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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
February 20, 1998
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Date of Report (Date of earliest event reported)
HyperMedia Communications, Inc.
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(Exact name of Registrant as specified in its charter)
California 001-11624 94-3104247
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(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
901 Mariner's Island Blvd., Suite 365
San Mateo, California 94404
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(Address of principal executive offices)
(650) 573-5170
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(Registrant's telephone number, including area code)
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<PAGE>
Item 5. Other Events
The information set forth in the Registrant's Press Release dated
February 20, 1998 is incorporated herein by reference. Factors affecting the
Company's business plans and competitive environment are discussed in the
Registrant's Annual Report on Form 10-K for the fiscal year ended December 31,
1996, and in its Quarterly Reports on Form 10-Q for the quarters ended March 31,
1997, June 30, 1997 and September 30, 1997.
Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit No. Description
99.1 Text of Press Release dated February 20, 1998
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<PAGE>
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this Report to be signed on its behalf by the
undersigned hereunto duly authorized.
HyperMedia Communications, Inc.
Dated: February 20, 1998 By: /s/ TODD HAGEN
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Name: Todd Hagen
Title: Vice President of Finance and
Administration and Chief
Financial Officer
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<PAGE>
EXHIBIT INDEX
Page
Exhibit Description Number
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99.1 The Company's News Release Dated February 20, 1998. 5
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CONTACT
Todd Hagen
Richard Landry
HyperMedia Communications, Inc.
Phone: (415) 573-5170
Fax: (415) 573-5131
FOR IMMEDIATE RELEASE
HyperMedia Communications, Inc. Reports
1997 Operating Results
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HyperMedia Communications, Inc. Announces Private Placement
Selling $1,300,000 in Preferred Stock
SAN MATEO, CA -- February 20, 1998 -- HyperMedia Communications, Inc.
(NASDAQ: HYPR; PSE: HPR), publisher of NewMedia magazine, today reported
completing a $1,300,000 sale of preferred stock to the Company's largest
investor, MK Global Ventures. This additional equity will enable the Company to
meet the new continued listing requirements of the Nasdaq SmallCap Market which
will become effective on February 23, 1998. In addition, a portion of this
equity infusion will also provide HyperMedia with additional working capital to
implement key sales and marketing programs in 1998.
"This capital infusion gives HyperMedia the capability to continue to
build and expand the NewMedia brand name, while providing continued liquidity
for our shareholders," said HyperMedia Chairman, President & CEO Richard Landry.
"We are pleased with the confidence that MK Global has placed in our company and
its products." *
For the quarter ended December 31, 1997, total company revenue was
$2,200,000 versus $1,976,000 for the comparable period a year ago representing
an increase of $224,000, or 11%. The increase in revenue is attributable to a
change in timing for the NewMedia INVISION Awards Festival. In 1996, the
NewMedia INVISION Awards occurred in the second quarter of the year. In 1997,
the Festival took place in the forth quarter on November 10-12, 1997, at the
Center for the Arts in Yerba Buena Gardens in San Francisco. Sponsors for the
event include Microsoft, Silicon Graphics, Apple, Ziff-Davis, NeTpower,
Tri-Star, Macromedia, and others.
Net advertising revenue in NewMedia magazine decreased in fiscal 1997
ascompared to fiscal 1996 by 5.7% and decreased in the fourth fiscal quarter of
1996 compared to the fourth fiscal quarter of 1997 by 22%. The Company believes
that the decrease in net advertising revenue is related to the Macintosh
hardware and software market as digital content creators make a transition
toward increased use of Windows based workstations. In the fourth quarter of
1997, Windows and Unix based systems advertising in NewMedia magazine grew by
100% versus the prior-year period, led by advertising from Compaq, Dell,
Digital, IBM, NeTpower, and Tri-Star. In the 1997 IntelliQuest Computer Industry
Media Study (CIMS(TM)), NewMedia magazine beats Infoworld, PC Week, Interactive
Week, and Wired in percentage of readers who are personally involved in
purchasing desktop PC's and workstations for their organization.
<PAGE>
The net loss for fiscal 1997 was ($886,000), or ($0.28) per share,
compared to the net loss of ($291,000), or ($0.10) per share, reported for
fiscal 1996. In the fourth quarter of 1997, the company reported an operating
loss of ($431,000), compared to an operating profit of $22,000 in the fourth
quarter of 1996. The net loss for the fourth quarter of 1997 was ($442,000), or
($0.14) per share, compared with a net profit of $11,000, or $0.00 per share, in
the comparable period a year ago. The increased operating losses are primarily
attributable to the lower net advertising revenue in NewMedia magazine partially
offset by a 1.4% decrease in net expenses for the Company.
Reported per-share results are based on 3,200,137 and 3,513,972
weighted average common shares outstanding for the 1997 and 1996 fourth
quarters, respectively, and 3,185,043 and 3,019,004 respectively for the first
twelve months of 1997 and 1996. Net advertiser revenue excludes one-time
advertiser promotions that took place during 1996.
