NEW YORK, Oct. 30 /PRNewswire-FirstCall/ -- EDCI Holdings, Inc. (NASDAQ: EDCI) ("EDCI"), the holding company for Entertainment Distribution Company, Inc., the majority shareholder of Entertainment Distribution Company, LLC ("EDC"), a European provider of supply chain services to the optical disc market, today reported 3Q2009 and YTD 3Q2009 financial results. 3Q2009 and YTD 3Q2009 Highlights -- EDCI Board of Directors Has Recommended a Plan of Dissolution: Special shareholder meeting to be held in the beginning of January 2010. -- EDCI Cash and Cash Equivalents: $50.9 million or $7.62/share outstanding at 09/30/2009. This compares to $51.4 million or $7.66/share outstanding at 06/30/2009. -- EDCI Cash Burn Rate: At current run rates, due to aggressive cost cutting, EDCI targets the annual 2009 cash burn rate at $2.5 million, or $0.37/share outstanding at 09/30/2009. -- EDC International 3Q2009 Revenue Down (27%) Y/Y: 17% Y/Y Disc volume decline and deteriorating pricing drove 3Q2009 revenue decline of (27%) Y/Y to $42.8 million. YTD 3Q2009 revenue down (30%) Y/Y to $121.4 million. -- EDCI 3Q2009 EBITDA Down (76%): 3Q2009 EBITDA was $1.1 million compared to $4.6 million in 3Q2008. Although revenues declined $15.4 million for the quarter, EBITDA only declined $3.5 million due to continuing cost saving efforts by the Company. -- EDCI YTD 3Q2009 EBITDA Down (149%): YTD 3Q2009 EBITDA of ($5.2) million includes $7.2 million of severance costs for UK facility closure. Had this charge not been incurred, EBITDA would have been $1.9 million. "The mid-teen Disc volume decline that EDC's operations experienced in the 1H2009 continued in the 3Q2009 and further highlighted the difficult environment under which EDC's Disc manufacturing and distribution business is operating," said Clarke H. Bailey, Chief Executive Officer. "Negative operating leverage from rapid Disc volume declines continues to hamper EDC's high fixed cost, moderate gross margin businesses. As Disc volume declines remain largely out of EDC's control, management's focus remains on controlling costs and right-sizing our operations to ensure we are maximizing cash flows." 3Q2009 and YTD 3Q2009 Financial Summary All amounts below represent continuing operations unless noted ($000's) YTD YTD 3Q2009 3Q2008 Change 3Q2009 3Q2008 Change ------- ------- ------ -------- -------- ------ Total revenue $42,782 $58,217 (27%) $121,449 $172,608 (30%) Gross profit 6,975 10,771 (35%) 18,286 31,337 (42%) Gross margin % 16.3% 18.5% (220 bp.) 15.1% 18.2% (310 bp.) SG&A expense 7,526 8,243 (9%) 21,217 27,049 (22%) SG&A % 17.6% 14.2% +340 bp. 17.5% 15.7% +180 bp. Severance costs for UK facility closure - - 0% 7,152 - 100% Severance costs for UK facility closure as % of revenue 0.0% 0.0% 0 bp. 5.9% 0.0% +590 bp. Operating income (loss) (551) 930 (159%) (10,083) (555) (1,717%) Operating margin % -1.3% 1.6% (290 bp.) -8.3% -0.3% (800 bp.) EBITDA 1,119 4,598 (76%) (5,209) 10,621 (149%) Income (loss) from continuing operations (1,369) 2,542 (8,126) (1,701) Income (loss) from discontinued operations 56 (1,491) (2,596) (9,194) Net income (loss) attributable to common stockholders* (900) 1,012 (10,039) (10,692) Common shares outstanding 6,686,137 6,694,640 6,686,137 6,694,640 Diluted EPS $(0.20) $0.37 $(1.20) $(0.24) Diluted EPS from discontinued operations $0.01 $(0.22) $(0.38) $(1.31) * Includes both continuing and discontinued operations EDCI & EDC 3Q2009 and YTD 3Q2009 Operating Results -- EDC (& EDCI) Revenue: -- EDC 3Q2009 Revenue down (27%) Y/Y: The (27%) Y/Y decline was attributable to Disc volume declines of (17%) Y/Y, business mix pressures on revenues per unit and 5 bp. of the decline related to the U.S. dollar strengthening against the Euro and British Pound. -- EDC YTD 3Q2009 Revenue down (30%) Y/Y: The (30%) Y/Y decline was attributable to Disc volume declines of (17%) Y/Y, business mix pressures on revenues per unit and 10 bp. of