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Marvel Entertainment, Inc. – ‘8-K’ for 11/6/06 – EX-99

On:  Monday, 11/13/06, at 12:02pm ET   ·   For:  11/6/06   ·   Accession #:  1116679-6-2593   ·   File #:  1-13638

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  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

11/13/06  Marvel Entertainment, Inc.        8-K:2,9    11/06/06    3:353K                                   Paul Hastings LLP/FA

Current Report   —   Form 8-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         November 6, 2006                                    HTML     18K 
 2: EX-99       Ex. 99.1: Press Release                             HTML    137K 
 3: EX-99       Ex. 99.2: Conference Call Transcript                HTML     51K 


EX-99   —   Ex. 99.1: Press Release

This exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]

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Exhibit 99.1

 

 

Marvel will host a webcast today for all investors at
9:00 a.m. EST available at: www.Marvel.com/webcasts
or
www.fulldisclosure.com

 

MARVEL REPORTS Q3 2006 EPS OF $0.16 AND

INITIATES 2007 EPS GUIDANCE RANGE OF $1.35 - $1.55

 

- Raises 2006 EPS Guidance Range to $0.61 - $0.64 -

 

New York, New York – November 6, 2006 -- Marvel Entertainment, Inc. (NYSE: MVL), a global character-based entertainment and licensing company, today initiated financial guidance for 2007 and revised its financial guidance for 2006. The financial guidance was provided in conjunction with the reporting of operating results for the third quarter and nine-month periods ended September 30, 2006.

 

For Q3 2006, Marvel reported net income of $13.2 million, or $0.16 per diluted share, net of a $0.7 million charge for FAS 123R share-based payments. This compares to net income of $23.4 million, or $0.23 per diluted share, in the year-ago third quarter period, which did not include any stock option expense.

 

Marvel Entertainment, Inc.

Segment Net Sales/Operating Income

(in Millions)

 

Three Months Ended

9/30/06               9/30/05

Nine Months Ended

9/30/06               9/30/05

Licensing:      Net Sales

28.3

33.2

101.7

148.3

Operating Income (1)

13.4

20.0

57.1

88.0

Publishing:    Net Sales

30.9

25.8

79.9

69.1

Operating Income

13.1

11.0

32.5

27.7

Toys:                Net Sales

33.0

22.1

85.0

56.0

Operating Income

7.4

10.5

14.6

28.1

Corporate Overhead:

(6.3)

(6.1)

(18.0)

(17.4)

TOTAL NET SALES

$92.2

$81.1

$266.6

$273.4

TOTAL OPERATING INCOME

$27.6

$35.4

$86.2

$126.4

(1) The nine-month period in 2005 includes the impact of a $10 million, one-time charge related to the settlement of litigation with Stan Lee.

 

Marvel’s Chairman, Morton Handel, commented, “The framework for Marvel’s strategic transformation into a global entertainment company is largely complete, and we are excited about the outlook for our business in the coming years. We have refined the 2006 guidance as a result of better than expected operating results for the remainder of 2006. We have also initiated financial guidance for 2007 that demonstrates the strong line-up of entertainment and marketing exposure that should drive consumer awareness and sales of our licensed products. 2007 should be a pivotal year for Marvel, marked by three licensed feature film releases as well as the first full year of our toy license agreement with Hasbro.

 

“Of particular note in 2007, our Marvel Studios subsidiary expects to commence principal photography on our first Marvel-produced feature film, Iron Man, in the first quarter of 2007, and we anticipate filming on The Hulk to begin later in the year for its newly announced June 27, 2008 release date. In addition, Marvel Studios will continue development on several films targeted for 2009 and beyond.”

 

Financial Guidance:

As reflected in the table below, Marvel today revised its financial guidance for 2006 and initiated financial guidance for 2007. A few key drivers behind Marvel’s 2007 guidance are highlighted below.

 


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Marvel Entertainment Q3 2006 Results, 11/6/06

page 2 of 7

 

Marvel Entertainment, Inc. – Financial Guidance

(in millions, except per-share amounts)

Updated 2006
Guidance

Previous 2006
Guidance (2)

Initial 2007
Guidance

2005
Actual (1)

Net sales

$330 - $340

$320 - $350

$375 - $435

$391

Net income (3)

$53 - $56

$43 - $53

$115 - $132

$103

Diluted EPS (3)

$0.61 - $0.64

$0.50 - $0.60

$1.35 - $1.55

$0.97

 

(1) FY 2005 net income and diluted EPS include a one-time charge of approximately $12.5 million associated with the early termination of Marvel’s toy licensee, Toy Biz Worldwide Ltd.

