Cinram Reports 2012 First Quarter Results

(All figures in U.S. dollars unless otherwise indicated)

TORONTO, May 11, 2012 /CNW/ - Cinram International Income Fund ("Cinram" or the "Fund") (TSX: CRW.UN) today reported its 2012 first quarter financial results.

Q1-2012 Operating Results

• Consolidated revenue of $167.6 million in the 2012 first quarter compared to $176.7 million in the first quarter of 2011.
• Revenue from the Pre-recorded Multimedia Products segment fell to $143.1 million from $151.0 million in the first quarter of 2011, primarily as a result of a reduction in units shipped for standard DVD and CD units during the first quarter of 2012 compared with the first quarter of 2011, partially offset by an increase in Blu-ray disc shipments.
• Revenue from the Video Games segment in the first quarter of 2012 was $9.6 million, down from $11.2 million in 2011, primarily as a result of reduced orders from key customers resulting from increased competition and reduced consumer demand.
• Revenue from our Other business segment, including Wireless, Retail Services and 1K grew to $14.9 million from $14.5 million in 2011.
• Earnings before interest, taxes and amortization (EBITA¹), excluding other charges was $(8.6) million in 2012, compared to $(1.0) million in the first quarter of 2011.
• EBITA from the Pre-recorded Multimedia Products segment decreased from $(5.7) million in 2011 to $(12.6) million in the first quarter of 2012.  While gross margins were fairly consistent with prior year levels, the recent strategic review of operations and related refinancing has led to an increase in professional and consulting fees, thereby reducing EBITA.
• EBITA generated by the Video Games business segment in the first quarter of 2012 was $0.1 million, or 1% of revenue, compared with $1.5 million, or 13% of revenue, in the comparable period in 2011.
• EBITA from the Other business units grew from $3.2 million in the first quarter of 2011, or 22% of revenue, to $3.9 million in 2012, or 27% of revenue.

The Fund reported a net loss for the first quarter of 2012 of $(25.5) million or $(0.06) per unit (basic), compared with a net loss of $(22.8) million or $(0.42) per unit (basic) in 2011.

On May 1, 2012, the Fund disclosed that it received written notice from a non-core customer who has decided not to extend the fulfillment services currently provided by Cinram beyond the current term, which expires June 15, 2013. Cinram has provided distribution and related services to this customer since 2008. Revenues from this business for the year ended December 31, 2011 were reported in the Fund's Other business segment and represented approximately 6% of the total consolidated revenues of the Fund.

Also on May 1, 2012 the Fund disclosed that its first and second lien senior lenders agreed to extend their waiver of certain financial covenants, consistent with previously granted and disclosed waivers.  These waivers were extended to May 30, 2012 but can be terminated under certain circumstances by the lenders on or after May 15, 2012.

Commented Steve Brown, CEO, "First quarter results in our core business areas are in line with general industry trends, while our Digital Media Group continues to perform strongly in both revenue and margin. Our focus continues to be on our strategic alternatives process, which we anticipate will be finalized within the next few months".

Pre-recorded Multimedia Products segment:

• First quarter pre-recorded multimedia revenue (which includes replication and distribution of Blu-ray discs, DVDs and CDs) was down 5% to $143.1 million from $151.0 million in 2011, as the increase in Blu-ray related revenue was more than offset by lower standard DVD and CD related revenue.
• Cinram replicated 106 million standard DVDs in the first quarter of 2012, compared to 120 million units in 2011.
• DVD revenue (which includes replication and distribution services) was $108.0 million in the first quarter of 2012, compared to $117.0 million in the prior year.
• Blu-ray disc replication revenue was $10.7 million in the first quarter of 2012, compared to $7.2 million in the comparable 2011 period.
• CD revenue (including replication and distribution of CDs) was down 9% to $24.4 million from $26.8 million due to lower unit shipments, consistent with industry declines for this format.

Geographic revenue:

First quarter North American revenue decreased 11% to $92.4 million from $103.8 million in 2011, principally as a result of lower standard DVD unit shipments combined with lower video game distribution revenue, offset by growth in Blu-ray revenues.  North America accounted for 55% of first quarter consolidated revenue, compared with 59% in the prior year period.

European revenue was up 3% in the first quarter to $75.2 million from $72.9 million in 2011, primarily resulting from higher revenues from our German location due to an increase in the distribution of standard DVDs and related services.  First quarter European revenue represented 45% of consolidated revenue, compared with 41% in the first quarter of 2011.

Balance sheet and liquidity:

As of March 31, 2012, our net debt position (first and second lien debt including bank indebtedness less cash and cash equivalents) was $206.1 million, compared to $203.8 million at December 31, 2011.

Unit data

For the three-month period ended March 31, 2012, the basic weighted average number of units and exchangeable limited partnership units outstanding was 425.4 million, compared with 54.0 million in the prior year.  The increase is related to the issuance of 373.2 million units of the Fund on January 3, 2012, as a result of the second lien debt being exchanged for equity.