HyperMedia Communications, Inc. (NASDAQ:HYPR; PCX:HPR) is the publisher
of NewMedia magazine, the magazine for creators of the digital future. NewMedia
delivers an innovative editorial package designed to give the Digital Elite the
information they need to take digital content into the 21st century. The
magazine specializes in comprehensive comparative product reviews supported by
the NewMedia Lab, a state-of-the-art digital content testing studio. NewMedia
includes industry news and feature articles that provide expert advice critical
to making purchase decisions.
HyperMedia also produces the NewMedia INVISION Awards Festival, the
largest juried digital media competition in the World. The program seeks out the
highest achievements in digital content creation for business, entertainment,
marketing, government and education. The 1998 NewMedia INVISION Festival will
include a 6,000 square foot PLAYLAND Gallery, Evening New Media Showcases and a
two day Digital Creativity conference. *
HyperMedia also publishes newmedia.com, an award-winning World Wide Web
network of news, information, products and services for the digital content
creation market. The company recently introduced "ioServ," an innovative
electronic reader service capability that uses the immediacy and interactivity
of the Web to respond to readers' product information requests in minutes
instead of months.
HyperMedia Communications, Inc. has headquarters at 901 Mariner's
Island Boulevard, Suite 365, San Mateo, CA., 94404; (650) 573-5170; fax (650)
573-5131.
NewMedia is a registered trademark of HyperMedia Communications, Inc.
This press release contains forward-looking statements marked with an
asterisk ("*") that involve a number of risks and uncertainties. Among the
factors that could cause actual results to differ materially from the results in
the forward-looking statements are the following: the success of the Company's
strategy to target the digital professional market and sell advertising oriented
to that market; business conditions and any slowdown in growth in the
professional market for new media technology and the general economy;
competitive factors; delays in productivity of the advertising sales force which
includes recently-hired salespeople; and other risks detailed in the risk
factors listed in the Company's SEC reports, including but not
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limited to the annual report on Form 10-K for the year ended December 31, 1996,
and the quarterly reports on Form 10-Q for the quarter ended March 31, 1997,
June 30, 1997 and September 30, 1997.
###
(STATISTICAL TABLES FOLLOW)
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<TABLE>
HYPERMEDIA COMMUNICATIONS, INC.
PROFORMA BALANCE SHEET
(UNAUDITED)
<CAPTION>
December 31, 2/98 Equity December 31, 1997
1997 Investment Pro-Forma
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<S> <C> <C> <C>
ASSETS
Current assets:
Cash $ 269,000 $ 1,300,000 $ 1,569,000
Accounts receivable, net of allowance for
doubtful accounts of $110,000 1,165,000 1,165,000
Prepaid expenses and other assets 567,000 567,000
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Total current assets 2,001,000 1,300,000 3,301,000
Property and equipment, net 451,000 451,000
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$ 2,452,000 $ 1,300,000 $ 3,752,000
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LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable $ 956,000 $ $ 956,000
Accrued liabilities 439,000 439,000
Deferred revenue 31,000 31,000
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Total current liabilities 1,426,000 0 1,426,000
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Shareholders' equity:
Convertible Preferred Stock, $.001 par value; 10,064,516
shares authorized; 8,342,910 shares outstanding 2,003,000 1,300,000 3,303,000
Common Stock, $.001 par value; 50,000,000 shares
authorized; 3,200,137 shares outstanding 10,427,000 10,427,000
Accumulated deficit (11,404,000) (11,404,000)
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Total shareholders' equity 1,026,000 1,300,000 2,326,000
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$ 2,452,000 $ 1,300,000 $ 3,752,000
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</TABLE>
<PAGE>
<TABLE>
HYPERMEDIA COMMUNICATIONS, INC.
STATEMENT OF OPERATIONS
(UNAUDITED)
<CAPTION>
Three months ended December 31, Twelve months ended December 31,
-------------------------------- --------------------------------
1997 1996 1997 1996
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<S> <C> <C> <C> <C>
Revenues $ 2,200,000 $ 1,976,000 $ 7,637,000 $ 8,618,000
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Expenses:
Editorial $ 282,000 $ 269,000 $ 1,151,000 $ 1,228,000
Production $ 494,000 $ 499,000 $ 1,922,000 $ 2,373,000
Circulation $ 491,000 $ 523,000 $ 2,088,000 $ 2,072,000
Sales and marketing $ 1,080,000 $ 405,000 $ 2,318,000 $ 2,269,000
Product development $ 11,000 $ 8,000 $ 40,000 $ 29,000
General and administrative $ 273,000 $ 250,000 $ 972,000 $ 914,000
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Total expenses $ 2,631,000 $ 1,954,000 $ 8,491,000 $ 8,885,000
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Income (loss) from operations $ (431,000) $ 22,000 $ (854,000) $ (267,000)
Interest and other expense, net $ 11,000 $ 11,000 $ 32,000 $ 24,000
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Net income (loss) $ (442,000) $ 11,000 $ (886,000) $ (291,000)
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Basic and diluted net income (loss)
per common share $ (0.14) $ 0.00 $ (0.28) $ (0.10)
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Weighted average common shares
and equivalents 3,200,137 3,513,972 3,185,043 3,019,004
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</TABLE>