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Alliance Atlantis Announces Third Quarter Results.


Business Editors

TORONTO--(BUSINESS WIRE)--Feb. 29, 2000

(TSE See Tokyo Stock Exchange.

TSE

1. See Tokyo Stock Exchange (TSE).

2. See Toronto Stock Exchange (TSE).
:AAC (Advanced Audio Coding) An audio compression technology that is part of the MPEG-2 and MPEG-4 standards. AAC, especially MPEG-4 AAC, provides greater compression and better sound quality than MP3, which also came out of the MPEG standard. .A) (TSE:AAC.B) (Nasdaq:AACB AACB Australasian Association of Clinical Biochemists
AACB Alliance Atlantis Communications Inc.
AACB Aeronautics and Astronautics Coordinating Board
AACB Aeronautics & Astronautics Coordinating Board
AACB Ann Arbor Concert Band (Ann Arbor, MI) 
)

Improving Margins and Reduced Operating Expenses Operating expenses

The amount paid for asset maintenance or the cost of doing business, excluding depreciation. Earnings are distributed after operating expenses are deducted.
 --

Drive 123% EBITDA (Earnings Before Interest, Taxes, Depreciation and Amortization) A metric used to show a company's profitability, but not its cash flow. EBITDA became popular in the 1980s to show the potential profitability of leveraged buyouts, but has become  Growth

ALLIANCE ATLANTIS Alliance Atlantis Communications Inc. (formerly traded as TSX:AAC) is a Toronto-based media company, which now operates primarily as a specialty service operator in Canada.  COMMUNICATIONS INC inc - /ink/ increment, i.e. increase by one. Especially used by assembly programmers, as many assembly languages have an "inc" mnemonic.

Antonym: dec.
. today announced results for the three months and nine months ended December December: see month.  31, 1999.

Three Month Results

Revenue for the third quarter increased by 10.3% to $209.6 million, compared to $190.0 million last year. Revenue growth resulted from the continued strong performance of the Motion Picture Group, increased subscriber subscriber,
n the person, usually the employee, who represents the family unit in relation to the prepayment plan. Other family members are
dependents. Also called
certificate holders or
enrollees.
 and advertising revenue in the Broadcasting Group as compared to the previous year.

Gross profit for the quarter increased by 35% to $51.7 million, compared to $38.3 million last year. The gross margin of 24.7% compares favourably Adv. 1. favourably - showing approval; "he reviewed the play favorably"
favorably

favourably U.S. favorably
adverb 1.
 to the margin of 20.2% achieved last year. This increase is attributed primarily to improved margins in the Television Group and the Broadcasting Group.

Operating expenses of $18.3 million in the third quarter decreased by $5.0 million from the $23.3 million recorded in the third quarter last year. This reduction is primarily a result of the cost saving synergies achieved since the time of the merger.

Earnings before interest, taxes, depreciation and amortization Earnings before interest, taxes, depreciation and amortization (EBITDA) is a non-GAAP metric that can be used to evaluate a company's profitability.
:EBITDA = Operating Revenue – Operating Expenses + Other Revenue
 (EBITDA) for the third quarter was $33.4 million compared to $15.0 million last year, an increase of 123%. EBITDA margin for the quarter was 16%, compared to 8% in fiscal 1999. EBITDA growth was due to revenue growth in the Motion Picture and Broadcasting Groups, improving margins in the Television Group as well as reduced operating expenses.

Net earnings for the third quarter were $14.3 million, $0.46 per share based on a weighted average 30.9 million basic common shares outstanding and $0.45 per share based on a weighted average 32.9 million fully diluted di·lute  
tr.v. di·lut·ed, di·lut·ing, di·lutes
1. To make thinner or less concentrated by adding a liquid such as water.

2. To lessen the force, strength, purity, or brilliance of, especially by admixture.
 common shares outstanding. This compares favourably to basic earnings per share of $0.23 based on a weighted average 23.6 million basic common shares outstanding and fully diluted earnings per share diluted earnings per share

An earnings measure calculated by dividing net income less preferred stock dividends for a period by the average number of shares of common stock that would be outstanding if all convertible securities were converted into shares of
 of $0.21 based on a weighted average 27.2 million fully diluted common shares outstanding in the prior year.

"We are pleased by the strength of our financial and operating performance which is evident in our third quarter and nine months results," said Michael I Michael I, Byzantine emperor
Michael I (Michael Rangabe), d. c.845, Byzantine emperor (811–13), son-in-law of Nicephorus I. He supported orthodoxy against iconoclasm and recalled Theodore of Studium from exile.
.M. MacMillan Macmillan, river, c.200 mi (320 km) long, rising in two main forks in the Selwyn Mts., E Yukon Territory, Canada, and flowing generally W to the Pelly River. It was an important route to the gold fields from c.1890 to 1900. , Chairman and Chief Executive Officer. "Our growth continues to be very profitable as a direct result of improved margins in our television production business, reduced operating expenses and increased subscriber and advertising revenues at all of our specialty A contract under seal.

A specialty is a written document that has been sealed and delivered and is given as security for the payment of a specifically indicated debt.
 television networks."

Television Group

The Television Group's revenue in the third quarter decreased by 3.5% to $123.4 million from $127.9 million in the previous year. The decrease in revenues reflects the implementation of the Company's strategy to reduce quantity of hours produced, alter the mix of those hours produced and focus on increased margin contributions on a project by project basis. Deliveries included 14.5 hours of children's programming under our recently launched AAC Kids banner Same as banner ad.

1. banner - The title page added to printouts by most print spoolers. Typically includes user or account ID information in very large character-graphics capitals.
. The Company's slate of children's programming generally carries lower budgets but higher margins than dramatic series. Total deliveries in the quarter were 107 hours compared to 108.5 hours delivered in the same quarter of the prior year. Dramatic series accounted for 86.5 hours of deliveries, including 10 hours of Peter Benchley's Amazon Amazon, in Greek mythology
Amazon (ăm`əzŏn), in Greek mythology, one of a tribe of warlike women who lived in Asia Minor.
, 11 hours of Beastmaster as well as 3.5 hours of the critically acclaimed ac·claim  
v. ac·claimed, ac·claim·ing, ac·claims

v.tr.
1. To praise enthusiastically and often publicly; applaud. See Synonyms at praise.