the decline related to the U.S. dollar strengthening against the Euro and British Pound. Volume Revenue ------ ------- 3Q2009 YTD 3Q2009 3Q2009 YTD 3Q2009 vs. vs. vs. vs. 3Q2008 YTD 3Q2008 3Q2008 YTD 3Q2008 ------- ----------- ------- ----------- EDC Hannover Manufacturing (2%) (5%) (14%) (21%) EDC Hannover Distribution (12%) (17%) (18%) (27%) EDC Blackburn Manufacturing (46%)** (33%)** (56%) (47%) ** EDC Blackburn volume declines include the impact of the closure of the Blackburn facility and our decision to forgo certain customer accounts due to uneconomical pricing and excessive credit risk. -- EDC (& EDCI) Gross Margin: -- EDC 3Q2009 Gross Margin Percentage down (220 bp.) Y/Y: 3Q2009 gross margin was 16.3%. The decrease from 3Q2008 was due to (17%) Y/Y volume declines and business mix resulting in lower revenues per unit. -- EDC YTD 3Q2009 Gross Margin Percentage down (310 bp.) Y/Y: YTD 3Q2009 gross margin was 15.1%. The decrease from YTD 3Q2008 was due to (17%) Y/Y volume declines, redundancy costs, lower revenue per unit and the U.S. dollar strengthening against the Euro and British Pound. -- EDCI EBITDA: -- 3Q2009 EBITDA down (76%) Y/Y: The decrease from 3Q2008 was due to (17%) Y/Y volume declines and changes in business mix. -- YTD 3Q2009 EBITDA down (149%) Y/Y: The decrease from YTD 3Q2008 was due to $7.2 million in restructuring charges incurred related to the EDC Blackburn - Hannover Consolidation. Had these charges not been incurred, EBITDA would have been down (82%) due to (17%) Y/Y volume declines. Balance Sheet Information % Change --------- from ($000,000's) 9/30/2009 6/30/2009 12/31/2008 6/30/2009 ------------ --------- --------- ---------- --------- (unaudited) (unaudited) ----------- ----------- EDCI-H Cash & S/T Investments $50.9 $51.4 $52.6 (1.0%) EDCI-H Working Capital 50.5 50.9 52.2 (0.8%) EDC Working Capital 17.0 14.8 29.2 14.9% EDC Unrestricted Cash 27.5 27.6 22.5 (0.4%) EDC Accounts Receivable 14.5 12.6 19.1 15.1% EDC Credit Facility & UMG Debt 9.4 9.3 10.3 1.1% -- EDCI Cash: -- EDCI cash and cash equivalents were $50.9 million or $7.62/share outstanding at 09/30/2009. This compares to $51.4 million or $7.66/share outstanding at 06/30/2009. At current run rates, due to aggressive cost cutting, EDCI targets the annual 2009 cash burn rate at $2.5 million, or $0.37/share outstanding at 09/30/2009. The salaries of EDCI employees were reduced 19% beginning July 1, 2009. -- EDC Working Capital: -- EDC working capital was $17.0 million at 09/30/2009, approximately 15% higher than working capital of $14.8 million at 06/30/2009. The increase was primarily due to higher accounts receivable, which were driven by the timing of invoicing and payments received from our largest customer. -- EDC Accounts Receivable / DSO: -- EDC 09/30/2009 accounts receivable was $14.5 million, up approximately 15% from 06/30/2009. Days Sales Outstanding (DSO) was approximately 31 days at 09/30/2009 and 06/30/2009. Plan of Liquidation and Dissolution On September 9, 2009, the Company announced that its Board of Directors unanimously approved recommending a dissolution process to EDCI's stockholders. In this regard, on October 14, 2009, the Board of Directors unanimously approved a Plan of Complete Liquidation and Dissolution (the "Plan of Dissolution"), subject to stockholder approval. The ultimate goal is to effect a distribution of the maximum available cash of EDCI to its stockholders while retaining sufficient reserves to maximize the value of any remaining assets and manage down both known and unknown liabilities in accordance with state law requirements. The Plan of Dissolution provides for an orderly wind down of EDCI's business and operations during a three-year statutory period under Delaware law. If the dissolution is approved by the stockholders, EDCI expects to make an aggregate initial distribution of cash to its stockholders of up to $30.0 million. EDCI's