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Big Flower Reports Adjusted Net Income of 54 Cents per Share.


NEW YORK--(BUSINESS WIRE)--Oct. 26, 1999--

Big Flower Holdings, Inc. (NYSE NYSE

See: New York Stock Exchange
:BGF BGF Black Guerrilla Family (Afro-American prison gang symbol/tattoo)
BGF Boursier du Gouvernement Français (French)
BGF Black Guerilla Family (gang)
BGF Best Guy Friend
) announced today that its third quarter 1999 adjusted net income totaled $12.3 million, a decline of 6% from net income of $13.0 million in the third quarter of 1998. Adjusted 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
 declined 5% to 54 cents as compared to 57 cents in the prior year quarter. Driven by a 10% increase in sales, which was primarily due to six acquisitions made since July July: see month.  1998, Big Flower's adjusted operating income Operating Income

The profit realized from a business' own operations.

Notes:
This would not include income from things such as investments in other firms. Also referred to as operating profit or recurring profit.
 and adjusted 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  increased by 8% and 11%, respectively, over the comparable 1998 period. Net income, however, declined due to slower than expected integration of recent direct marketing acquisitions, accompanied 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.
 by weakness in the Company's direct mail sector arising from business with sweepstakes sweepstakes, contest or race, usually a horse race, on which a lottery is run. Prizes are awarded to the holders of winning tickets. In the case of a horse race, the draw is made from the names of all the horses entered in the race and vast numbers of blanks.  and consumer products companies.

The following table presents the adjusted results for the quarter. The 1999 adjusted results exclude a non-operational charge for the write off of in-process technology.

                                     Three Months Ended September 30,
                                     --------------------------------
(Dollars in thousands,
except per share data)        1999             1998        % Change
                            --------        ----------   ------------
Net Sales                  $ 482,961         $ 440,107       9.7%
EBITDA (1)                    69,442  (2)       62,806       10.6%
Operating Income              43,979  (2)       40,649       8.2%
Net Income                    12,250  (2)       13,005       -5.8%
Diluted Earnings Per Share    $ 0.54  (2)       $ 0.57       -5.3%
Net Income Per Share before
  Amortization of
  Intangibles (3)             $ 0.72  (2)       $ 0.73       -1.4%
After-Tax Cash Flow
  Per Share (4)               $ 1.23  (2)       $ 1.15       7.0%



(1) "EBITDA" represents operating income plus depreciation and

amortization of intangibles Property that is a "right" such as a patent, Copyright, or trademark, or one that is lacking physical existence, such as good will. .

(2) Excludes the $2.8 million write off of in-process research and

development costs related to the acquisition of Drake drake

1. male duck.

2. loliumtemulentum.
 Automation

Limited.

(3) Represents diluted earnings per share adjusted to exclude

after-tax af·ter-tax also af·ter·tax
adj.
Relating to or being that which remains after payment, especially of income taxes: after-tax profits. 
 intangibles amortization per share.

(4) Represents diluted earnings per share plus after-tax depreciation

and intangibles amortization per share.

Insert Advertising and Newspaper Services

Insert advertising and circulation-building newspaper products such as Sunday comics Sunday comics or "Sunday funnies" is the American idiom for the full color comic strip section carried in most American newspapers. While there are earlier combinations of color, art, and story that historians of the comic strip point to as precussors of the comic strip, the Yellow , TV listing guides, Sunday Sunday: see Sabbath; week.  magazine sections and

special supplements produced at the TC Advertising unit.

Declining paper prices, which are generally a pass-through pass-through
n.
1. An opening between two rooms, especially a shelved space between a kitchen and dining room that is used for passing food.

2. A route through which something is permitted to pass.

3.
 cost for the Company, impacted revenue in this segment. Net sales Net Sales

The amount a seller receives from the buyer after costs associated with the sale are deducted.

