1996 was $208,010, a 139% increase compared to
First Quarter 1995's cost of sales of $87,101. The Company's gross margin
declined to 41% in the more recent quarter, from 75% in the corresponding 1995
quarter. The decline was due to the inclusion in the more recent quarter of
executive production fees, which carry a lower profit margin than the Company's
other revenue sources, and from proportionately lesser revenues from education
programs, when compared to First Quarter 1995. Education programs have a higher
gross margin than other education products sold by the Company.
Total expenses excluding cost of sales and interest expense increased
approximately 19% in First Quarter 1996, to $2,736,784, from $2,299,282 in First
Quarter 1995. The increase was due principally to higher selling and
administrative and operating expenses associated with the Company's operation of
its Los Angeles Regional Network, which had not yet been launched during First
Quarter 1995. The Company also incurred higher research and development costs in
First Quarter 1996 related to an ongoing distance learning project, new
initiatives in digital set-top terminal software, and Internet product
development.
Depreciation and amortization expense increased in First Quarter 1996 to
$294,238, from $215,272 in First Quarter 1995, due to greater depreciation costs
associated with equipment purchased by the Los Angeles Regional Network.
Interest expense declined to $0 in First Quarter 1996, from $40,262 in First
Quarter 1995. During 1995, the Company paid in full all of its short and
long-term interest bearing obligations. Interest
9
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income in First Quarter 1996 was $33,237, an increase of 12% compared with
$29,779 in First Quarter 1995. The increase resulted from higher available cash
balances and prevailing market interest rates in the more recent period. The
Company recorded other income of $8,279 in First Quarter 1995 arising from
reimbursements of expenses recognized in prior periods, compared to other income
of $0 in First Quarter 1996.
The Company's net loss in First Quarter 1996 before extraordinary gain increased
approximately 25%, to $2,560,883, or $.22 per share, from $2,046,953, or $.22
per share, in First Quarter 1995, the result of greater selling and
administrative and operating expenses and higher cost of sales. The Company
recorded an extraordinary gain of $94,117 in First Quarter 1995 due to the
discounted prepayment of a note payable. Net loss in First Quarter 1995 after
this extraordinary gain was $1,952,836, or $.21 per share.
Comparison of Three Month Periods Ended March 31, 1995 and March 31, 1994
During the three month period ended March 31, 1995 ("First Quarter 1995"), the
Company's revenues increased approximately 328%, from $79,841 to $341,634,
compared to the three month period ended March 31, 1994 ("First Quarter 1994").
The increase was due to higher education sales in the more recent quarter and to
the absence of the results of ACTV Interactive for the period from January 1,
1994 to March 11, 1994, when the Company purchased the Post Company's 51%
interest in this subsidiary. Prior to this purchase, the Company accounted for
its investment in ACTV Interactive by the equity method of accounting.
Cost of sales in First Quarter 1995 was $87,101, all of which related to
education product sales. The Company recorded cost of sales of $4,232 for First
Quarter 1994.
Total expenses excluding cost of sales and interest expense increased
approximately 140% in First Quarter 1995, to $2,299,282, from $959,591 in First
Quarter 1994. The increase was due principally to higher general and
administrative expenses associated with higher research and development costs,
to increased expenses accrued pursuant to the Company's stock appreciation
rights ("SAR") plan, and to the exclusion of the expenses of ACTV Interactive
for the greater part of First Quarter 1994, as noted above.
Depreciation and amortization expense increased in First Quarter 1995 to
$215,272, from $135,750 in First Quarter 1994, due to the inclusion of goodwill
amortization expense related to the Company's purchase of the Post Company's
interest in ACTV Interactive for the entire quarterly period in 1995. In First
Quarter 1994, this expense accrued for only the period from the purchase date,
March 11, 1994 through March 31, 1994.
Interest expense declined 58% in First Quarter 1995, to $40,262, from $96,072 in
First Quarter 1994, due in part to the elimination of expense related to
original issue discount on the $1.5 million convertible note payable to the Post
Company. The full principal value of this note, plus all accrued interest, was
converted by the Post Company into common shares of ACTV, Inc. on March 15,
1994. Interest expense declined also due to the extinguishment of certain long
term obligations in the third
10
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and fourth quarters of 1994 relating to a repayment pool established in 1985.
Interest income in First Quarter 1995 was $29,779, compared with $17,110 in
First Quarter 1994. The increase resulted from higher available cash balances in
the more recent period. The Company recorded other income of $8,279 in First
Quarter 1995 that arose from reimbursements of expenses recognized in prior
periods, compared to other income of $0 in First Quarter 1994.
The Company's net loss in First Quarter 1995 before extraordinary gain increased
approximately 85%, to $2,046,953, or $.22 per share, from $1,106,444, or $.16
per share, in First Quarter 1994, the result principally of increases in SAR and
general and administrative expenses. The Company recorded an extraordinary gain
of $94,117 in First Quarter 1995 due to the discounted prepayment of a note
payable. Net loss in First Quarter 1995 after this extraordinary gain was
$1,952,836, or $.21 per share.
Liquidity and Capital Resources
Since its inception, the Company (including its operating subsidiaries) has not
generated revenues sufficient to fund its operations, and has incurred operating
losses. Through March 31, 1996, the Company had an accumulated deficit of
approximately $33 million. The Company's cash position on March 31, 1996 was
$3,655,979, compared to $3,531,782 on December 31, 1995.
