Behaviour Communications Inc.: Consolidated Revenues Up for Second Quarter; MDP Worldwide Merger Completed.MONTREAL--(BUSINESS WIRE)--June 4, 1998--(ME:BHV BHV Brussel-Halle-Vilvoorde (Flemish) BHV Bazar de l'Hôtel de Ville (French) BHV Bovine Herpesvirus BHV Bruxelles Halle Vilvorde (French) BHV Bead Hive .A.) (TSE See Tokyo Stock Exchange. TSE 1. See Tokyo Stock Exchange (TSE). 2. See Toronto Stock Exchange (TSE). :BHV.A.) (ME:BHV.B.) (TSE:BHV.B.) Behaviour Communications Inc. ("Behaviour" or "the Company") today reported its results for the second quarter ended March 31, 1998 and announced the closing of its merger with MDP MDP Mot de Passe (French: Password) MDP Markov Decision Process (artificial intelligence) MDP Management Development Program MDP methylene diphosphonate MDP Millennium Democratic Party Worldwide. Consolidated con·sol·i·date v. con·sol·i·dat·ed, con·sol·i·dat·ing, con·sol·i·dates v.tr. 1. To unite into one system or whole; combine: financial results and highlights Consolidated revenues for the second quarter ended March 31, 1998 reached $22.3 million, an increase of 9 percent, compared with $20.5 million for the same period last year. The consolidated gross profit also increased to $2.8 million from $1.2 million for the same period last year. Behaviour reported a net loss of $2.1 million or $0.07 per share, including a $1.5 million integration and restructuring charge restructuring charge The expense of reorganizing a company's operations. A restructuring charge is an infrequent expense that generally results from asset writedowns or facility closings. relating to relating to relate prep → concernant relating to relate prep → bezüglich +gen, mit Bezug auf +acc the MDP Worldwide merger, compared with a net loss of $23.5 million or $2.33 per share for the second quarter of 1997. Excluding the operating loss operating loss The excess of operating expenses over revenue. As with operating income, operating losses exclude revenues and expenses from operations that are not considered a regular part of the business. Also called deficit. Compare operating income. generated by the new media operations integrated into Behaviour on January January: see month. 1, 1998, as detailed below, operations resulted in a net profit of $38,000 for the quarter ended March 31, 1998. The $1.8 million increase in revenues is mainly attributable attributable emanating from or pertaining to attribute. attributable proportion see attributable risk (below). attributable risk to Production and Interactive, with increases of $4.9 million. The increase in production revenues is mainly attributable to the delivery of three episodes of the "Highlander VI" television series as well as the feature films "Noose" and "This is My Father ". Distribution revenues for the quarter were $3.1 million, compared with $6.9 million in the second quarter of 1997. The revenue difference this quarter is mainly attributable to the postponed release of certain titles into the next quarters. During the second quarter of last year, Behaviour also had an unusually high number of blockbuster block·bust·er n. 1. Something, such as a film or book, that sustains widespread popularity and achieves enormous sales. 2. A high-explosive bomb used for demolition purposes. 3. hit movies released on video, including French versions of: "Mission:Impossible", "Escape From L.A.", and "The First Wives Club". However, activities in this division are increasing and $6 million in acquisition of distribution rights was committed during the second quarter of 1998. While the filmed entertainment operations generated a modest profit in the quarter ended March 31, 1998, the emerging new media businesses, which were integrated into Behaviour on January 1st, 1998, generated a loss of $609,000, including revenues generated internally by the design group. That loss, in line with management expectations, is mostly comprised of expenses incurred in the establishment of the new media businesses, including On-Line and Design, which are progressing according to according to prep. 1. As stated or indicated by; on the authority of: according to historians. 2. In keeping with: according to instructions. 