Notes:
This amount is calculated by subtracting the following items from gross sales: merchandise returned for credit, allowances for damaged or missing goods, freight
 were flat with the third quarter of 1998, while value-added val·ue-add·ed
adj.
Of or relating to the estimated value that is added to a product or material at each stage of its manufacture or distribution:
 revenue, which excludes the cost of paper as well as ink, increased 4% over the prior-year period. Operating income was $28.7 million and EBITDA was $39.3 million, gains of 19% and 12%, respectively, over the results from the third quarter of 1998. The increase reflects continued improvement in productivity and the results of our continuing efforts to improve work mix.

Direct Marketing Services

Data-driven direct mail products and direct marketing services such as database management and response fulfillment ful·fill also ful·fil  
tr.v. ful·filled, ful·fill·ing, ful·fills also ful·fils
1. To bring into actuality; effect: fulfilled their promises.

2.
 services provided

by Webcraft's group of companies.

Sales increased to $87.6 million, a gain of 28% over the same period last year. EBITDA was $11.0 million, a decrease of 5% from the 1998 quarter, while operating income decreased to $5.9 million from $7.6 million in the prior year period. Sales increased as a result of the Colorgraphic acquisition in January January: see month.  1999 partially offset by weakness in the direct mail sector related to Webcraft's business with consumer products and sweepstakes companies and the slower than expected integration of recent acquisitions. The decline in EBITDA and operating income is a result of the above-mentioned A`bove´-men`tioned

a. 1. Mentioned or named before; aforesaid; mentioned or named earlier in the same text (in written documents).

Adj. 1.
 factors.

Digital Services

Digital image design and production services, and computer-based management services offered through Laser Tech Color and Columbine columbine, in botany
columbine (kŏl`əmbīn), any plant of the genus Aquilegia, temperate-zone perennials of the family Ranunculaceae (buttercup family), popular both as wildflowers and as garden flowers.
 JDS See Java Desktop System. .

Sales grew to $100.0 million from $74.4 million in the same period a year ago, an increase of 34%. Adjusted EBITDA increased from $14.6 million to $18.5 million, a gain of 27%, and adjusted operating income increased 15% from $8.6 million to $9.9 million. Growth in Digital Services resulted from acquisitions including DSI (Dynamic Systems Initiative) An umbrella term for a suite of Microsoft products that help manage the Windows environment in large enterprises. DSI was introduced in 2003.  Datatrak and U.K.-based Admagic and Drake Automation Limited as well as from increased demand for software management systems and retail and packaging premedia services.

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.
 Products and Commercial Printing

Fragrance samplers, coatings and chemical production, and

commercial printing produced by Webcraft's group of companies.

Sales increased from $26.5 million to $26.9 million. Operating income decreased from $3.3 million to $1.9 million and EBITDA decreased to $2.7 million from $4.2 million for the same period last year.

Net Income/Net Income Per Share

Adjusted net income for the third quarter was $12.3 million, or 54 cents per share Cents per share

The amount of a mutual fund's dividend or capital gains distributions that a shareholder will receive for each share owned.
. This compared to net income of $13.0 million, or 57 cents per share in the 1998 third quarter. Actual net income for the quarter, which includes a one-time one-time
adj.
1. or one·time
a. Occurring or undertaken only once: a one-time winner in 1995.

b.
 write off of in-process acquired technology costs related to the acquisition of Drake Automation Limited (12 cents per share), was $9.5 million or 42 cents per 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.
 share.

As previously announced on October October: see month.  11, 1999, Big Flower entered into an Amended a·mend  
v. a·mend·ed, a·mend·ing, a·mends

v.tr.
1. To change for the better; improve: amended the earlier proposal so as to make it more comprehensive.

2.
 and Restated Agreement and Plan of Merger (the "Revised Agreement") with BFH BFH Bundesfinanzhof
BFH Battlefield Heroes (gaming)
BFH Bus Fare Home
BFH Benign Familial Hematuria
BFH Benign Fibrous Histiocytoma
BFH Bitch from Hell
BFH Big Freaking Hammer
 Merger Corp., an affiliate Affiliate

Relationship between two companies when one company owns substantial interest, but less than a majority of the voting stock of another company, or when two companies are both subsidiaries of a third company. See: Subsidiaries, parent company.
 of Thomas (language) Thomas - A language compatible with the language Dylan(TM). Thomas is NOT Dylan(TM).