2.
 new series Drop the Beat. Also delivered were the television movies, Catch a Falling Star falling star: see meteor. , North of 60 - Trial By Fire and Murder Most Likely.

Gross profit for the Television Group in the third quarter was $22.7 million compared to $19.8 million in the prior year. Gross profit as a percentage of revenue was 18.4% in the current year, compared to 15.5% in the prior year. This increase is a result of our previously stated strategy to reduce hours, alter the mix of hours produced and focus on margin contribution.

EBITDA for the Television Group in the third quarter was $19.1 million compared to $9.2 million in the prior year representing an increase of 108%. This increase is a result of delivering higher margin productions and reduced operating costs operating costs nplgastos mpl operacionales .

During the quarter we announced the sale of Invincible (working title) to Time Warners' TBS TBS Tablespoon
TBS Tokyo Broadcasting System, Inc.
TBS Treasury Board Secretariat (Canada)
TBS Tris-Buffered Saline
TBS Tris Buffered Saline
TBS Turn Based Strategy (games) 
 cable channel in the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. . Invincible comes from martial arts This is a list of martial arts, broken down by region and style. African martial arts
Eritrea
  • Testa
Nigeria
  • Dambe (Hausa Boxing)
South Africa
  • Nguni stick fighting
  • Rough and Tumble
Senegal
 master Jet Li and Mel Gibson's Icon Productions Icon Productions LLC is an American independent production company founded in August 1989 by American-born actor/director Mel Gibson and producing partner Bruce Davey. . The program will be distributed worldwide by Alliance Atlantis. Also during the quarter, programs produced, distributed and broadcast by Alliance Atlantis and its partners won a total of 22 Gemini Awards The Gemini Awards are an annual awards ceremony in Canada.

First awarded in 1986, the Geminis celebrate the achievements of TV members of the Academy of Canadian Cinema and Television. Essentially, it presents awards for the best television productions in Canada.
 for excellence in English-language television. Among these honours honours or US honors
Noun, pl

1. (in a university degree course) a rank or mark of the highest academic standard: an honours degree

2. observances of respect, esp.
, Due South won Chrysler's Canada's Choice Award for Best Canadian Canadian (kənā`dēən), river, 906 mi (1,458 km) long, rising in NE New Mexico. and flowing E across N Texas and central Oklahoma into the Arkansas River in E Oklahoma.  Comedy or Drama for the third consecutive time.

Motion Picture Group

Revenue for the Motion Picture Group increased by 50.4% to $54.0 million in the third quarter compared to $35.9 million last year. The increase in revenue was mainly attributed to exceptionally strong video sales lead A sales lead is the identity of a person or entity potentially interested in purchasing a product or service, and represents the first stage of a sales process. The lead may have a corporation or business associated with the person(s).  by The Blair Blair   , Anthony Charles Lynton Known as "Tony" Born 1953.

British lawyer, politician, and Labour Party leader who was elected prime minister in 1997.
 Witch Project and Austin Austin.

1 City (1990 pop. 21,907), seat of Mower co., SE Minn., on the Cedar River, near the Iowa line; inc. 1868. The commercial and industrial center of a rich farm region, it is noted as home to the Hormel meatpacking company, whose Spam Town museum
 Powers: The Spy Who Shagged shag 1  
n.
1. A tangle or mass, especially of rough matted hair.

2.
a. A coarse long nap, as on a woolen cloth.

b. Cloth having such a nap.

3. A rug with a thick rough pile.
 Me. There were no motion picture productions delivered during the quarter and none delivered in the third quarter last year. Alliance Atlantis Cinemas
For other uses of the term Atlantis see Atlantis (disambiguation)


Alliance Atlantis Cinemas is a small theatre chain nominally headquartered in Vancouver, British Columbia which currently operates two small urban theatres in Toronto,
 contributed $2.4 million compared to nil a year ago as our cinema operations commenced reporting in the fourth quarter of fiscal 1999.

Gross profit for the Motion Picture Group in the quarter was $10.1 million compared to $6.1 million last year. Gross profit as a percentage of revenues was 18.7%, which compared favourably to last year's gross margin of 17.0%.

EBITDA for the Motion Picture Group was $7.4 million compared to $3.0 million in the third quarter last year. This increase of 147% is primarily due to revenue growth, higher margins and reduced operating costs.

During the quarter we announced a multi-picture distribution agreement for the United Kingdom with Canal + of France. This agreement, combined with our previously announced UK output agreement with Artisan Entertainment, adds considerable depth to the UK joint venture established with Kinowelt Medien AG. In addition, motion pictures distributed by Alliance Atlantis in Canada Canada (kăn`ədə), independent nation (2001 pop. 30,007,094), 3,851,787 sq mi (9,976,128 sq km), N North America. Canada occupies all of North America N of the United States (and E of Alaska) except for Greenland and the French islands of  received a total of 22 Oscar nominations, lead by Cider House A cider house is an establishment, often little more than a room in a farmhouse or cottage, selling cider only, for consumption on the premises.

The cider sold is usually brewed on the premises, from apples grown in a local cider orchard.
 Rules and Magnolia Magnolia, city, United States
Magnolia (măgnō`lyə), city (1990 pop. 11,151), seat of Columbia co., SW Ark.; inc. 1855. Its oil industry has been important since 1938.
 with seven and three nominations, respectively.

Broadcasting Group

Revenue for the Broadcasting Group increased by 23.8% to $25.5 million in the third quarter of this year compared to $20.6 million last year. This resulted from increases in subscriber and advertising revenues for all four of our networks. On average, subscriber revenue increased 20% and advertising revenue increased 30%.

Gross profit increased to $16.0 million compared to $10.1 million last year. Gross profit as a percentage of revenue was 62.7%, an increase from the 49% achieved last year.