3. plan. In On-line, the Company is currently expanding and redesigning its "Behaviour", "VideoDepot" and "Scroll To continuously move forward, backward or sideways through the text and images on screen or within a window. Scrolling implies continuous and smooth movement, a line, character or pixel at a time, as if the data were on a paper scroll being rolled behind the screen. See auto scroll. " web sites and preparing for the launch of its comprehensive web channel, scheduled for the end of calendar 1998. Sales of videocassettes through the "VideoDepot" web site have increased 250 percent over the last four months. BEHAVIOUR SECOND QUARTER / MDP MERGER Also in New media, construction of a new digital studio is expected to begin shortly. This past January, Ghislain Ghislain (Ghyslain, Ghiselin) (feminine: Ghislaine; Latin Gislenius) is a Belgian and French personal name that is also used in other countries with French-speaking populations (such as Canada). St-Pierre (former President of Champlain Productions) and Francois Garcia Gar·ci·a , Jerome John Known as "Jerry." 1942-1995. American musician who gained fame as the cofounder and lead guitarist of the folk-rock group the Grateful Dead (1965-1995). (former General Manager of Supersuite) were hired to plan the launch of the studio. In addition, "VHX/Carrhot", a short computer-generated computer-generated computer adj → de synthèse animation animation Process of giving the illusion of movement to drawings, models, or inanimate objects. From the mid-1850s, such optical devices as the zoetrope produced the illusion of animation. Stop-action photography enabled the production of cartoon films. film by the new media team, was recently selected by several festivals, including the 1998 Annecy Annecy (änsē`), town (1990 pop. 51,143), capital of Haute-Savoie dept., SE France, in Savoy in the N Alps, on beautiful Lake Annecy. A popular tourist resort, it also has printing plants and factories making jewelry, precision instruments, and International Animation Film Festival, Siggraph 98 and The International Animation Festival Hiroshima Hiroshima (hĭr'ōshē`mə, hērō`shmä), city (1990 pop. 1,085,705), capital of Hiroshima prefecture, SW Honshu, Japan, on Hiroshima Bay. '98. Behaviour's design group, which now employs 20 persons, has won a number of prestigious mentions and awards, including a gold medal gold medal traditional first prize. [Western Cult: Misc.] See : Prize in new media design for "Scroll" from the New York New York, state, United States New York, Middle Atlantic state of the United States. It is bordered by Vermont, Massachusetts, Connecticut, and the Atlantic Ocean (E), New Jersey and Pennsylvania (S), Lakes Erie and Ontario and the Canadian province of Art Directors' Club. Total revenues for the design group, including revenues from Behaviour Distribution and Behaviour Communications, amounted to $1.1 million in the second quarter. Consolidated revenues for the six-month period ended March 31, 1998 reached $40.7 million, a decrease of 9 percent, compared with $44.9 million for the same period last year. For the six-month period ended March 31, 1998, the net loss was $2.1 million or $0.13 per share, compared with a net loss of $23.0 million or $2.45 per share for the same period in 1997. As announced on May 19, 1998, the Company has completed a private placement of $13.9 million, with its two major shareholders, which will be used partly to finance the MDP Worldwide merger, as well as to finance other future potential acquisitions of businesses and products that would complement or expand Behaviour's activities. Closing of the MDP Worldwide merger Following the previously announced letter of intent signed on March 26, 1998, Behaviour also announces the closing of its merger with MDP Worldwide. The audited financial statements of MDP Worldwide for the year ended December December: see month. 31, 1997 show another good year, with revenues over US$23 million and pre-tax pre-tax adj → anterior al impuesto pre-tax adj → avant impôt(s) pre-tax adj → al lordo d'imposta profits of over US$2.6 million. Final terms of the merger are slightly different from the previous announcement in order to access certain tax benefits. The purchase price has been adjusted upwards by 1,250,000 Class B Subordinate Voting Shares Voting Shares Shares that give the stockholder the right to vote on matters of corporate policy making as well as who will compose the members of the board of directors. Notes: Different classes of shares, such as preferred stock, sometimes don't allow for voting rights. (the "Class B Shares") and part of the Class B Shares issued on closing have been replaced by a convertible note maturing in tranches Tranches A piece, portion or slice of a deal or structured financing. This portion is one of several related securities that are offered at the same time but have different risks, rewards and/or maturities. "Tranche" is the French word for "slice". in 1999. The definitive terms are as follows: US$ 5.9 million in cash and 3,750,000 Class B Shares on closing, a US$3.5 million note convertible into 3.5 million Class B Shares and up to 3.6 million Class B Shares, to be conditionally con·di·tion·al adj. 1. Imposing, depending on, or containing a condition. See Synonyms at dependent. 