Académique Documents
Professionnel Documents
Culture Documents
September 6, 2005
1
Presentation To
September 7, 2005
2
Introductions
Joe Malugen Chairman of the Board - Chief Executive Officer
Thomas Johnson Senior Vice President - Corporate Finance & Business Development
Agenda
Thomas Johnson Senior Vice President - Corporate Finance & Business Development
Agenda
1 2
Transaction Update Update on the video rental industry Company overview and integration update Financial review and update on projections
3 4
Appendices
A
Transaction Update
Strategic Rationale For Transaction
Strength of Combined Company
Critical mass of approximately 4,700 stores creates very strong #2 competitor in industry versus Blockbusters approximately 4,700 company-operated stores and 1,100 franchised stores in the US Greater financial strength, cash flow, and store growth potential than either company would have on a stand-alone basis Significantly better competitive position, ability to capitalize on an evolving industry Greater purchasing leverage as a combined company
Cash Savings
Management conservatively estimates annual cash savings of $50 million to be realized gradually: $20 million in 2005, $40 million in 2006, and $50 million in 2007 and beyond
Operating Efficiencies
Management expects to improve operational performance due to greater distribution density and the adoption of best practices of both companies
Transaction Update
Industry Overview
10
First Quarter
Q1 04 Q105 05 Comp
Second Quarter
Q2 04 Q2 05 05 Comp
Third Quarter*
Q3 04 Q3 05 05 Comp
Fourth Quarter*
Q4 04 Q4 05 05 Comp
24 1184
20 1067
-17% -10%
18 1113
16 813
-11% -27%
20 1007
17 889
-15% -12%
18 1086
25 1230
39% 13%
34 1350
31 1257
-9% -7%
30 1310
27 1015
-10% -23%
32 1202
23 1002
-28% -17%
29 1261
38 1457
31% 16%
11
Box office revenues have been down vs. 2004 in 25 of 32 weeks this year
12
13
14
12,000
11,313
10,000
CAGR 55%
7,351 5,629 3,958
10,089
8,000
6,000
4,000 1,522
2,742
2,000
Year to date in 2005, the number of DVD titles continues to increase driven in part by the TV series on DVD category.
15
16
Industry Overview
Cons: Likely limit of DVD format- little potential for capacity increases
Industry Overview
33
18
2003
'04
'05E
'06E
'07E
The ultimate success of the next generation DVD depends upon the industry uniting behind one new standard.
19
Source: Videoscan, Rentrak, Centris, Alexander & Assoc., Adams Research, Video Business, Video Store, Fox Research, & Company estimates
20
Industry Overview Next Generation Game Platforms Expected to Drive Growth in the Gaming Segment
Microsofts Xbox 360 to launch in November 2005 Interactive technology TV quality graphics Sony and Nintendo expected to launch during 2006 History shows that new game platforms drive significant growth during the first 24 months
Industry Overview Nearly Everyone Owns a Previously Viewed Movie Avid Non-Avid SuperAvid Non-Avid
Early Early Adopters Adopters Later Later Techno Techno Mainstream Mainstream Final Wave Final Wave
23
24
Avid
Non-Avid Non-Avid
Mainstream Mainstream Final Wave Final Wave
24%
15% 12% 9%
25
Industry Overview We Believe Home Video Will Remain A Stable, Growing Business
Still a growth business - AMR data shows growing industry for at least next 5 years Largest share of studio revenues Value proposition movie rentals remain one of the least expensive forms of entertainment Consolidation of smaller players will drive growing market share for industry leaders Rental is an impulse action niche retail shopping experience Possibility of a shrinking theatrical release window should benefit the rental business closer to studio marketing spend
26
Financial Overview
Tim Price
Executive Vice President - Chief Financial Officer
27
Financial Overview
($34.0)
($6.1) (2.1)
Driven by estimated comp store declines of 9% for Hollywood Video and 8% for Movie Gallery for Q3
($1.4)
Higher COGS rates driven by lower than anticipated revenues Reduced nonrent expense leverage Reduced depreciation expense due to reduced store openings
$0.9
$38.7
Depreciation
Synergies
28
Financial Overview
$382.0
($0.4)
Reflects closure of 51 underperforming Game Crazy stores during Q2
($55.7)
($17.7) ($10.0 )
Driven by estimated comp store declines of 5% for Hollywood Video and Movie Gallery for FY 05 Higher COGS rates driven by lower than anticipated revenues
($8.9 )
Reduced depreciation expense due to reduced store openings
($2.3)
Synergies in the March Plan were Pro Forma and included a Q1 impact
$292.3
Depreciation
Synergies
29
Financial Overview
Q2 based on externally reported cash flow, and includes 13 weeks of Movie Gallery and 10 weeks of Hollywood Entertainment results. 2 Q2 rental depreciation inlcudes a one-time VHS inventory valuation of $10.1 mil.