EBITDA for the Broadcasting Group was $10.1 million this year compared to $3.4 million last year representing an increase of 197%. This results from the revenue growth and reduced operating costs.

In January January: see month.  2000, our two new French language specialty networks specialty network Single specialty network Managed care A loosely cohesive group of physicians specialized in one area of medicine–eg, cardiology, oncology, Ob/Gyn, ophthalmology, radiology, etc, who form a network to attempt to capture a segment of a Pt  - Series + and Historia ( were launched in partnership with Astral (language) Astral - A programming language based on Pascal, never implemented.

["ASTRAL: A Structured and Unified Approach to Database Design and Manipulation", T. Amble et al, in Proc of the Database Architecture Conf, Venice, June 1979].
 Communications. Last week, the CRTC CRTC Canadian Radio-Television & Telecommunications Commission
CRTC Combat Readiness Training Center
CRTC Cathode Ray Tube Controller
CRTC China Railway Telecommunications Center
CRTC Cold Region Test Center
CRTC Continuously Regenerated Trap Column
 held a public hearing in respect of the Company's application to launch a Canadian version of the Food Network. If the application is successful, the Company expects to launch Food Network Canada as early as this fall. The CRTC also issued a call for applications for new specialty television networks. The company expects to apply for a number of new networks in order to significantly expand the Broadcasting Group. Details regarding the Company's applications will be announced after the deadline for new service submissions to the CRTC on April 3.

Corporate and Other

Revenues for the Corporate and Other Group increased to $6.7 million from $5.6 million in the prior year. The increase was attributable attributable

emanating from or pertaining to attribute.


attributable proportion
see attributable risk (below).

attributable risk
 to the level of activity for Alliance Atlantis Equicap, which closed approximately ap·prox·i·mate  
adj.
1. Almost exact or correct: the approximate time of the accident.

2.
 $130 million worth of structured financing transactions in the quarter.

Gross profit for the Corporate and Other Group was $2.9 million compared to $2.3 in the third quarter last year.

Nine Month Results

For the nine months ended December 31, 1999 revenues increased by 40% to $563.2 million from $401.7 million in the prior year. Gross profit increased 45% to $132.5 million from $91.2 million last year, while EBITDA increased by 103% to $78.5 million, compared to $38.6 million last year. EBITDA margin for the nine month period was 14% compared to 10% in the prior year.

During the first nine months of fiscal 2000, Television deliveries totaled 222 hours and 5 motion pictures were delivered compared to 234 hours of Television deliveries and 5 motion pictures delivered in the same period last year on a proforma Proforma

A financial projection based on assumptions.
 basis.

Net earnings available to common shareholders for the nine months ended December 31, 1999 were $28.6 million or $1.06 per share based on 27.0 million basic common shares outstanding or $0.99 per share based on 30.6 million fully diluted common shares outstanding. This compares to a loss of $1.80 per basic and fully diluted common share in the prior year.

ALLIANCE ATLANTIS COMMUNICATIONS INC. is a leading creator Creator may refer to:
  • Creator deity, a deity responsible for creating the universe
In literature:
  • The Creator (Discworld), a deity in Terry Pratchett's Discworld novels
, producer, distributor and broadcaster of filmed entertainment with significant ownership interests in seven Canadian specialty television networks. The Company's principal business activities are conducted through three operating groups: Television, Motion Pictures and Broadcasting. Headquartered in Toronto Toronto (tərŏn`tō), city (1998 est pop. 2,400,000), provincial capital, S Ont., Canada, on Lake Ontario. Toronto is the largest city in Canada and since the 1970s has been one of the fastest-changing cities in North America, experiencing , ALLIANCE ATLANTIS operates offices in Los Angeles Los Angeles (lôs ăn`jələs, lŏs, ăn`jəlēz'), city (1990 pop. 3,485,398), seat of Los Angeles co., S Calif.; inc. 1850. , Montreal Montreal (mŏn'trēôl`), Fr. Montréal (môNrāäl`), city (1991 pop. 1,017,666), S Que., Canada, on Montreal island, surrounded by St. Lawrence River and Rivière des Prairies. , Vancouver Vancouver, city, Canada
Vancouver, city (1991 pop. 471,844), SW British Columbia, Canada, on Burrard Inlet of the Strait of Georgia, opposite Vancouver Island and just N of the Wash. border.
, London London, city, Canada
London, city (1991 pop. 303,165), SE Ont., Canada, on the Thames River. The site was chosen in 1792 by Governor Simcoe to be the capital of Upper Canada, but York was made capital instead. London was settled in 1826.
, Sydney Sydney, city, Australia
Sydney, city (1991 pop. 3,097,956), capital of New South Wales, SE Australia, surrounding Port Jackson inlet on the Pacific Ocean. Sydney is Australia's largest city, chief port, and main cultural and industrial center.
, and Shannon Shannon, principal river of the Republic of Ireland and longest (c.240 mi/390 km) in the British Isles. It rises near Cuilcagh Mt., NW Co. Cavan, and flows S through the Central Plain into Co. Limerick, where it turns west in a broad estuary (c. . The Company's shares trade on the Toronto Stock Exchange Toronto Stock Exchange (TSE)

Canada's largest stock exchange, trading approximately 1,200 company stocks and 33 options.
 trading symbols Trading symbol

See: Ticker symbol
 AAC.A, AAC.B and on NASDAQ-trading symbol AACB. The Company's website is www.allianceatlantis.com.

This press release and attachments contain forward-looking statements forward-looking statement

A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections.
 that involve a number of risks and uncertainties. Among the important factors that could cause actual results to differ materially from those indicated by such forward-looking statements are market and general economic conditions and the risk factors detailed from time to time in the Company's periodic reports and registration statements filed with the Securities and Exchange Commission.

Please refer to the attached Consolidated Financial Statements Consolidated Financial Statements

The combined financial statements of a parent company and its subsidiaries.