2. Grammar Stating, containing, or implying a condition. 3. issued over four years and subject to a guaranteed minimum cash value. Based on the price of the Class B Shares at the time of the announcement of the merger, the total consideration is valued at approximately ap·prox·i·mate adj. 1. Almost exact or correct: the approximate time of the accident. 2. US$20.6 million. The merger is effective March 26, 1998 and is reflected in Behaviour's second quarter balance sheet. In addition, an integration and restructuring charge of $1.5 million has been recorded in the second quarter, in order to reflect the future costs of integrating operations and implementing synergies among Behaviour's 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. subsidiary Image Organization and MDP Worldwide. Behaviour Communications Inc. is an international design and technology-driven communications company Communications Company is a communications unit of the United States Marine Corps. They are part of Combat Logistics Regiment 37 , 3rd Marine Logistics Group (3MLG) and III Marine Expeditionary Force (III MEF). The unit is based out of the Marine Corps Base Camp Smedley D. , engaged in creating brand content and programming for the traditional and new media markets. The Company's headquarters are in 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. , Quebec Quebec, city, Canada Quebec, Fr. Québec, city (1991 pop. 167,517), provincial capital, S Que., Canada, at the confluence of the St. Lawrence and St. Charles rivers. . Its common shares are publicly traded on the Montreal Exchange Montreal Exchange A Canadian derivatives exchange that facilitates the trading of stock options, interest rate futures and options, as well as index options and futures. Located in Montreal, Quebec, it is the country's main financial derivative market, while the Winnipeg and Toronto Stock Exchange Toronto Stock Exchange (TSE) Canada's largest stock exchange, trading approximately 1,200 company stocks and 33 options. under the symbols BHV.A and BHV.B. -0-
CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
BEHAVIOUR COMMUNICATIONS INC.
Results of the Second Quarter of 1998 and for the
period of six months ended March 31, 1998
BEHAVIOUR COMMUNICATIONS INC.
CONSOLIDATED BALANCE SHEETS
(unaudited)
As of March 31, 1998 1997
$ $
------------------------------------------------------------
ASSETS
Cash 3,054,120 1,463,040
Accounts receivable 30,807,210 19,399,438
Income taxes receivable 2,330,957 194,557
Tax credits receivable 4,218,711 2,545,517
Inventory 2,165,564 2,509,642
Prepaid expenses and deposits 1,570,654 1,511,657
Investment in entertainment
products 45,266,279 37,051,918
Other investments 1,744,200 1,733,333
Capital assets 2,448,282 2,223,986
Deferred income taxes 1,001,312 924,621
Goodwill 28,953,557 10,837,484
------------------------------------------------------------
123,560,846 80,395,193
____________________________________________________________
____________________________________________________________
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities
Bank indebtedness - 8,800,391
Accounts payable and accrued
liabilities 15,803,777 13,996,858
Royalties and distribution rights 2,677,346 4,983,799
Production and other loans 47,436,953 26,562,201
Deferred revenue 8,529,619 2,037,573
Deferred income taxes 1,857,940 -
Convertible promissory notes 4,706,959 -
------------------------------------------------------------
81,012,594 56,380,822
------------------------------------------------------------
Conditional convertible notes 8,860,756 -
------------------------------------------------------------
Shareholders' equity
Capital stock 70,043,608 41,109,664
Common shares to be issued 5,262,500 -
Deficit (41,618,612) (17,095,293)
------------------------------------------------------------
33,687,496 24,014,371
------------------------------------------------------------
123,560,846 80,395,193
____________________________________________________________
____________________________________________________________
Comparative figures
- Certain of the preceding period's figures have been reclassified to
conform to the presentation adopted in the current period.