(2) Previous 2006 guidance ranges were provided on August 2, 2006.

(3) 2006 net income and diluted EPS reflect $5.9 million (pre-tax) of non-cash expenses related to the implementation of FAS 123R.

 

Primary 2007 Financial Guidance Drivers:

Expected strong Spider-Man movie merchandise licensing, triggered by the theatrical release of the Spider-Man 3 movie.

Toy license contributions related to Marvel’s toy license agreement with Hasbro.

Initial film license revenue contributions from three feature films slated for release in 2007: Ghost Rider, Spider-Man 3, and Fantastic Four 2.

Contributions from domestic and international licensing revenues from “classic” brands.

Strong growth in interactive revenues.

Continued, modest top-line and bottom-line growth from the publishing division.

An effective tax rate of 37% in 2007 with only a marginal amount payable in cash for the year.

Marvel’s guidance is based on 85.0 million diluted shares outstanding for 2007 and does not reflect any share repurchase activity in 2007.

 

Marvel cautions investors that variations in the timing of licenses and entertainment events, the timing of their revenue recognition, and their level of success result in variations and uncertainty in forecasting the Company’s financial results. These factors could have a material impact on year-over-year and sequential quarterly results comparisons as well as Marvel’s ability to achieve the financial performance included in its financial guidance.

 

Third Quarter Segment Review:

 

Licensing Segment net sales declined 15% from the year-ago period to $28.3 million, primarily due to lower contributions from domestic licensing and Marvel’s Spider-Man merchandising joint venture (JV) with Sony. These declines were partially offset by gains in international licensing and the Marvel Studios operations. The $6.2 million reduction in domestic merchandise licensing sales resulted from lower anticipated new and renewal contract sales in the third quarter, which was partially offset by gains in overages. The Spider-Man JV had sales of only $0.8 million in Q3 2006, which were primarily related to licensing overages associated with catalog sales of the Spider-Man 2 video game. Studio media licensing sales increased to $4.3 million in Q3 2006, with the gain from the prior year predominantly generated from animated television and Direct-to-DVD projects.

 

Marvel Entertainment, Inc.

Licensing Sales by Division (Unaudited)

(in millions)

 

Three Months Ended

 

Nine Months Ended

 

9/30/06

9/30/05

 

9/30/06

9/30/05

Domestic Consumer Products

14.3

20.5

 

52.9

76.3

International Consumer Products

8.9

7.5

 

32.4

30.1

Spider-Man L.P. (Domestic and International)

0.8

2.3

 

3.5

20.4

Marvel Studios

4.3

2.9

 

12.9

21.5

Total Licensing Segment

$28.3

$33.2

 

$101.7

$148.3

 

 


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Marvel Entertainment Q3 2006 Results, 11/6/06

page 3 of 7

 

 

Operating margins in the licensing division were 47% in Q3 2006, below margins of 60% in the prior-year period, resulting from higher compensation and related expenses, coupled with lower revenues in the Q3 2006 period.

 

Marvel’s Publishing Segment net sales increased $5.1 million or 20% from the year-ago period to $30.9 million, due to higher sales of trade paperbacks and hard cover books sold into the direct and book market channels. Comic book sales were bolstered by strong sales associated with Civil War, a high-profile special series that has tie-ins across many established comic book series. Publishing results also benefited from strong year-over-year growth in custom publishing. Publishing segment operating income in Q3 2006 was $13.1 million with an operating margin of 42%, compared to $11.0 million in operating income and an operating margin of 43% in the prior-year period.

 

The transition in Marvel’s Toy Segment net sales from toys produced by a master toy licensee in 2005 to toy production by Marvel in 2006 contributed to an expected year-over-year increase in segment revenues. Sales in the quarter increased 49% versus the prior year, consisting primarily of core classic Marvel character lines. The shift from sales recorded in 2005 as royalty and service fee income, with no corresponding Cost of Revenues expense, to sales recorded in 2006 as wholesale sales subject to the corresponding Cost of Revenues expense, was the principal factor in operating margins decreasing to 22% for the third quarter of 2006, as compared to 48% in last year’s period.

 

Marvel Entertainment, Inc.