The first public release of a translator to Scheme by Matt Birkholz, Jim Miller, and Ron Weiss, written at Digital Equipment Corporation's Cambridge Research Laboratory runs
 H. Lee Company and Evercore Capital Partners. The Revised Agreement provides for the payment to public shareholders of all-cash consideration of $31.50 per share of Big Flower common stock. The Big Flower Board of Directors has set a record date of October 22, 1999 and the holders of record on that date will be asked to adopt the Revised Agreement at Big Flower's Annual Meeting of Stockholders, which is scheduled to be held at 9:00 AM on November November: see month.  23, 1999 at the Hotel Inter-Continental, 111 East 48th Street, New York City New York City: see New York, city.
New York City

City (pop., 2000: 8,008,278), southeastern New York, at the mouth of the Hudson River. The largest city in the U.S.
. Big Flower mailed a proxy statement Proxy Statement

A document containing the information that a company is required by the SEC to provide to shareholders so they can make informed decisions about matters that will be brought up at an annual stockholder meeting.
 with respect to this Annual Meeting to its stockholders on October 25, 1999.

Also, as previously announced on October 25, 1999, Big Flower Press Holdings, Inc., a subsidiary of the Company, commenced tender offers and consent solicitations Consent Solicitation

A solicitation by one party to the stakeholders of a particular security for the consent of a material change.

Notes:
Should the majority of stakeholders provide valid consent prior to the consent expiry date, the issuer may then follow through with
 for all of its outstanding 8 7/8% Senior Subordinated Subordinated

A claim ranked lower in priority than other claims. Common stock claims are always subordinated to debt.
 Notes due 2007, and all of its outstanding 8 5/8% Senior Subordinated Notes due 2008. The consummation CONSUMMATION. The completion of a thing; as the consummation of marriage; (q.v.) the consummation of a contract, and the like.
     2. A contract is said to be consummated, when everything to be done in relation to it, has been accomplished.
 of the merger is not conditioned upon the completion of the tender offers.

Big Flower intends to consummate To carry into completion; to fulfill; to accomplish.

A Common-Law Marriage is consummated when the parties live in a manner intended to bring about public recognition of their relationship as Husband and Wife.
 the merger and the tender offers as soon as possible after the Annual Meeting.

Big Flower Holdings, Inc. is a leading advertising and marketing services and solutions company which provides more than 3,000 retail, advertising agency, broadcasting, manufacturing and newspaper customers with highly-targeted, promotional advertising products, services and software. Big Flower specializes in targeted advertising inserts, circulation-building newspaper products, data-driven direct mail and direct marketing services and digital services, including commercial image design and production, and computer-based advertising management systems. Big Flower also owns XL Ventures, a venture capital subsidiary focused on making minority investments in companies involved in providing advertising and marketing services through the Internet Internet

Publicly accessible computer network connecting many smaller networks from around the world. It grew out of a U.S. Defense Department program called ARPANET (Advanced Research Projects Agency Network), established in 1969 with connections between computers at the
 to both on-line and off-line See offline.

(jargon) off-line - (Or "offline")

1. Not directly connected to the computer (e.g., an off-line tape drive), or with connection suspended ("take the printer off-line").

Contrast background, on-line.

2. Not now or not here.
 customers. For the year ended September September: see month.  30, 1999, the Company's pro forma As a matter of form or for the sake of form. Used to describe accounting, financial, and other statements or conclusions based upon assumed or anticipated facts.

The phrase pro forma
 revenues were approximately ap·prox·i·mate  
adj.
1. Almost exact or correct: the approximate time of the accident.

2.
 $1.9 billion, including all acquisitions.