Notes:
Because consolidated financial statements present an aggregated look at the financial position of a parent and its subsidiaries, they enable you to gauge
 and Supplemental Information.

Q3 - 2000 Consolidated Financial Statements and Supplemental Information For the Three Months and Nine Months Ended December 31, 1999 and December 31, 1998 (unaudited)

Alliance Atlantis Communications Inc. Management Report ----------------------------------------------------------------------

The accompanying ac·com·pa·ny  
v. ac·com·pa·nied, ac·com·pa·ny·ing, ac·com·pa·nies

v.tr.
1. To be or go with as a companion.

2.
 unaudited interim consolidated financial statements and supplemental information of Alliance Atlantis Communications Inc. are the responsibility of Management and have been approved by the Board of Directors. The unaudited interim consolidated financial statements and supplemental information have been prepared by Management in accordance Accordance is Bible Study Software for Macintosh developed by OakTree Software, Inc.[]

As well as a standalone program, it is the base software packaged by Zondervan in their Bible Study suites for Macintosh.
 with generally accepted accounting principles The standard accounting rules, regulations, and procedures used by companies in maintaining their financial records.

Generally accepted accounting principles (GAAP) provide companies and accountants with a consistent set of guidelines that cover both broad accounting
. The unaudited interim consolidated financial statements and supplemental information include some figures and assumptions based on Management's best estimates which have been derived de·rive  
v. de·rived, de·riv·ing, de·rives

v.tr.
1. To obtain or receive from a source.

2.
 with careful judgement.

In fulfilling its responsibilities, Management of the Company has developed and maintains a system of internal accounting controls. These controls ensure that the financial records are reliable for preparing the financial statements. The Board of Directors of the Company carries out its responsibility for the financial statements through its Audit Committee. The Audit Committee reviews the Company's unaudited interim consolidated financial statements and recommends their approval by the Board of Directors.

February February: see month.  29, 2000


W. JUDSON MARTIN
Executive Vice President
and Chief Financial Officer


Alliance Atlantis Communications Inc.
Consolidated Balance Sheets
(unaudited)
----------------------------------------------------------------------
(in millions of Canadian dollars)

                           -------------------------------------------
                         December 31,    March 31,     December 31,
                                 1999        1999              1998
                           -------------------------------------------

Assets

Cash and cash equivalents           4.1         56.9             73.1
Accounts receivable               489.3        470.1            530.7
Loans receivable                   27.5         39.9             33.9
Income taxes                        8.7         32.0             27.2
Investment in film and television
programs (note 1)                 659.1        542.7            616.0
Development costs                  28.0         23.4             25.9
Property and equipment             46.2         38.7             32.2
Broadcasting licences              76.9         78.3             78.8
Goodwill and other
assets (note 6)                   133.8        103.4             96.3
----------------------------------------------------------------------

                                1,473.6      1,385.4          1,514.1
----------------------------------------------------------------------
----------------------------------------------------------------------

Liabilities

Revolving term loans (note 2)     206.7        437.0            424.5
Accounts payable and
accrued liabilities               260.8        278.0            360.6
Deferred revenue                  179.4        149.4            215.6
Other term loans                   35.2         48.4             38.3
Senior subordinated notes
 (note 3)                         216.0            -                -
Convertible debentures              8.8          8.8              8.8
Minority interest                  10.3          8.9              8.7
----------------------------------------------------------------------

                                  917.2        930.5          1,056.5
----------------------------------------------------------------------


Shareholders' Equity

Capital stock (note 4)            520.2        438.4            436.7
Retained earnings                  41.7         13.1              8.4
Cumulative translation adjustments (5.5)         3.4             12.5
----------------------------------------------------------------------

                                  556.4        454.9            457.6
----------------------------------------------------------------------

                                1,473.6      1,385.4          1,514.1
----------------------------------------------------------------------
----------------------------------------------------------------------

       The accompanying notes and supplemental information form an
integral part of these financial statements.


Alliance Atlantis Communications Inc.
Consolidated Statements of Earnings
For the periods ended December 31, 1999 and December 31, 1998
(unaudited)
----------------------------------------------------------------------
(in millions of Canadian dollars - except per share amounts)


                            ------------------------------------------
                            Three months ended      Nine months ended
                                  December 31,           December 31,
                            ------------------------------------------
                               1999       1998     1999          1998
                            ------------------------------------------


Revenue                       209.6      190.0    563.2         401.7
Direct operating expenses     157.9      151.7    430.7         310.5
                            ------------------------------------------

Gross Profit                   51.7       38.3    132.5          91.2
Operating expenses             18.3       23.3     54.0          52.6
                            ------------------------------------------

Earnings Before Undernoted     33.4       15.0     78.5          38.6

Amortization                    2.5        3.2     13.1           6.4
Interest, including amortization of
   interest previously
   capitalized (note 5)         9.1        8.3     22.4          13.2
Minority interest                 -       (0.3)       -          (0.6)
Gain on sale of investment        -          -     (2.5)            -
Merger and restructuring expenses -          -        -          81.4
                            ------------------------------------------

Earnings Before Income Taxes   21.8        3.8     45.5         (61.8)
Provision for income taxes      7.5       (1.5)    14.8         (28.8)
                            ------------------------------------------

Net Earnings for the Period    14.3        5.3     30.7         (33.0)

Dividends on preferred shares
 (note 4 )                        -       (0.3)    (0.5)         (0.3)
Accretion of conversion feature of
preferred shares (note 4 )        -       (0.8)    (1.6)         (0.8)
                            ------------------------------------------

Net Earnings Available to
Common Shareholders            14.3        4.2     28.6         (34.1)
                            ------------------------------------------
                            ------------------------------------------

Earnings Per Share
Basic                          0.46       0.23     1.14         (1.75)
Fully Diluted                  0.45       0.21     1.04         (1.75)
                            ------------------------------------------
                            ------------------------------------------

Earnings Per Share - After Dividends and Accretion of Conversion
Feature of Preferred Shares
Basic                          0.46       0.18     1.06         (1.80)
Fully Diluted                  0.45       0.18     0.99         (1.80)
                            ------------------------------------------
                            ------------------------------------------

Weighted Average Common Shares
Outstanding (,000's)
Basic                        30,886     23,620   27,019        18,900
Fully Diluted                32,865     27,235   30,576        20,906
                            ------------------------------------------
                            ------------------------------------------

       The accompanying notes and supplemental information form an
integral part of these financial statements.