Toy Sales Summary (Unaudited)

(in millions)

 

Three Months Ended

 

Nine Months Ended

 

9/30/06

9/30/05

 

9/30/06

9/30/05

Marvel Toy Net Sales

33.0

4.9

 

85.0

12.8

Toy License:

 

 

 

 

 

- Toy Royalties

--

8.3

 

--

21.0

- Fees for Services Rendered

--

8.9

 

--

22.2

Total Toy Segment

$33.0

$22.1

 

$85.0

$56.0

 

 

Balance Sheet Update:

As of September 30, 2006, Marvel had cash and equivalents of $34.9 million and $79.7 million in borrowings under its $125 million credit facility with HSBC Bank. During the third quarter of 2006 Marvel did not repurchase any additional shares under the repurchase program. As of September 30, 2006, the Company had $50.0 million remaining under its $100 million share repurchase authorization announced June 5, 2006.

 


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Marvel Entertainment Q3 2006 Results, 11/6/06

page 4 of 7

 

 

 

Marvel Studios Entertainment Pipeline
(Development and release dates for licensed properties are controlled by studio partners)
 

 

Licensed Marvel Character Feature Film Line-Up For 2007

Film/Character

Studio/Distributor

Status

Ghost Rider

Sony

In post-production, February 16, 2007 release

Spider-Man 3

Sony

In production, May 4, 2007 release

Fantastic Four 2

Fox

In production, June 15, 2007 release (1)

 

Film Projects Being Developed by Marvel (Partial List)

Film/Character

Studio

Status

Iron Man

Marvel

Writer & director engaged, slated for May 2, 2008

The Incredible Hulk

Marvel

Writer and director engaged, slated for June 27, 2008 release (1)

Ant-Man

Marvel

Writer and director engaged

Captain America

Marvel

Writer engaged

Nick Fury

Marvel

Writer engaged

Thor

Marvel

Writer engaged

The Avengers

Marvel

Writer engaged (1)

Black Panther, Cloak & Dagger, Doctor Strange, Hawkeye, Power Pack and Shang-Chi are other projects that may be developed by Marvel. (1)

 

Licensed Marvel Character Film Development Pipeline (Partial List)

Film/Character

Studio/Distributor

Status

Wolverine

Fox

TBD

The Punisher 2

Lions Gate

TBD

Magneto

Fox

TBD

Namor

Universal

TBD

 

Marvel Character Animated TV Projects in Development

Character

Studio

Status

Fantastic Four

Moonscoop SAS (France)

26, 30 minute episodes airing in 2006; U.S. distribution started on Cartoon Network on September 2, 2006.

Wolverine

First Serve Toonz (India)

26, 30 minute episodes in development

Iron Man

Method Films (France)

26, 30 minute episodes in development

 

Marvel Character Animated Direct-to-Video Projects in Development

Partnership with Lions Gate to develop, produce and distribute original animated DVD features. Titles include: Ultimate Avengers (released February 21, 2006), Ultimate Avengers 2 (released August 8, 2006), Iron Man (scheduled for release in 2007) and Doctor Strange. (1)

 

Marvel Character Live Action TV Projects (Partial List)

Alter Ego, Moon Knight and Skrull Kill Krew in development. (1)

 

2006 Video Game Releases

Publisher

Character group

Release

Activision

X-Men 3

Released Q2 2006

Activision

Marvel: Ultimate Alliance

Released Q4 2006

2007 Video Game Releases

(Release dates controlled by Publishing partner)

Take-Two

Ghost Rider

Q1 2007 (1)

Konami

Marvel Vs. Card Game

Q1 2007 (1)

Activision

Spider-Man 3

Q2 2007 (1)

Take-Two

Fantastic Four II

Q2 2007 (1)

Electronic Arts

Marvel Nemesis 2

Q4 2007 (1)

Activision

Spider-Man Trilogy

Q4 2007 (1)

(1)

Represents a change from the previously supplied schedule

TBD = To Be Determined

 


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Marvel Entertainment Q3 2006 Results, 11/6/06

page 5 of 7

 

 

About Marvel Entertainment, Inc.

With a library of over 5,000 characters, Marvel Entertainment, Inc. is one of the world's most prominent character-based entertainment companies. Marvel's operations are focused on utilizing its character franchises in licensing, entertainment, publishing and toys. Areas of emphasis include feature films, DVD/home video, consumer products, video games, action figures and role-playing toys, television and promotions. Rooted in the creative success of over sixty years of comic book publishing, Marvel's strategy is to leverage its character franchises in a growing array of opportunities around the world. For more information visit www.marvel.com.