When used in this discussion, the words "expects," "believes," and similar expressions are intended to identify 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 risks and uncertainties. Actual results in the future could differ materially from those described in the forward-looking statements as a result of fluctuations in the cost of paper and other raw materials used by the Company, changes in the advertising markets, the financial conditions of the Company's customers and the general condition of the domestic and international economies.
                       BIG FLOWER HOLDINGS, INC.
      1998
                       -------------    -----------    ------------
                          Actual         Adjusted         Actual

Net sales                      20,118         20,118         16,842
                        -----------      -----------    ------------
Other expenses (income):
  Interest expen         526
  Interest income             (109                       -----------
-----------    ------------
                            19,613         19,613         16,566
                       -----------      -----------    ------------
Income before income
  tax expense               21,566         24,366         24,083
Income tax expense          12,116         12,116         11,078
                       -----------      -----------    ------------
Net income                 $ 9,450       $ 12,250       $ 13,005
                       ===========      ===========    ============

Earnings per share:
Net income per basic share  $ 0.48         $ 0.62         $ 0.66
                          ========       ==========    ============
Weighted average basic
  shares outstanding        19,743         19,743         19,779
                          ========       ==========    ============
Net income for diluted
  earnings per share      $ 10,468       $ 13,268       $ 14,040
                          ========       ==========    ============
Net income per
  diluted share             $ 0.42         $ 0.54         $ 0.57
                          ========       ==========    ============
Weighted average diluted
  shares outstanding        24,701         24,701         24,809
                          ========       ==========    ============

Supplemental Information:

Net income per diluted
  share before amortization
  of intangibles (b)        $ 0.61         $ 0.72         $ 0.73
                          ========       ==========    ============
After-tax cash flow per
  diluted share (c)         $ 1.11         $ 1.23         $ 1.15
                          ========       ==========    ============
EBITDA (d)                $ 66,642       $ 69,442       $ 62,806
                          ========       ==========    ============

NOTES TO CONSOLIDATED STATEMENT OF OPERATIONS FOR THE THREE MONTHS
ENDED SEPTEMBER 30, 1999

(a)  Excludes $2.8 million write off of in-process research and
     development costs related to the acquisition of Drake Automation
     Limited.

(b)  Represents net income per diluted share adjusted to exclude
     after-tax intangibles amortization per share.

(c)  Represents net income per diluted share plus after-tax
     depreciation and intangibles am                         Nine Months Ended
September 30,
                        --------------------------------------------
                           1999            1xpenses:
  Costs of production       978,847         978,847          931,438
  Selling, general
    and a                       1,237,876       1,235,076---     -----------
  -----------

Other expenses (income):
  Interest expense           52,746          52,746           41,135
  Amortization of deferred
    financing costs           2,199           2,199            1,381
  Interest income              (469)           (469)            (353)
  Preferred dividends of
    a subsidiary trust        5,097           5,097            5,175
  Other, net                 (5,118)         (5,118)           3,125
                        -----------     -----------      -----------
                             54,455          54,455           50,463
                        -----------     -----------      -----------

Income before income
  tax expense                42,519          45,319           41,473
Income tax expense           21,754          21,754           19,077
                        -----------     -----------      -----------
Net income                 $ 20,765        $ 23,565         $ 22,396
                        ===========     ===========      ===========

Earnings per share:
Net income per
  basic share                $ 1.05          $ 1.19           $ 1.14
                        ===========     ===========      ===========
Weighted average basic
  shares outstanding         19,724          19,724           19,625
                        ===========     ===========      ===========
Net income for diluted
  earnings per share       $ 23,823        $ 26,623         $ 25,501
                        ===========     ===========      ===========
Net income per
  diluted share              $ 0.97          $ 1.08           $ 1.03
                        ===========     ===========      ===========
Weighted average diluted
  shares outstanding         24,673          24,673           24,735
                        ===========     ===========      ===========

Supplemental Information:

Net income per diluted
  share before amortization
  of intangibles (b)         $ 1.50          $ 1.62           $ 1.57
                        ===========     ===========      ===========
After-tax cash flow
  per diluted share (c)      $ 2.96          $ 3.07           $ 2.75
                        ===========     ===========      ===========
EBITDA (d)                $ 170,872       $ 173,672        $ 156,524
                        ===========     ===========      ===========

NOTES TO CONSOLIDATED STATEMENT OF OPERATIONS FOR THE NINE MONTHS
ENDED SEPTEMBER 30, 1999

(a)  Excludes $2.8 million write off of in-process research and
     development costs related to the acquisition of Drake Automation
     Limited.