indirect ownership of 97.99% of the membership units of EDC will be an asset of EDCI that is subject to the Plan of Dissolution. The Plan of Dissolution does not directly involve the operating business, assets, liabilities or corporate existence of EDC and its subsidiaries, however, subsequent to the stockholder ratification of the Plan of Dissolution, EDCI's consolidated financials will be required to reflect the value of EDC's assets and liabilities under liquidation accounting. During EDCI's three-year dissolution period, EDCI will continue to seek value for its investment in EDC by exploring strategic alternatives and seeking, as appropriate, cash distributions, subject to repayment of EDC's bank debt and other legal requirements. If EDCI continues to own any interest in EDC at the end of the three year dissolution period, EDCI anticipates transferring such interests to a liquidating trust, for the benefit of the Company's stockholders. EDC Blackburn - Hannover Consolidation Update As previously announced on March 20, 2009, the Board of Directors of EDC approved a plan to consolidate EDC's Blackburn, UK and Hannover, Germany manufacturing volumes within the Hannover facility (the "Consolidation"). During the 3Q2009, EDC continued to take certain steps towards execution of the Consolidation and the Consolidation is proceeding according to plan. Current estimates of costs associated with the closure of the Blackburn facility are in line with those previously announced. Consummation of the Consolidation transaction requires the consent of the lenders pursuant to EDC's credit facility. EDC is currently in negotiations to obtain the consent of the lenders to proceed with the Consolidation transaction but have yet to reach an agreement. Share Buyback Program EDCI announced on May 26, 2009 that the EDCI Board of Directors approved a twelve month extension of EDCI's common stock repurchase program and also added a provision to the program which allows EDCI to repurchase shares of its common stock under a 10b5-1 plan. During the third quarter of 2009, EDCI repurchased a total of 28,887 shares. Since the original implementation of the plan, EDCI has purchased a total of 220,610 shares for an aggregate purchase price of $982,000. Conference Call EDCI will host a conference call to discuss the 3Q2009 financial results on Monday, November 2, 2009 at 9:00 a.m. ET. This press release, the financial tables, as well as other supplemental information including the reconciliation of certain non-GAAP measures to their nearest comparable GAAP measures, are also available on EDCI's corporate website located at http://www.edcih.com/. To access the conference call, please dial (800) 642-1740 or (706) 634-7533 (international callers) and reference conference code 35710995. A live webcast of the conference call will also be available on EDCI's corporate website. A replay of the conference call will be available through midnight ET on Friday, November 13, 2009. The replay can be accessed by dialing (800) 642-1687 or (706) 645-9291 (international callers). The conference code for the replay is 35710995. About EDCI Holdings, Inc. EDCI Holdings, Inc. (NASDAQ:EDCI) is a multi-national company, headquartered in New York, that is seeking to enhance shareholder value by pursuing acquisition opportunities. EDCI is the holding company of Entertainment Distribution Company, Inc., which is the majority shareholder of Entertainment Distribution Company, LLC ("EDC"), a European provider of supply chain services to the optical Disc market. EDC serves every aspect of the manufacturing and distribution process and is one of the largest providers in the industry. EDC's clients include some of the world's best-known music, movie and gaming companies. EDC's operations include manufacturing and distribution facilities in Hannover, Germany, and a manufacturing facility in Blackburn, UK. For more information, please