 

Except for any historical information that they contain, the statements in this news release regarding Marvel's plans are forward-looking statements that are subject to certain risks and uncertainties, including a decrease in the level of media exposure or popularity of Marvel's characters, financial difficulties of Marvel's licensees, changing consumer preferences, delays and cancellations of movies and television productions based on Marvel characters, transition difficulties between licensees, toy-production delays or shortfalls, continued concentration of toy retailers, toy inventory risk, significant appreciation of Chinese currency against other currencies and the imposition of quotas or tariffs on products manufactured in China.

 

In addition, in connection with Marvel’s studio operations, including those related to the slate of feature films Marvel plans to produce on its own with proceeds from its $525 million film slate facility (the “Film Facility”), the following factors, among others, could cause Marvel’s or Marvel Studios’ financial performance to differ materially from that expressed in any forward-looking statements: (i) Marvel Studios’ potential inability to attract and retain creative talent, (ii) the potential lack of popularity of Marvel’s films, (iii) the expense associated with producing films, (iv) union activity which could interrupt film production, (v) that Marvel Studios has not, in the past, produced film projects on its own, (vi) changes or disruptions in the way films are distributed, including a decline in the profitability of the DVD market, (vii) piracy of films and related products, (viii) Marvel Studios’ dependence on a single distributor, (ix) that Marvel will depend on its distributor for the implementation of internal controls related to the accounting of film-production activities, (x) Marvel’s potential inability to meet the conditions necessary for an initial funding of a film under the Film Facility, (xi) Marvel’s potential inability to obtain financing to make more than four films if certain tests related to the economic performance of the film slate are not satisfied (specifically, an interim asset test and a foreign pre-sales test) and (xii) fluctuations in reported income or loss related to the accounting of film-production activities.

 

These and other risks and uncertainties are described in Marvel's filings with the Securities and Exchange Commission, including Marvel's Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. Marvel assumes no obligation to publicly update or revise any forward-looking statements.

 

For further information contact:

Matt Finick – SVP Corporate Development

David Collins, Richard Land

Marvel Entertainment, Inc.

Jaffoni & Collins

212/576-4035

212/835-8500

mfinick@marvel.com

mvl@jcir.com

 

 

 


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Marvel Entertainment Q3 2006 Results, 11/6/06

page 6 of 7

 

 

 

MARVEL ENTERTAINMENT, INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

AND COMPREHENSIVE INCOME

(In thousands, except per share data)

 

(unaudited)

 

 

 

Three Months Ended

 

Nine Months Ended

 

 

September 30,

 

 

September 30,

 

 

2006

 

2005

 

 

2006

 

2005

 

 

 

 

(in thousands, except per share amounts)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales

$

92,161

 

$

81,128

 

$

266,582

 

$

273,412

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Costs and expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of revenues (excluding depreciation expense)          

 

29,681

 

 

14,105

 

 

76,437

 

 

37,545

 

 

Selling, general and administrative

 

29,965

 

 

30,686

 

 

96,242

 

 

107,597

 

 

Depreciation and amortization

 

3,281

 

 

1,232

 

 

9,233

 

 

3,375

 

 

Total costs and expenses

 

62,927

 

 

46,023

 

 

181,912

 

 

148,517

 

 

Other (expense) income, net

 

(1,607

)

 

245

 

 

1,524

 

 

1,493

 

 

Operating income

 

27,627

 

 

35,350

 

 

86,194

 

 

126,388

 

 

Interest expense

 

4,641

 

 

945

 

 

11,594

 

 

945

 

 

Interest income

 

161

 

 

546

 

 

1,233

 

 

3,118

 

 

Income before income taxes and minority interest

 

23,147

 

 

34,951

 

 

75,833

 

 

128,561

 

 

Income tax expense

 

9,742

 

 

11,158

 

 

27,955

 

 

47,121

 

 

Minority interest in consolidated joint venture

 

205

 

 

401

 

 

872

 

 

4,540

 

 

Net income

$

13,200

 

$

23,392

 

$

47,006

 

$

76,900

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic earnings per share attributable to common stock

$

0.17

 

$

0.24

 

$

0.57

 