Alliance Atlantis Communications Inc.
Consolidated Statements of Retained Earnings
For the periods ended December 31, 1999 and December 31, 1998
(unaudited)
----------------------------------------------------------------------
(in millions of Canadian dollars)

                          --------------------------------------------
                          Three months ended        Nine months ended
                                December 31,             December 31,
                          ------------------        ------------------
                             1999       1998        1999         1998
                          ------------------        ------------------


Retained Earnings -
   Beginning of Period       27.4        4.2        13.1         78.8

Net earnings for the period  14.3        5.3        30.7        (33.0)
Redemption of common shares     -          -           -        (36.3)
Dividends on preferred shares   -       (0.3)       (0.5)        (0.3)
Accretion of conversion feature of
preferred shares                -       (0.8)       (1.6)        (0.8)
                          -------------------       ------------------

Retained Earnings -
End of Period                41.7        8.4        41.7          8.4
                          -------------------       ------------------
                          -------------------       ------------------

       The accompanying notes and supplemental information form an
integral part of these financial statements.


Alliance Atlantis Communications Inc.
Consolidated Statements of Cash Flows
       For the nine month periods ended December 31, 1999 and December
31, 1998 (unaudited)
----------------------------------------------------------------------
(in millions of Canadian dollars)

                                                   -------------------
                                                    Nine months ended
                                                         December 31,
                                                   -------------------
                                                    1999         1998
                                                   -------------------

Cash and Cash Equivalents Provided By (used in)

Operating Activities
Net earnings for the period                         30.7        (33.0)
Items not affecting cash
Amortization of film and television programs       453.8        312.1
Amortization of development costs                    3.1          1.3
Amortization of property and equipment               6.2          4.3
Amortization of broadcasting licences                1.4          0.5
Amortization of goodwill and other assets            2.4          0.3
Gain on sale of investments                         (2.5)           -
Minority interests                                     -         (0.6)
Net changes in other non-cash balances
related to operations                               (6.2)       (26.3)
                                                   -------------------

                                                   488.9        258.6
                                                   -------------------
Investing Activities
Loans receivable                                    12.4          6.8
Film and television programs                      (572.3)      (579.4)
Development costs                                   (7.6)        (4.8)
Property and equipment                             (13.9)        (8.1)
Business acquisitions                               (0.6)        (2.6)
Minority interest in acquired businesses             1.4          7.3
Long-term investments, net of proceeds from sale   (12.1)        (1.1)
                                                   -------------------

                                                  (592.7)      (581.9)
                                                   -------------------

Financing Activities
Revolving term loans                              (230.6)       312.9
Other term loans                                   (13.2)       (10.2)
Issue of senior subordinated notes                 216.0            -
Issue of common shares                             131.4         84.0
Redemption of preferred shares                     (51.9)           -
Dividends paid                                      (0.5)        (0.3)
                                                   -------------------

                                                    51.2        386.4
                                                   -------------------

Change in Cash and Cash Equivalents                (52.6)        63.1
Cash and Cash Equivalents - Beginning of Period     56.9          2.4
Cash in Acquired Businesses                            -          6.6
Effect of Exchange Rates on Cash                    (0.2)         1.0
                                                   -------------------

Cash and Cash Equivalents- End of Period             4.1         73.1
                                                   -------------------
                                                   -------------------

       The accompanying notes and supplemental information form an
integral part of these financial statements.

Alliance Atlantis Communications Inc.
Notes to Consolidated Financial Statements
December 31, 1999
(unaudited)
----------------------------------------------------------------------
(in millions of Canadian dollars - except per share amounts)


The unaudited interim consolidated financial statements and the notes to the unaudited interim consolidated financial statements should be read in conjunction conjunction, in astronomy
conjunction, in astronomy, alignment of two celestial bodies as seen from the earth. Conjunction of the moon and the planets is often determined by reference to the sun.
 with the Company's audited consolidated financial statements contained in our 1999 Annual Report.

Alliance Atlantis Communications Inc. (the "Company" or the "Corporation") is a leading international creator, producer, distributor and broadcaster of filmed entertainment with interests in nine specialty television networks. The Company's principal business activities are carried out through three operating groups: Television, Motion Picture and Broadcasting.

1. Investment in film and television programs
                                                      1999       1998

    Produced                                         186.2      128.1
    Acquired                                         252.7      185.3
    Libraries                                         33.4       42.5
    Programs in progress                             147.9      218.1
    Broadcast rights                                  38.9       42.0
                                                  --------------------

                                                     659.1      616.0
                                                  --------------------
                                                  --------------------

       2. Revolving term loans

       At December 31, 1999 the Company had authorized revolving credit
facilities of $438.3 (1998 - $475.0) of which $231.6 (1998 - $50.5)
was undrawn.
       The Company's assets and the assets of certain of its
subsidiaries have been pledged as collateral for the revolving term
loans.


       Repayment of the revolving term loans are expected as follows:

                                                        2000        -
                                                        2001        -
                                                        2002     47.1
                                                        2003     98.0
                                                        2004     61.6
                                              Due subsequent        -
                                              ------------------------

                                                                206.7
                                              ------------------------
                                              ------------------------


3. Senior subordinated Subordinated

A claim ranked lower in priority than other claims. Common stock claims are always subordinated to debt.
 notes

On November November: see month.  15, 1999, the Company issued US$150 senior subordinated notes bearing interest at 13% per year and maturing on December 15, 2009. Interest is payable semi-annually on June June: see month.  15 and December 15. The notes are redeemable Redeemable

Eligible for redemption under the terms of an indenture.
 at the option of the Company, in whole or in part, at any time on or after December 15, 2004 at specified spec·i·fy  
tr.v. spec·i·fied, spec·i·fy·ing, spec·i·fies
1. To state explicitly or in detail: specified the amount needed.