visit http://www.edcih.com/. Safe Harbor Statement This news release contains statements that may be forward looking within the meaning of applicable securities laws. The statements may include projections regarding future revenues and earnings results, and are based upon EDCI's current forecasts, expectations and assumptions, which are subject to a number of risks and uncertainties that could cause the actual outcomes and results to differ materially. Some of these results and uncertainties are discussed in EDCI's most recently filed Annual Report on Form 10-K. These factors include, but are not limited to the current global and economic downturn; declining nature of CD and DVD industries; potential intellectual property infringement claims; variability of quarterly results and dependence on key customers; increased costs or shortages of raw materials or energy; international business risks; foreign currency translation and transaction risks; limitations on NOLs resulting from ownership changes; environmental laws and regulations; ability to attract and retain key personnel; competition; and volatility of stock price; EDCI assumes no obligation to update any forward-looking statements and does not intend to do so except where legally required. ABOUT NON-GAAP FINANCIAL MEASURES To supplement its consolidated financial statements, which statements are prepared and presented in accordance with GAAP, EDCI uses the following non-GAAP financial measures: EBITDA. The presentation of this financial information is not intended to be considered in isolation or as a substitute for, or superior to, the financial information prepared and presented in accordance with GAAP. For more information on these non-GAAP financial measures, please see the tables captioned "Summary Schedule of non-GAAP Financial Data" included at the end of this release. EDCI HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS September 30, December 31, 2009 2008 (unaudited) ----------- ----------- (In thousands, ASSETS except share data) Current Assets: Cash and cash equivalents $78,357 $75,112 Restricted cash 2,452 7,258 Accounts receivable, net of allowances for doubtful accounts of $2,913 and $3,008 for September 30, 2009 and December 31, 2008, respectively 14,541 19,129 Current portion of long-term receivable 1,256 599 Inventories, net 6,424 4,845 Prepaid expenses and other current assets 13,065 12,513 Deferred income taxes 108 105 Assets held for sale 7,000 7,154 Current assets, discontinued operations 203 8,691 --- ----- Total Current Assets 123,406 135,406 Restricted cash 25,396 25,439 Property, plant and equipment, net 17,763 21,186 Long-term receivable 2,276 3,066 Long-term investments 870 1,020 Deferred income taxes 1,507 1,694 Other assets 3,954 4,739 ----- ----- TOTAL ASSETS $175,172 $192,550 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Accounts payable $13,174 $15,930 Accrued expenses and other liabilities 32,139 24,435 Loans from employees 1,021 1,142 Current portion of long-term debt 7,467 2,281 Current liabilities, discontinued operations 2,049 10,226 ----- ------ Total Current Liabilities 55,850 54,014 Other non-current liabilities 3,936 8,353 Loans from employees 1,526 2,490 Long-term debt 1,928 7,996 Pension and other defined benefit obligations 35,677 35,052 Non-current liabilities, discontinued operations - 41 -- -- Total Liabilities 98,917 107,946 Commitments and contingencies Stockholders' Equity: Preferred stock, $.01 par value; authorized: 1,000,000 shares, no shares issued and outstanding - - Common stock, $.02 par value; authorized: 15,000,000 shares September 30, 2009 -- 7,019,436 shares issued; December 31, 2008 -- 7,019,436 shares issued 140 140 Additional paid in capital 371,338 371,091 Accumulated deficit (305,027) (294,988) Accumulated other comprehensive income 6,350 4,583 Treasury stock at cost: September 30, 2009 -- 333,299 shares; December 31, 2008 -- 324,794 shares (1,657) (1,427) ------ ------ Total EDCI Holdings, Inc. Stockholders' Equity 71,144 79,399 Noncontrolling interest in subsidiary company $5,111 $5,205 ------ ------ Total Stockholders' Equity 76,255 84,604 ------ ------ TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY 175,172 192,550 ======= ======= EDCI HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) Three Months Ended September 30, 2009 2008 ---- ---- (In thousands, except per share amounts) REVENUES: Product revenues $30,849 $43,634 Service revenues 11,933 14,583 ------ ------ Total Revenues 42,782 58,217 ------ ------ COST OF REVENUES: Cost of product revenues 27,467 37,888 Cost of service revenues 8,340 9,558 ----- ----- Total Cost of Revenues 35,807 47,446 ------ ------ GROSS PROFIT 6,975 10,771 OPERATING EXPENSES: Selling, general and administrative expense 7,526 8,243 Amortization of intangible assets - 1,598 ----- ----- Total Operating Expenses 7,526 9,841 ----- ----- OPERATING INCOME (LOSS) (551) 930 ---- --- OTHER INCOME (EXPENSE): Interest income 47 846 Interest expense (161) (501) Gain on currency swap, net - 3,474 Gain (loss) on currency transaction, net 50 (1,371) Other expense, net (32) (351) --- ---- Total Other Income (Expense) (96) 2,097 --- ----- INCOME (LOSS) FROM CONTINUING OPERATIONS, BEFORE INCOME TAXES (647) 3,027 Income tax provision 722 485 --- --- INCOME (LOSS) FROM CONTINUING OPERATIONS (1,369) 2,542 DISCONTINUED OPERATIONS, NET OF TAX: INCOME (LOSS) FROM DISCONTINUED OPERATIONS 56 (1,491) GAIN ON SALE OF EDC U.S. OPERATIONS 409 - --- - NET INCOME (LOSS) $(904) $1,051 Noncontrolling interest in subsidiary company (4) 39 -- -- NET INCOME (LOSS) ATTRIBUTABLE TO COMMON STOCKHOLDERS $(900) $1,012 ===== ====== INCOME (LOSS) PER WEIGHTED AVERAGE COMMON SHARE (1): Income (loss) from continuing operations attributable to common stockholders $(0.20) $0.37 Discontinued operations attributable to common stockholders: Income (loss) from discontinued operations attributable to common stockholders 0.01 (0.22) Gain on sale of EDC U.S. Operations 0.06 - ---- ----- Net income (loss) per weighted average common share $(0.13) $0.15 ====== ===== INCOME (LOSS) PER WEIGHTED AVERAGE DILUTED COMMON SHARE (1): - - Income (loss) from continuing operations attributable to common stockholders $(0.20) $0.37 Discontinued operations attributable to common stockholders: Income (loss) from discontinued operations attributable to common stockholders 0.01 (0.22) Gain on sale of EDC U.S. Operations 0.06 - ---- ----- Net income (loss) per weighted average common share $(0.13) $0.15 ====== ===== AMOUNTS ATTRIBUTABLE TO EDCI HOLDINGS, INC. COMMON STOCKHOLDERS Income (loss) from continuing operations $(1,359) $2,536 Income (loss) from discontinued operations 50 (1,524) Gain on sale of EDC U.S. Operations 409 - --- ----- Net Income (Loss) $(900) $1,012 ===== ====== (1) Income (loss) per weighted average common share amounts are rounded to the nearest $.01; therefore, such rounding may impact individual amounts presented. EDCI HOLDINGS, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) Nine Months Ended September 30, 2009 2008 ---- ---- (In thousands, except per share amounts) REVENUES: Product revenues $89,201 $128,475 Service revenues 32,248 44,133 ------ ------ Total Revenues 121,449 172,608 ------- ------- COST OF REVENUES: Cost of product revenues 79,375 111,268 Cost of service revenues 23,788 30,003 ------ ------ Total Cost of Revenues 103,163 141,271 ------- ------- GROSS PROFIT 18,286 31,337 OPERATING EXPENSES: Selling, general and administrative expense 21,217 27,049 Severance costs for UK facility closure 7,152 - Amortization of intangible assets - 4,843 ------ ----- Total Operating Expenses 28,369 31,892 ------ ------ OPERATING LOSS (10,083) (555) ------- ---- OTHER INCOME (EXPENSE): Interest income 310 2,893 Interest expense (569) (1,759) Gain on currency swap, net 2,111 881 