BEHAVIOUR COMMUNICATIONS INC.
CONSOLIDATED STATEMENTS OF EARNINGS
(unaudited)
Period of six months ended March 31, 1998 1997
$ $
------------------------------------------------------------
Revenues 40,739,291 44,907,330
------------------------------------------------------------
Expenses
Production and distribution 35,457,012 40,658,570
General and administration 3,835,688 3,259,837
Interest 669,089 494,045
Depreciation and amortization 1,036,838 740,437
------------------------------------------------------------
Loss before unusual items
and income taxes (259,336) (245,559)
Unusual items
Integration and restructuring
costs 1,533,752 -
Restructuring and other
related costs - 25,490,080
Loss on disposal of other
investments - 1,038,000
Share of loss of affiliated company - 121,989
------------------------------------------------------------
Loss before income taxes (1,793,088) (26,895,628)
Income taxes (recoverable) 265,290 (3,926,318)
------------------------------------------------------------
Net loss (2,058,378) (22,969,310)
------------------------------------------------------------
Loss per share
Basic (0.13) (2.45)
Fully diluted (0.13) (2.45)
------------------------------------------------------------
Weighted average number of
shares outstanding 15,429,720 9,377,323
------------------------------------------------------------
Comparative figures
- Certain of the preceding period's figures have been reclassified to
conform to the presentation adopted in the current period.
BEHAVIOUR COMMUNICATIONS INC.
CONSOLIDATED STATEMENTS OF CHANGES IN
FINANCIAL POSITION
(unaudited)
Period of six months ended March 31, 1998 1997
$ $
------------------------------------------------------------
OPERATING ACTIVITIES
Net loss (2,058,378) (22,969,310)
Items not affecting cash
Depreciation and amortization 1,036,838 740,437
Amortization of entertainment
products 17,600,770 21,284,332
Share of loss of affiliated company - 121,989
Loss on disposal of other investment - 1,038,000
Deferred income taxes (recoverable) 46,753 (2,750,009)
Write down of entertainment products - 12,430,000
Write down of other tangible assets - 3,352,080
Write down of goodwill - 6,447,000
Net change in non-cash balances
related to operations (2,756,906) (10,211,583)
------------------------------------------------------------
Cash provided by operating
activities 13,869,077 9,482,936
------------------------------------------------------------
INVESTING ACTIVITIES
Business acquisitions (24,197,945) (5,613,605)
Investment in entertainment
products (12,583,147) (35,597,171)
Proceeds from disposition of capital
assets 169,200 -
Purchase of capital assets (255,406) (310,105)
------------------------------------------------------------
Cash used in investing
activities (36,867,298) (41,520,881)
------------------------------------------------------------
FINANCING ACTIVITIES
Issue of convertible promissory
notes -
Issue of conditional convertible
notes 8,860,756 -
Production and other loans, net (9,751,577) 18,453,049
Net proceeds from shares issued 33,486,951 13,142,850
Advances from the controlling
shareholder, net (5,500,000) -
------------------------------------------------------------
Cash provided by financing
activities 31,803,089 31,595,899
------------------------------------------------------------
Increase (decrease) in cash during
the period 8,804,868 (442,046)
Cash position, beginning of period (5,750,748) (6,895,305)
------------------------------------------------------------
Cash position, end of period 3,054,120 (7,337,351)
------------------------------------------------------------
Cash position is defined as cash less bank indebtedness.
Comparative figures
-Certain of the preceding period's figures have been reclassified to
conform to the presentation adopted in the current period.
BEHAVIOUR COMMUNICATIONS INC.