(b)  Represents net income per diluted share adjusted to exclude
     after-tax intangibles amortization per share.

(c)  Represents net income per di                     (in thousands)

BUSINESS SEGMENT INFORMATION       Three Months Ended
                                 Adjusted
                             -----------------------------------------
NET SALES
  Insert Advertising &
    Newspaper Services        $ 273,048     $ 272,937        0.0%
  Direct Marketing Services      87,563        68,184       28.4%
  Digital Services              100,002        74,404       34.4%
  Specialty Products &
    Commercial Printing          26,917        26,523        1.5%
  Elimination of Intersegment
    Sales                        (4,569)       (1,941)    -135.4%
                              ----------    ----------    -------
      Consolidated            $ 482,961     $ 440,107        9.7%
                              ==========    ==========    =======

OPERATING INCOME
  Insert Advertising &
    Newspaper Services         $ 28,661      $ 23,986       19.5%
  Direct Marketing Services       5,923         7,584      -21.9%
  Digital Services                9,918(a)      8,647       14.7%
  Specialty Products &
    Commercial Printing           1,945         3,260      -40.3%
  General Corporate              (2,468)       (2,828)      12.7%
                              ----------    ----------    -------
    Consolidated               $ 43,979      $ 40,649        8.2%
                              ==========    ==========    =======

DEPRECIATION
  Insert Advertising &
    Newspaper Services          $ 8,687       $ 8,015        8.4%
  Direct Marketing Services       4,217         3,467       21.6%
  Digital Services                6,361         4,474       42.2%
  Specialty Products &
    Commercial Printing             579           729      -20.6%
  General Corporate                 274           157       74.5%
                              ----------    ----------    -------
    Consolidated               $ 20,118      $ 16,842       19.5%
                              ==========    ==========    =======

AMORTIZATION OF INTANGIBLES
  Insert Advertising &
    Newspaper Services          $ 2,000       $ 3,046      -34.3%
  Direct Marketing Services         883           519       70.1%
  Digital Services                2,268         1,460       55.3%
  Specialty Products &
    Commercial Printing             192           165       16.4%
  General Corporate                   2           125      -98.4%
                              ----------    ----------    -------
    Consolidated                $ 5,345       $ 5,315        0.6%
                              ==========    ==========    =======

EBITDA (b)
  Insert Advertising &
    Newspaper Services         $ 39,348      $ 35,047       12.3%
  Direct Marketing Services      11,023        11,570       -4.7%
  Digital Services               18,547(a)     14,581       27.2%
  Specialty Products &
    Commercial Printing           2,716         4,154      -34.6%
  General Corporate              (2,192)       (2,546)      13.9%
                              ----------    ----------    -------
    Consolidated               $ 69,442      $ 62,806       10.6%
                              ==========    ==========    =======

                                     Actual
                    --------------------------------------------------
NET SALES
  Insert Advertising &
    Newspaper Services        $ 273,048     $ 272,937        0.0%
  Direct Marketing Services      87,563        68,184       28.4%
  Digital Services              100,002        74,404       34.4%
  Specialty Products &
    Commercial Printing          26,917        26,523        1.5%
  Elimination of Intersegment
    Sales                        (4,569)       (1,941)    -135.4%
                              ----------    ----------    -------
    Consolidated              $ 482,961     $ 440,107        9.7%
                              ==========    ==========    =======

OPERATING INCOME
  Insert Advertising &
    Newspaper Services         $ 28,661      $ 23,986       19.5%
  Direct Marketing Services       5,923         7,584      -21.9%
  Digital Services                7,118         8,647      -17.7%
  Specialty Products &
    Commercial Printing           1,945         3,260      -40.3%
  General Corporate              (2,468)       (2,828)      12.7%
                              ----------    ----------    -------
    Consolidated               $ 41,179      $ 40,649        1.3%
                              ==========    ==========    =======