Gain (loss) on currency transaction, net 537 (1,965) Other expense, net (18) (343) --- ---- Total Other Income (Expense) 2,371 (293) ----- ---- LOSS FROM CONTINUING OPERATIONS, BEFORE INCOME TAXES (7,712) (848) Income tax provision 414 853 --- --- LOSS FROM CONTINUING OPERATIONS (8,126) (1,701) DISCONTINUED OPERATIONS, NET OF TAX: LOSS FROM DISCONTINUED OPERATIONS (2,596) (9,194) GAIN ON SALE OF EDC U.S. OPERATIONS 589 - --- ----- NET LOSS $(10,133) $(10,895) Noncontrolling interest in subsidiary company (94) (203) --- ---- NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS $(10,039) $(10,692) ======== ======== LOSS PER WEIGHTED AVERAGE COMMON SHARE (1): Loss from continuing operations attributable to common stockholders $(1.20) $(0.24) Discontinued operations attributable to common stockholders: Loss from discontinued operations attributable to common stockholders (0.38) (1.31) Gain on sale of EDC U.S. Operations 0.08 - ---- ----- Net loss per weighted average common share $(1.50) $(1.55) ====== ====== LOSS PER WEIGHTED AVERAGE DILUTED COMMON SHARE (1): - - Loss from continuing operations attributable to common stockholders $(1.20) $(0.24) Discontinued operations attributable to common stockholders: Loss from discontinued operations attributable to common stockholders (0.38) (1.31) Gain on sale of EDC U.S. Operations 0.08 - ---- ----- Net loss per weighted average common share $(1.50) $(1.55) ====== ====== AMOUNTS ATTRIBUTABLE TO EDCI HOLDINGS, INC. COMMON STOCKHOLDERS Loss from continuing operations $(8,078) $(1,641) Loss from discontinued operations (2,550) (9,051) Gain on sale of EDC U.S. Operations 589 - --- ----- Net Loss $(10,039) $(10,692) ======== ======== (1) Income (loss) per weighted average common share amounts are rounded to the nearest $.01; therefore, such rounding may impact individual amounts presented. EDCI Holdings, Inc. Summary Schedule of Non-GAAP Financial Data (In thousands) Unaudited The following summary of financial data shows the reconciliation of loss from continuing operations, as determined in accordance with accounting principles generally accepted in the United States (GAAP), to income (loss) from continuing operations and earnings before interest, taxes, and depreciation and amortization from continuing operations. EBITDA is income (loss) from continuing operations before interest expense (income), net, income taxes, and depreciation and amortization and is presented because the Company believes that such information is commonly used in the entertainment industry as one measure of a company's operating performance. EBITDA from continuing operations is not determined in accordance with generally accepted accounting principles, it is not indicative of cash provided by operating activities, should not be used as a measure of operating income and cash flows from operations as determined under GAAP, and should not be considered in isolation or as an alternative to, or to be more meaningful than, measures of performance determined in accordance with GAAP. EBITDA, as calculated by the Company, may not be comparable to similarly titled measures reported by other companies and could be misleading unless all companies and analysts calculated EBITDA in the same manner. YTD YTD 3Q2009 3Q2008 3Q2009 3Q2008 ------ ------ ------ ------ Income (loss) from continuing operations (1,369) 2,542 (8,126) (1,701) Income tax provision 722 485 414 853 Gain on currency swap, net - (3,474) (2,111) (881) (Gain) loss on currency transaction, net (50) 1,371 (537) 1,965 Interest (income) expense, net 114 (345) 259 (1,134) Depreciation and amortization 1,670 3,668 4,874 11,176 Other expense, net 32 351 18 343 -- --- -- --- EBITDA from continuing operations 1,119 4,598 (5,209) 10,621 ===== ===== ====== ====== DATASOURCE: EDCI Holdings, Inc. CONTACT: Kyle Blue, +1-317-348-1940 Web Site: http://www.edcih.com/

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