2. To include in a specification.

3.
 redemption The liberation of an estate in real property from a mortgage.

Redemption is the process by which land that has been mortgaged or pledged is bought back or reclaimed. It is accomplished through a payment of the debt owed or a fulfillment of the other conditions.
 rates ranging from 106.5% of the principal amount at December 15, 2004 to 100% of the principal amount after December 15, 2007, plus accrued ac·crue  
v. ac·crued, ac·cru·ing, ac·crues

v.intr.
1. To come to one as a gain, addition, or increment: interest accruing in my savings account.

2.
 and unpaid interest. In addition, up to 35% of the notes are subject to redemption, at the Company's option, prior to December 15, 2002, in the event that the Company issues its own common shares. The notes are subordinated to all indebtedness INDEBTEDNESS. The state, of being in debt, without regard to the ability or inability of the party to pay the same. See 1 Story, Eq. 343; 2 Hill. Ab. 421.
     2.
 of the Company and all debt and liabilities of the Company's subsidiaries, including trade payables Payables

Related: Accounts payable
.


       4. Capital stock

As at December 31, the issued capital stock is as follows:
                                                          1999   1998

Class A Voting Shares - 4,832,660 (1998 - 5,052,610)      67.5   70.6
Class B Non-Voting Shares - 25,291,444
(1998 - 18,453,114)                                      420.1  277.9
Class C Special-Voting Shares - 63,255 (1998 - 75,047)    32.6   38.7
Class D Special Non-Voting Share - 1 (1998 - nil)            -      -
Preferred Shares - nil (1998 - 1,855,662)                    -   49.5
                                                      ----------------

                                                         520.2  436.7
                                                      ----------------
                                                      ----------------


The Class A Voting Shares Voting Shares

Shares that give the stockholder the right to vote on matters of corporate policy making as well as who will compose the members of the board of directors.

Notes:
Different classes of shares, such as preferred stock, sometimes don't allow for voting rights.
 and the Class B Non-Voting non-voting adj non-voting shares → azioni fpl senza diritto di voto  Shares have identical attributes except that the Class B Non-Voting Shares are non-voting and each of the Class A Voting Shares are convertible at any time at the holder's option into one fully paid and non-assessable, Class B Non-Voting Share. The Class B Non-Voting Shares may be converted into Class A Voting Shares only in certain circumstances CIRCUMSTANCES, evidence. The particulars which accompany a fact.
     2. The facts proved are either possible or impossible, ordinary and probable, or extraordinary and improbable, recent or ancient; they may have happened near us, or afar off; they are public or
. Each of the Class C Special Voting Shares are convertible at any time, at the holder's option, and automatically on September September: see month.  21, 2001, into 20 fully paid and non-assessable Class B Non-Voting Shares. The Class D Special Non-Voting Share allows the holder, depending on the holder's level of equity ownership in the Company, to elect up to two members to the Company's Board of Directors.

In February 1999, 18,188 Class B Non-Voting Shares were issued in connection with the cancellation cancellation (See: cancel)


CANCELLATION. Its general acceptation, is the act of crossing a writing; it is used sometimes to signify the manual operation of tearing or destroying the instrument itself. Hyde v. Hyde, 1 Eq. Cas. Abr. 409; Rob.
 of an outstanding option to purchase shares of a subsidiary of the Company;

In May 1999, 24,514 Class B Non-Voting Shares were issued in exchange for a 1% ownership interest in one of the Company's subsidiaries;

In October October: see month.  1999, the Company issued 6,276,317 Class B Non-Voting Shares and one Class D Special Non-Voting Share in a private placement transaction.

For the period from January 1, 1999 to December 31, 1999, 219,950 Class A Voting Shares and 11,792 Class C Special-Voting Shares were converted into 455,790 Class B Non-Voting Shares. In addition, 63,520 Class B Non-Voting Shares were issued under the Company's stock option and employee share purchase plans.

In September 1999, the Company redeemed re·deem  
tr.v. re·deemed, re·deem·ing, re·deems
1. To recover ownership of by paying a specified sum.

2. To pay off (a promissory note, for example).

3.
 100% of the issued Preferred Shares Preferred shares

Preferred shares give investors a fixed dividend from the company's earnings and entitle them to be paid before common shareholders. See: Preferred stock.
 for cash proceeds of $51.9.

5. Interest, including amortization of interest previously capitalized Capitalized

Recorded in asset accounts and then depreciated or amortized, as is appropriate for expenditures for items with useful lives longer than one year.


Interest for the three months ended December 31, 1999 is net of $6.4 (1998 - $7.0) capitalized to investment in film and television programs and includes $3.5 (1998 - $4.8) of amortization of interest previously capitalized to investment in film and television programs. Interest for the nine months ended December 31, 1999 is net of $14.7 (1998 - $13.3) capitalized to investment in film and television programs and includes $7.3 (1998 - $7.0) of amortization of interest previously capitalized to investment in film and television programs.

The Corporation's weighted average interest rate for the nine months ended December 31, 1999 was 8.7% (1998 - 8.1%).

6. Goodwill and other assets other assets

Assets of relatively small value. For financial reporting purposes, firms frequently combine small assets into a single category rather than listing each item separately.


After receiving CRTC approval on October 21, 1999, the Company acquired a 47.85% interest in Sportscope Television Network Ltd. ("Sportscope"), which operates Headline HEADLINE Hybrid Electronic Access and Delivery in the Library Networked Environment  Sports specialty television network.