CONSOLIDATED STATEMENTS OF EARNINGS
(unaudited)
Period of three months ended March 31, 1998 1997
$ $
------------------------------------------------------------
Revenues 22,270,944 20,537,753
------------------------------------------------------------
Expenses
Distribution and production 19,510,364 19,347,198
General and administration 2,563,443 1,748,189
Interest 224,760 393,073
Depreciation and amortization 595,759 408,913
------------------------------------------------------------
Loss before unusual items and income
taxes (623,382) (1,359,620)
Unusual items
Integration and restructuring costs 1,533,752 -
Restructuring and other related costs - 25,490,080
Loss on disposal of other investments - 1,038,000
------------------------------------------------------------
Loss before income taxes (2,157,134) (27,887,700)
Income taxes (recoverable) (52,156) (4,389,966)
------------------------------------------------------------
Net loss (2,104,978) (23,497,734)
------------------------------------------------------------
Loss per share
Basic ($0.07) ($2.33)
Fully diluted ($0.07) ($2.33)
------------------------------------------------------------
Weighted average number of common
shares outstanding 30,779,645 10,102,275
BEHAVIOUR COMMUNICATIONS INC.
CONSOLIDATED STATEMENTS OF CHANGES IN
FINANCIAL POSITION
(unaudited)
Period of three months
ended March 31, 1998 1997
$ $
--------------------------------------------------------------
OPERATING ACTIVITIES
Net loss (2,104,978) (23,497,734)
Items not affecting cash
Depreciation and amortization 595,759 408,913
Amortization of entertainment
products 11,215,859 5,015,899
Loss on disposal of other
investments - 1,038,000
Deferred income taxes (recoverable) 1,080 (2,648,634)
Write down of entertainment products - 12,430,000
Write down of other tangible assets - 3,352,080
Write down of goodwill - 6,447,000
Net change in non-cash balances
related to operations (9,463,995) (225,912)
--------------------------------------------------------------
Cash provided (used) by operating
activities 243,725 2,319,612
--------------------------------------------------------------
INVESTING ACTIVITIES
Business acquisitions (24,197,945) -
Investment in entertainment
products (6,599,913) (10,192,719)
Purchase of capital assets (179,153) (167,797)
--------------------------------------------------------------
Cash used in investing activities (30,977,011) (10,360,516)
--------------------------------------------------------------
FINANCING ACTIVITIES
Issue of convertible promissory
notes 4,706,959 -
Issue of conditional convertible
notes 8,860,756 -
Production and other loans, net (242,520) 810,880
Net proceeds from shares issued 33,510,350 827,478
Advances from the controlling
shareholder, net (7,500,000) -
--------------------------------------------------------------
Cash provided by financing
activities 39,335,545 1,638,358
--------------------------------------------------------------
Increase (decrease) in cash during
the period 8,602,259 (6,402,546)
Cash position, beginning of period (5,548,139) (934,805)
--------------------------------------------------------------
Cash position, end of period 3,054,120 (7,337,351)
--------------------------------------------------------------
Cash position is defined as cash less bank indebtedness.
Comparative figures
- Certain of the preceding period's figures have been reclassified to
conform to the presentation adopted in the current period.
CONTACT: Behaviour Communications Inc. Carole Beaucage (Investor Relations Investor relations The process by which the corporation communicates with its investors. ), 514/879-3339 or Fleishman-Hillard Fleishman-Hillard International Communications, based in St. Louis, Missouri, is one of the world's largest public relations agencies, with a global network of offices as well as offices in 22 cities in the United States. It is a part of Omnicom Group Inc. 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 Inc. Anne Anne, British princess Anne (Anne Elizabeth Alice Louise), 1950–, British princess, only daughter of Queen Elizabeth II and Prince Philip, duke of Edinburgh. She was educated at Benenden School. Lachance Lachance is a surname, and may refer to:
or Fleishman-Hillard Canada Inc. Zev Korman (Investor Relations), 416/214-0701 or Behaviour Communications Inc. Danielle Danielle is the female variant of the male name Daniel. For its meanings, etymology, pronunciation, and translations, see Wiktionary. Danielle is the given name of:
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