DEPRECIATION
  Insert Advertising &
    Newspaper Services          $ 8,687       $ 8,015        8.4%
  Direct Marketing Services       4,217         3,467       21.6%
  Digital Services                6,361         4,474       42.2%
  Specialty Products &
    Commercial Printing             579           729      -20.6%
  General Corporate                 274           157       74.5%
                              ----------    ----------    -------
    Consolidated               $ 20,118      $ 16,842       19.5%
                              ==========    ==========    =======

AMORTIZATION OF INTANGIBLES
  Insert Advertising &
    Newspaper Services          $ 2,000       $ 3,046      -34.3%
  Direct Marketing Services         883           519       70.1%
  Digital Services                2,268         1,460       55.3%
  Specialty Products &
    Commercial Printing             192           165       16.4%
  General Corporate                   2           125      -98.4%
                              ----------    ----------    -------
    Consolidated                $ 5,345       $ 5,315        0.6%
                              ==========    ==========    =======

EBITDA (b)
  Insert Advertising &
    Newspaper Services         $ 39,348      $ 35,047       12.3%
  Direct Marketing Services      11,023        11,570       -4.7%
  Digital Services               15,747        14,581        8.0%
  Specialty Products &
    Commercial Printing           2,716         4,154      -34.6%
  General Corporate              (2,192)       (2,546)      13.9%
                              ----------    ----------    -------
    Consolidated               $ 66,642      $ 62,806        6.1%
                              ==========    ==========    =======



BUSINESS SEGMENT INFORMATION       Nine Months Ended
                                      September 30,
                                 ----------------------
                                 1999          1998       % Change
                                 ----          ----       --------

                                          Adjusted
                             -----------------------------------------
NET SALES
  Insert Advertising &
    Newspaper Services       $ 776,013       $ 790,574       -1.8%
  Direct Marketing Services    236,992         197,314       20.1%
  Digital Services             264,245         187,240       41.1%
  Specialty Products &
    Commercial Printing         69,146          68,083        1.6%
  Elimination of Intersegment
    Sales                      (11,546)         (6,332)     -82.3%
                           ------------    -----------     -------
      Consolidated         $ 1,334,850     $ 1,236,879        7.9%
                           ============    ===========     =======

OPERATING INCOME
  Insert Advertising &
    Newspaper Services        $ 69,218        $ 56,392       22.7%
  Direct Marketing Services     17,658          22,380      -21.1%
  Digital Services              21,804(a)       19,813       10.0%
  Specialty Products &
    Commercial Printing          2,542           4,029      -36.9%
  General Corporate            (11,448)        (10,678)      -7.2%
                           ------------    -----------     -------
    Consolidated              $ 99,774        $ 91,936        8.5%
                           ============    ===========     =======

DEPRECIATION
  Insert Advertising &
    Newspaper Services        $ 25,457        $ 23,731        7.3%
  Direct Marketing Services     12,883           9,722       32.5%
  Digital Services              17,237          11,148       54.6%
  Specialty Products &
    Commercial Printing          1,742           2,182      -20.2%
  General Corporate                778             447       74.0%
                           ------------    -----------     -------
    Consolidated              $ 58,097        $ 47,230       23.0%
                           ============    ===========     =======

AMORTIZATION OF INTANGIBLES
  Insert Advertising &
    Newspaper Services         $ 6,453        $ 10,822      -40.4%
  Direct Marketing Services      2,659           1,496       77.7%
  Digital Services               5,898           4,155       41.9%
  Specialty Products &
    Commercial Printing            522             510        2.4%
  General Corporate                269             375      -28.3%
                           ------------    -----------     -------
    Consolidated              $ 15,801        $ 17,358       -9.0%
                           ============    ===========     =======

EBITDA (b)
  Insert Advertising &
    Newspaper Services       $ 101,128        $ 90,945       11.2%
  Direct Marketing Services     33,200          33,598       -1.2%
  Digital Services              44,939(a)       35,116       28.0%
  Specialty Products &
    Commercial Printing          4,806           6,721      -28.5%
  General Corporate            (10,401)         (9,856)      -5.5%
                           ------------    -----------     -------
    Consolidated             $ 173,672       $ 156,524       11.0%
                           ============    ===========     =======