7. Segmented information

Information on reportable operating group earnings or loss and operating group assets is as follows:

            ----------------------------------------------------------
                            Motion                 Corporate
                Television  Picture  Broadcasting  and Other    Total
            ----------------------------------------------------------

       Three months ended December 31:
1999
Revenue              123.4     54.0          25.5        6.7    209.6
Gross profit          22.7     10.1          16.0        2.9     51.7
Earnings before
undernoted            19.1      7.4          10.1       (3.2)    33.4
Total assets         856.7    305.0         128.9      183.0  1,473.6
            ----------------------------------------------------------
            ----------------------------------------------------------

1998
Revenue              127.9     35.9          20.6        5.6    190.0
Gross profit          19.8      6.1          10.1        2.3     38.3
Earnings before
undernoted             9.2      3.0           3.4       (0.6)    15.0
Total assets         906.6    281.2          98.5      227.8  1,514.1
            ----------------------------------------------------------
            ----------------------------------------------------------

       Nine months ended December 31:
1999
Revenue              287.4    180.1          67.6       28.1    563.2
Gross profit          48.7     34.4          38.3       11.1    132.5
Earnings before
undernoted            37.2     25.8          22.1       (6.6)    78.5
Total assets         856.7    305.0         128.9      183.0  1,473.6
            ----------------------------------------------------------
            ----------------------------------------------------------


            ----------------------------------------------------------
                            Motion                 Corporate
                Television  Picture  Broadcasting  and Other    Total
            ----------------------------------------------------------

1998
Revenue              242.2    113.9          38.2        7.4    401.7
Gross profit          43.5     23.1          21.2        3.4     91.2
Earnings before
undernoted            20.7      9.8           8.3       (0.2)    38.6
Total assets         906.6    281.2          98.5      227.8  1,514.1
            ----------------------------------------------------------
            ----------------------------------------------------------

Geographic information is as follows:

            ----------------------------------------------------------
                   Revenue               Revenue              Assets
            --------------------    -----------------    -------------
             Three months ended     Nine months ended
                    December 31,          December 31,   December 31,
                 1999      1998     1999        1998     1999    1998
            ----------------------------------------------------------

Canadian        132.2     138.6    311.3       268.5  1,182.4 1,270.0
Foreign          77.4      51.4    251.9       133.2    291.2   244.1
            ----------------------------------------------------------

Total           209.6     190.0    563.2       401.7  1,473.6 1,514.1
            ----------------------------------------------------------
            ----------------------------------------------------------


8. Uncertainty due to the Year 2000 Issue

The Year 2000 Issue arises because many computerized computerized

adapted for analysis, storage and retrieval on a computer.


computerized axial tomography
see computed tomography.
 systems use two digits rather than four to identify a year. Date-sensitive systems may recognize the year 2000 as 1900 or some other date, resulting in errors when information using year 2000 dates is processed. In addition, similar problems may arise in some systems which use certain dates in 1999 to represent something other than a date. Although the change in date has occurred, it is not possible to conclude that all aspects of the Year 2000 Issue that may affect the entity, including those related to customers, suppliers, or other third parties, have been fully resolved.

9. Comparative amounts

Certain amounts presented in the prior period have been reclassified to conform with the presentation adopted in the current year.

10. Supplemental financial information

                        ----------------------------------------------
Revenue                   Three months ended        Nine months ended
                                December 31,             December 31,
                        ----------------------------------------------
                        1999           1998        1999          1998
                        ----------------------------------------------

Television             123.4          127.9       287.4         242.2
Motion Picture          54.0           35.9       180.1         113.9
Broadcasting            25.5           20.6        67.6          38.2
Corporate and Other      6.7            5.6        28.1           7.4
                       -----------------------------------------------

                       209.6          190.0       563.2         401.7
                       -----------------------------------------------
                       -----------------------------------------------


                         ---------------------------------------------
Direct Operating Expenses      Three months ended   Nine months ended
                                     December 31,        December 31,
                         ---------------------------------------------
                                1999         1998    1999        1998
                         ---------------------------------------------

Television                     100.7        108.1   238.7       198.7
Motion Picture                  43.9         29.8   145.7        90.8
Broadcasting                     9.5         10.5    29.3        17.0
Corporate and Other              3.8          3.3    17.0         4.0
                         ---------------------------------------------

                               157.9        151.7   430.7       310.5
                         ---------------------------------------------
                         ---------------------------------------------


                         ---------------------------------------------
Gross Profit                   Three months ended   Nine months ended
                                     December 31,        December 31,
                         ---------------------------------------------
                           1999   %    1998    %  1999   %   1998   %
                         ---------------------------------------------

Television                 22.7  18    19.8   15  48.7  17   43.5  18
Motion Picture             10.1  19     6.1   17  34.4  19   23.1  20
Broadcasting               16.0  63    10.1   49  38.3  57   21.2  55
Corporate and Other         2.9         2.3       11.1        3.4
                         ---------------------------------------------

                           51.7  25    38.3   20 132.5  24   91.2  23
                         ---------------------------------------------
                         ---------------------------------------------


                         ---------------------------------------------
Operating Expenses           Three months ended     Nine months ended
                                   December 31,          December 31,
                         ---------------------------------------------
                             1999         1998      1999         1998
                         ---------------------------------------------

Television                    3.6         10.6      11.5         22.8
Motion Picture                2.7          3.1       8.6         13.3
Broadcasting                  5.9          6.7      16.2         12.9
Corporate and Other           6.1          2.9      17.7          3.6
                         ---------------------------------------------

                             18.3         23.3      54.0         52.6
                         ---------------------------------------------
                         ---------------------------------------------


                         ---------------------------------------------
EBITDA                      Three months ended      Nine months ended
                                  December 31,           December 31,
                         ---------------------------------------------
                           1999   %    1998  %    1999   %   1998   %
                         ---------------------------------------------

Television                 19.1  15     9.2  7    37.2  13   20.7   9
Motion Picture              7.4  14     3.0  8    25.8  14    9.8   9
Broadcasting               10.1  40     3.4 17    22.1  33    8.3  22
Corporate and Other        (3.2)       (0.6)      (6.6)      (0.2)
                         ---------------------------------------------

                           33.4  16    15.0  8    78.5  14   38.6  10
                         ---------------------------------------------
                         ---------------------------------------------


                         ---------------------------------------------
Library Revenue             Three months ended      Nine months ended
                                  December 31,           December 31,
                         ---------------------------------------------
                             1999         1998      1999         1998
                         ---------------------------------------------

Television                   10.2          6.6      36.3         16.5
Motion Picture               18.9         25.1      75.1         83.4
                         ---------------------------------------------

                             29.1         31.7     111.4         99.9
                         ---------------------------------------------
                         ---------------------------------------------


                         ---------------------------------------------
Production Deliveries       Three months ended      Nine months ended
                                  December 31,           December 31,
                         ---------------------------------------------
                             1999         1998      1999         1998
                         ---------------------------------------------

Television hours delivered  107.0        108.5     222.0        205.0
Motion Pictures delivered       -            -       5.0          5.0
                         ---------------------------------------------
                         ---------------------------------------------

       The Company currently expects to deliver a total of 275.5
television hours and a total of eight motion pictures during fiscal
2000.