30
Financial Overview
$211.6
$215.4
$241.4
$199.1 $202.3 $228.8 (8.0%) (7.9%) (3.5%) 355.2 (7.9%) 69.6 10.4% 320.9 (8.6%) 64.6 2.2% 381.7 (3.8%) 128.9 14.7%
($12.6)
($13.1)
($12.6)
Number of New Stores - Increase / (Decrease) MOVI - Build 90 119 VHQ Acquisition 61 0 Other Acquired 12 12 Hollywood Video - Build 18 16 Game Crazy - Build 0 0 Subtotal New and Acquired 181 147 Closures (22) (21) Net 159 126 Capital Expenditures (1) ($30.4) ($33.9)
14 0 0 8 0 22 (18) 4 ($15.0)
(1) Capital Expenditures include property, plant, and equipment, new rental inventory, and business acquisitions. Figure is adjusted for a Q2 HLYW purchase accounting entry of $26M due to step-up of fixed assets. Excludes the Hollywood acquisition.
31
Financial Overview
Integration Synergies
Headcount EBITDA Related COGS Distribution Consolidation Buying Leverage Store Operating Expense Gift card vendor leverage Utility Program Consolidation & Optimization Operating and G&A Expense Other - Marketing / Internet / Survey Game Crazy Management Consolidation Executive Management Consolidation 2005 2006 2007 n/a n/a n/a n/a 3 3 10 14 5 29 32 $3.9 1.0 4.9 0.3 0.2 0.5 0.3 1.4 2.9 $4.6 $9.9 $11.5 1.0 12.5 0.4 0.5 0.9 0.5 2.3 5.0 $7.8 $21.2 $12.2 1.0 13.2 0.4 0.5 0.9 0.5 2.4 5.0 $7.9 $22.0
EBITDA Impact Balance Sheet Related Real Estate / Construction Consol. (Capitalized) New "Sell-Through" Inventory Optimization
45 n/a 45 77
Total
tbd n/a
Total
77
32
Financial Overview
67.8% 70.1% 70.1% 70.1% 70.1% 27.8% 28.8% 28.8% 28.8% 28.8%
69.8% 69.7% 69.7% 69.7% 69.7% 23.6% 23.8% 23.8% 23.8% 23.8%
52.9% 53.4% 52.8% 52.3% 51.9% 7.7% 6.9% 6.8% 6.9% 6.9% 4.0% 6.4% 7.1% 7.5% 7.9%
50.6% 51.3% 51.3% 50.0% 49.9% 7.6% 5.1% 5.1% 5.1% 5.0% 8.0% na na 9.6% na na 9.4% 10.7% 10.9% na na na na na na
23.2% 20.9% 18.0% 16.6% 16.4% 4.7% 3.5% 2.9% 2.6% 2.6% (1.9%) na na 1.0% na na 4.9% na na 6.5% na na 7.3% na na
3.56% 4.36% 4.90% 4.90% 4.90% $4.0 $4.0 $0.1 $51.3 $94.0
63 (13) 50
25 (25) -
25 (25) -
25 (25) -
25 (25) -
6 (54) (48)
(1) MOVI 2005 rental margin is impacted by a $10.1M VHS valuation adjustment. (2) Adjusted for a HLYW Q2 2005 $26M capital entry due to purchase accounting.
33
Financial Overview
108 $26.8
22 $15.0
400 $104.1
(190) $23.1
195 $61.9
(255) $39.3
220 $70.7
(230) $29.7
245 $74.3
(95) $12.2
245 $75.8
(85) $11.6
(1) 2005 video margin rate is impacted by a $10.1M VHS valuation adjustment. (2) EBITDA definition conforms to acquisition model methodology. (3) Includes acquired stores. (4) Capital Expenditures include property, plant, and equipment, new rental inventory, and business acquisitions. Figure is adjusted for a Q2 HLYW purchase accounting entry of $26M due to step-up of fixed assets. Excludes the Hollywood acquisition.
34
Financial Overview
3.5x 3.1x 2.7x 2.3x 1.9x 1.7x 1.3x 1.0x 1.1x 0.9x
2006
2007
2008
2009
Current Forecast
35