                                     Actual
                    --------------------------------------------------
NET SALES
  Insert Advertising &
    Newspaper Services       $ 776,013       $ 790,574       -1.8%
  Direct Marketing Services    236,992         197,314       20.1%
  Digital Services             264,245         187,240       41.1%
  Specialty Products &
    Commercial Printing         69,146          68,083        1.6%
  Elimination of Intersegment
    Sales                      (11,546)         (6,332)     -82.3%
                           ------------    -----------     -------
    Consolidated           $ 1,334,850     $ 1,236,879        7.9%
                           ============    ===========     =======

OPERATING INCOME
  Insert Advertising &
    Newspaper Services        $ 69,218        $ 56,392       22.7%
  Direct Marketing Services     17,658          22,380      -21.1%
  Digital Services              19,004          19,813       -4.1%
  Specialty Products &
    Commercial Printing          2,542           4,029      -36.9%
  General Corporate            (11,448)        (10,678)      -7.2%
                           ------------    -----------     -------
    Consolidated              $ 96,974        $ 91,936        5.5%
                           ============    ===========     =======

DEPRECIATION
  Insert Advertising &
    Newspaper Services        $ 25,457        $ 23,731        7.3%
  Direct Marketing Services     12,883           9,722       32.5%
  Digital Services              17,237          11,148       54.6%
  Specialty Products &
    Commercial Printing          1,742           2,182      -20.2%
  General Corporate                778             447       74.0%
                           ------------    -----------     -------
    Consolidated              $ 58,097        $ 47,230       23.0%
                           ============    ===========     =======

AMORTIZATION OF INTANGIBLES
  Insert Advertising &
    Newspaper Services         $ 6,453        $ 10,822      -40.4%
  Direct Marketing Services      2,659           1,496       77.7%
  Digital Services               5,898           4,155       41.9%
  Specialty Products &
    Commercial Printing            522             510        2.4%
  General Corporate                269             375      -28.3%
                           ------------    -----------     -------
    Consolidated              $ 15,801        $ 17,358       -9.0%
                           ============    ===========     =======

EBITDA (b)
  Insert Advertising &
    Newspaper Services       $ 101,128        $ 90,945       11.2%
  Direct Marketing Services     33,200          33,598       -1.2%
  Digital Services              42,139          35,116       20.0%
  Specialty Products &
    Commercial Printing          4,806           6,721      -28.5%
  General Corporate            (10,401)         (9,856)      -5.5%
                           ------------    -----------     -------
    Consolidated             $ 170,872       $ 156,524        9.2%
                           ============    ===========     =======

(a)  Excludes $2.8 million write-off of acquired in-process technology
     costs.

(b)  EBITDA represents operating income plus depreciation and
     amortization of intangibles.




                       BIG FLOWER HOLDINGS, INC.
                  CONDENSED BALANCE SHEET INFORMATION
                            (in thousands)

                                 September 30,     December 31,
                                     1999              1998
                               ---------------     -----------
ASSETS

Cash and cash equivalents          $ 2,928             $ 8,504
Other current assets               317,221             261,345
                               -----------         -----------
  Total current assets             320,149             269,849
Non-current assets               1,313,550           1,058,333
                               -----------         -----------
  Total Assets                 $ 1,633,699         $ 1,328,182
                               ===========         ===========

LIABILITIES AND EQUITY

Current liabilities              $ 264,877           $ 275,630
Long-term debt, net of
  current portion                  933,063             731,080
Deferred income taxes and
  other long-term liabilities      145,053              79,262
                               -----------         -----------
                                 1,342,993           1,085,972

Redeemable convertible
  preferred securities             114,065             115,000
Total stockholders' equity         176,641             127,210
                               -----------         -----------
Total Liabilities and Equity   $ 1,633,699         $ 1,328,182
                               ===========         ===========

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Copyright 1999, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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