                         ---------------------------------------------
Broadcasting Revenue        Three months ended      Nine months ended
                                  December 31,           December 31,
                         ---------------------------------------------
                             1999         1998      1999         1998
                         ---------------------------------------------

Subscriber                   14.7         12.3      42.0         24.7
Advertising and Other        10.8          8.3      25.6         13.5
                         ---------------------------------------------

                             25.5         20.6      67.6         38.2
                         ---------------------------------------------
                         ---------------------------------------------


                         ---------------------------------------------
Broadcasting Subscribers December 31, September 30, June 30, March 31,
(millions)                       1999          1999     1999      1999
                         ---------------------------------------------

History Television                4.0           3.9      3.8       3.6
HGTV Canada                       3.7           3.6      3.6       3.4
Life Network                      5.0           4.8      4.8       4.8
Showcase                          4.9           4.8      4.8       4.8
                         ---------------------------------------------
                         ---------------------------------------------


                         ---------------------------------------------
                                                   Three months ended
                         ---------------------------------------------
                         December 31, September 30, June 30, March 31,
                                 1999          1999     1999      1999
                         ---------------------------------------------

Operating Expenses               18.3          17.7     18.0      18.8
                         ---------------------------------------------
                         ---------------------------------------------


Television Group - Deliveries
----------------------------------------------------------------------

                                                   Forecast  Forecast
 Production Name                      Q1    Q2    Q3     Q4     Total
----------------------------------------------------------------------

Television Series:

Earth: Final Conflict II             1.0     -     -      -       1.0
Legacy - the series                  1.0     -     -      -       1.0
Outer Limits IV                      9.0   3.0     -      -      12.0
The Crow                             3.0     -     -      -       3.0
Total Recall                         3.0     -     -      -       3.0
Amazon I                               -   6.0  10.0    6.0      22.0
Beastmaster I                          -   4.0  11.0    7.0      22.0
Cold Squad III                         -   5.0   8.0      -      13.0
Davinci's Inquest II                   -   5.0   8.0      -      13.0
Drop the Beat                          -     -   3.5    3.0       6.5
Earth: Final Conflict III              -   5.0   7.0    9.0      21.0
Nothing Too Good for A Cowboy II       -   3.0   9.0    1.0      13.0
Outer Limits V                         -     -   4.0    6.0      10.0
Power Play II                          -   4.0   7.0    2.0      13.0
PSI Factor IV                          -   7.0  10.0    5.0      22.0
Traders V                              -   4.0   9.0      -      13.0
In a Heartbeat - pilot                 -     -     -    1.0       1.0
----------------------------------------------------------------------

Total Television Series             17.0  46.0  86.5   40.0     189.5
----------------------------------------------------------------------

Television Movies:

Catch A Falling Star                   -     -   2.0      -       2.0
Sinkhole                               -     -     -    2.0       2.0
Scorn                                  -     -     -    2.0       2.0
Flowers for Algernon                   -   2.0     -      -       2.0
Forget Me Never                      2.0     -     -      -       2.0
North of 60 MOW II - "Trial By Fire"   -     -   2.0      -       2.0
Task Force Caviar                      -     -     -    2.0       2.0
Harry's Case                           -     -     -    2.0       2.0
Joan of Arc - Mini-Series            4.0     -     -      -       4.0
Murder Most Likely                     -     -   2.0      -       2.0
Nuremberg - Mini-Series                -     -     -    4.0       4.0
Survivor                             2.0     -     -      -       2.0
----------------------------------------------------------------------

Total Television Movies              8.0   2.0   6.0   12.0      28.0
----------------------------------------------------------------------

Television Series AAC Kids:

Hoze Hounds                          3.5   3.0     -      -       6.5
Pumper Pups                            -   1.5   5.0      -       6.5
Monster by Mistake                     -   4.5   2.0    1.5       8.0
China Wings                            -  10.0   3.0      -      13.0
Jett Jackson II                      2.0   6.5   4.5      -      13.0
Sixth Grade Alien I                  5.5   5.5     -      -      11.0
----------------------------------------------------------------------

Total AAC Kids                      11.0  31.0  14.5    1.5      58.0
----------------------------------------------------------------------

Total Television Slate              36.0  79.0 107.0   53.5     275.5
----------------------------------------------------------------------
----------------------------------------------------------------------


Motion Picture Group - Deliveries

----------------------------------------------------------------------
                                                  (forecast)(forecast)
 Production Name                      Q1    Q2    Q3     Q4     Total
----------------------------------------------------------------------

Motion Pictures:

The Five Senses                      1.0     -     -      -       1.0
A Room For Romeo Brass               1.0     -     -      -       1.0
15 Moments                             -     -     -    1.0       1.0
Cara Cara                              -   1.0     -      -       1.0
Felicia's Journey                    1.0     -     -      -       1.0
Sunshine                               -   1.0     -      -       1.0
Marine Life                            -     -     -    1.0       1.0
Possible Worlds                        -     -     -    1.0       1.0
----------------------------------------------------------------------

Total Motion Picture Slate           3.0   2.0     -    3.0       8.0
----------------------------------------------------------------------
----------------------------------------------------------------------
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