During First Quarter 1996 the Company used $1,610,255 in cash for its
operations, compared with $1,521,053 in First Quarter 1995. The increase in
First Quarter 1996 was due principally to higher operating and selling and
administrative expenses. The Company met its cash needs in First Quarter 1996
from the remaining proceeds from private sales of common stock effected in
1995, as well as from sales of common stock totaling $1.9 that were concluded
during First Quarter 1996. The Company met its cash needs in First Quarter 1995
from the proceeds of sales of common stock to private investors completed in
the last quarter of 1994 and First Quarter 1995.
With respect to investing activities, in First Quarter 1996 and 1995 the Company
used cash of $169,033 and $38,302, respectively, principally for equipment
purchases related to the Los Angeles Regional Network. The Company's operating
subsidiaries are dependent on advances from the Company to meet their
obligations.
The Company's balance sheets at March 31, 1996 and March 31, 1995 reflect
expense accruals of $960,474 and $566,883, respectively, related to the
Company's stock appreciation rights plan.
In the First Quarter 1996, the Company raised approximately $1.9 million from
the private sale of shares of the Company's common stock.
The Company's continued marketing of all its products and services on planned
levels and timetables is dependent upon the Company's obtaining the additional
capital necessary to support the Company's future operations at these levels.
Management is continuing its efforts to obtain such additional financing. If the
Company is not successful in obtaining such additional financing, management
believes that the Company can fund its operations at least through the end of
March 1997. To fund its operations at least through the end of March
11
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1997, without additional financing, the Company will be required to reduce
certain planned expenditures in certain of the markets it is attempting to
develop. If management's assumptions regarding future events prove incorrect,
the Company may be unable to fund its operations, even at a reduced level,
through the end of March 1997.
The Company believes that it may be required to expend approximately $500,000 in
the remainder of 1996 to facilitate the completion of current research and
development projects, relating primarily to the development of software to
implement the Company's programming technology in digital set-top terminals. The
Company has no agreements, arrangements or understanding to obtain additional
financing, and there can be no assurance that additional financing will be
available on terms satisfactory to the Company or at all.
The Company does not have any material contractual commitments for capital
expenditures.
Impact of Inflation
Inflation has not had any significant effect on the Company's operating costs.
12
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PART II OTHER INFORMATION
ITEM 1 LEGAL PROCEEDINGS
There are no pending material legal proceedings to which the Company is a party.
ITEM 2 CHANGES IN SECURITIES
None.
ITEM 3 DEFAULTS UPON SENIOR SECURITIES
Not applicable.
ITEM 4 SUBMISSION OF MATTERS TO A VOTE OF SHAREHOLDERS
None.
ITEM 5 OTHER INFORMATION
None.
ITEM 6 EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits -- Exhibit 11, Computation of Loss per Share
(b) Reports on Form 8-K: None.
13
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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.
ACTV, Inc.
Registrant
Date: May 13, 1996 /s/ William C. Samuels
------------ ----------------------
William C. Samuels
Chairman, Chief Executive Officer
and Director
Date: May 13, 1996 /s/ Christopher C. Cline
------------ ------------------------
Christopher C. Cline
Vice President (principal financial
and accounting officer)
14
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EXHIBIT 11
ACTV, INC. AND SUBSIDIARIES
COMPUTATION OF LOSS PER SHARE
<TABLE>
<CAPTION>
Three Month Period
Ended March 31,
1995 1996
------------- -------------
<S> <C> <C>
Weighted average shares outstanding.......... 9,225,240 11,888,605
Common stock equivalents..................... -- --
--------------- ---------------
Total............................... 9,225,240 11,888,605
=============== ===============
Net loss before extraordinary gain........ $2,046,953 $2,560,883
Net loss after extraordinary gain......... $1,952,836 $2,560,883
=============== ===============
Loss per share before extraordinary gain..... $.22 $.22
Loss per share after extraordinary gain...... $.21 $.22
=============== ===============
</TABLE>
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
THE COMPANY'S CONSOLIDATED FINANCIAL STATEMENTS FOR THE QUARTERLY
PERIOD ENDED MARCH 31, 1996, AND IS QUALIFIED IN ITS ENTIRETY BY
REFERENCE TO SUCH CONSOLIDATED FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAR-31-1995
<CASH> 3,655,979
<SECURITIES> 0
<RECEIVABLES> 304,408
<ALLOWANCES> 0
<INVENTORY> 142,735
<CURRENT-ASSETS> 4,211,135
<PP&E> 719,062
<DEPRECIATION> 156,838
<TOTAL-ASSETS> 8,614,395
<CURRENT-LIABILITIES> 2,278,174
<BONDS> 0
0
0
<COMMON> 1,188,862
<OTHER-SE> 5,147,359
<TOTAL-LIABILITY-AND-EQUITY> 8,614,395
<SALES> 343,522
<TOTAL-REVENUES> 350,674
<CGS> 208,010
<TOTAL-COSTS> 2,048,955
<OTHER-EXPENSES> 687,829
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> (2,560,883)
<INCOME-TAX> 0
<INCOME-CONTINUING> (2,560,883)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
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</TABLE>