$

0.76

 

 

Weighted average number of basic shares outstanding

 

79,717

 

 

96,647

 

 

82,385

 

 

101,273

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings per share attributable to common stock

$

0.16

 

$

0.23

 

$

0.53

 

$

0.71

 

 

Weighted average number of diluted shares outstanding

 

84,854

 

 

103,174

 

 

87,936

 

 

107,918

 

 

 


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Marvel Entertainment Q3 2006 Results, 11/6/06

page 7 of 7

 

MARVEL ENTERTAINMENT, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except share data)

(unaudited)

 

 

 

September 30,
2006

 

December 31,
2005

 

 

 

(in thousands, except share data)

 

ASSETS

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

34,888

 

$

24,227

 

Restricted cash

 

 

7,419

 

 

8,383

 

Short–term investments

 

 

 

 

15,139

 

Accounts receivable, net

 

 

71,235

 

 

59,108

 

Inventories, net

 

 

11,874

 

 

9,177

 

Deferred income taxes, net

 

 

19,553

 

 

19,553

 

Prepaid expenses and other current assets

 

 

7,805

 

 

4,785

 

Total current assets

 

 

152,774

 

 

140,372

 

 

 

 

 

 

 

 

 

Molds, tools and equipment, net

 

 

8,361

 

 

5,659

 

Product and package design costs, net

 

 

2,671

 

 

1,023

 

Film production costs

 

 

4,341

 

 

 

Goodwill

 

 

341,708

 

 

341,708

 

Accounts receivable, non–current portion

 

 

20,248

 

 

20,290

 

Income tax receivable

 

 

52,025

 

 

 

Deferred income taxes, net

 

 

37,795

 

 

36,460

 

Deferred financing costs

 

 

17,016

 

 

20,751

 

Advances to joint venture partner

 

 

7,180

 

 

3,489

 

Other assets

 

 

2,886

 

 

3,794

 

 

 

 

 

 

 

 

 

Total assets

 

$

647,005

 

$

573,546

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

Accounts payable

 

$

9,114

 

$

3,724

 

Accrued royalties

 

 

75,849

 

 

65,891

 

Accrued expenses and other current liabilities

 

 

38,162

 

 

57,360

 

Income taxes payable

 

 

7,805

 

 

12,295

 

Deferred revenue

 

 

134,073

 

 

10,865

 

Total current liabilities

 

 

265,003

 

 

150,135

 

Deferred revenue, non-current portion

 

 

38,418

 

 

24,787

 

Credit Facility

 

 

79,700

 

 

 

Film slate facility obligation

 

 

29,600

 

 

25,800

 

Other liabilities

 

 

9,549

 

 

12,224

 

Total liabilities

 

 

422,270

 

 

212,946

 

 

 

 

 

 

 

 

 

Commitments and Contingencies (Note 8)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

 

 

Preferred stock, $.01 par value, 100,000,000 shares authorized, none issued

 

 

 

 

 

Common stock, $.01 par value, 250,000,000 shares authorized,127,103,779 issued and 80,009,558 outstanding in 2006 and 121,742,534 issued and 90,205,853 outstanding in 2005

 

 

1,271

 

 

1,217

 

Deferred stock compensation

 

 

 

 

(6,242

)

Additional paid-in capital

 

 

692,802

 

 

594,873

 

Retained earnings

 

 

216,768

 

 

169,762

 

Accumulated other comprehensive loss.

 

 

(3,220

)

 

(3,474

)

Total stockholders’ equity before treasury stock

 

 

907,621

 

 

756,136

 

Treasury stock, at cost, 47,094,221 shares in 2006 and 31,536,681 shares in 2005

 

 

(682,886

)

 

(395,536

)

Total stockholders’ equity

 

 

224,735

 

 

360,600

 

 

 

 

 

 

 

 

 

Total liabilities and stockholders’ equity

 

$

647,005

 

$

573,546

 

 

# # #

 


Dates Referenced Herein   and   Documents Incorporated by Reference

Referenced-On Page
This ‘8-K’ Filing    Date First  Last      Other Filings
6/27/0814
5/2/0844,  8-K
6/15/074
5/4/074
2/16/074
Filed on:11/13/06
For Period End:11/6/061
9/30/061710-Q
9/2/064
8/8/06410-Q
8/2/062
6/5/0634,  8-K
2/21/064
12/31/05710-K
 List all Filings 
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