Reconciliation of EBITA and EBIT to net loss
				Three months ended March 31
(unaudited, in thousands of U.S. dollars)				2012	2011
EBITA excluding other charges				$(8,592)	$(1,040)
Other charges, net				1,845	5,441
EBITA^1				$(10,437)	$(6,481)
Amortization of property, plant and equipment				4,679	8,052
Amortization of intangible assets				155	733
EBIT^2				$(15,271)	$(15,266)
Net finance costs				10,522	5,937
Income taxes (recovery)				(318)	1,571
Net loss				$(25,475)	$(22,774)

¹ EBITA is defined in this report as earnings (loss) from continuing operations before impairment charges, net finance costs (including interest expense, foreign exchange translation gains/losses, investment income, amortization of unamortized transaction costs, investment banker fees and changes in fair value of derivatives and warrants), income taxes, and amortization and is a standard measure that is commonly reported and widely used in the Fund's industry to assist in understanding and comparing operating results. EBITA is not a defined term under IFRS. Accordingly, this measure should not be considered as a substitute or alternative for net earnings or cash flow from operations, in each case as determined in accordance with IFRS. A reconciliation of EBITA to net loss from continuing operations under IFRS is found in the table above.

² EBIT is defined in this report as earnings (loss) from continuing operations before net finance costs (including interest expense, foreign exchange translation gains/losses, investment income, amortization of unamortized transaction costs, investment banker fees, and change in fair value of derivatives and warrants) and income taxes, and is a standard measure that is commonly reported and widely used in the Fund's industry to assist in understanding and comparing operating results. EBIT is not a defined term under IFRS. Accordingly, this measure should not be considered as a substitute or alternative for net earnings or cash flows from operations, in each case as determined in accordance with IFRS. A reconciliation of EBIT to net loss from continuing operations under IFRS is found in the table above.

About Cinram

Cinram International Inc., an indirect, wholly-owned subsidiary of the Fund, is one of the world's largest providers of pre-recorded multimedia products and related logistics services. With facilities in North America and Europe, Cinram International Inc. manufactures and distributes pre-recorded DVDs, Blu-ray discs, CDs, and CD-ROMs for motion picture studios, music labels, publishers and computer software companies around the world. Cinram also provides distribution and logistics services to the telecommunications industry in North America through its wireless subsidiary. The Fund's units are listed on the Toronto Stock Exchange under the symbol CRW.UN. The Cinram group of companies also incorporates 1K Studios, a digital media firm based in Los Angeles specializing in building enhanced consumer experiences for movies, TV shows, music, books and games. For more information, visit www.cinram.com.

Certain statements included in this management's discussion and analysis (MD&A) contain words such as "could," "expects," "expectations," "may," "anticipates," "believes," "intends," "estimates" and "plans" (and similar expressions) and constitute "forward-looking statements" within the meaning of applicable securities laws. These statements are based on the Fund's current expectations, estimates, forecasts and projections about the operating environment, economies and markets in which it operates. Such forward-looking statements, and other forward looking statements specifically identified, involve known and unknown risks, uncertainties and other factors that are difficult to predict and may cause the actual results, performance or achievements of the Fund to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. These factors include, among others, the following: general economic and business conditions that will, among other things, impact the demand for the Fund's products and services (including risks related to international operations and foreign exchange risks); the Fund's ability to retain major customers and the variability in the popularity of the titles released by those customers; multimedia replication industry conditions and capacity (including, among other things, competitive and pricing pressures, increases in raw material costs, increasingly compressed production cycle and seasonality of the business, the need for capital expenditures for maintenance of Blu-ray and standard DVD capacity, and variability in quarterly earnings); risks associated with the Fund's leverage generally, and its potential impact on the business; risks related to the August 2011 credit facility, including the risk that waivers from the lenders under the credit facility of certain financial and non-financial covenant defaults occurring on or prior to May 30, 2012 and certain other defaults may be terminated at any time after May 15, 2012 on three business days notice by lenders holding more than 20% of the amounts outstanding under the Credit Facility, and the risk that the Fund may not be able to obtain any further waivers for similar or other financial covenant defaults occurring after May 30, 2012 and the risk of non-compliance with certain covenants included within its senior credit agreements; risks of dilution to unitholders from issuances of equity interests (including on exchange of debt); the Fund's ability to implement its business strategy; a shortage of product due to labour disruptions; the Fund's ability and availability of resources to invest successfully in new technologies and new opportunities; and other factors. Many of the foregoing factors are described in detail in the Fund's filings with Canadian securities commissions (reference is made in particular, but without limitation, to the section entitled "Risks and Uncertainties" in the 2011 annual report and to prior quarterly financial reports).  For a complete list of risks and uncertainties, please consult the Fund's annual information form filed with Canadian securities commissions, available on www.sedar.com.

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF FINANCIAL POSITION (in thousands of U.S. dollars)
				March 31 2012 (unaudited)				December 31 2011
ASSETS
Current assets:
Cash and cash equivalents				$57,775				$70,097
Trade and other receivables				118,104				167,523
Inventories				21,662				24,156
Current income tax assets				736				-
Prepaid and other assets				12,516				10,036
Assets held for sale				734				2,956
Total current assets				211,527				274,768
Property, plant and equipment				152,441				154,645
Investment property				3,841				5,121
Intangible assets				1,816				1,971
Other non-current assets				12,647				16,215
Total assets				$382,272				$452,720
LIABILITIES AND UNITHOLDERS' DEFICIENCY
Current liabilities:
Bank indebtedness				$19,000				$19,000
Trade and other payables				101,284				148,999
Provisions				16,659				14,094
Employee benefits				34,560				34,765
Current tax liability				14,579				13,433
First-lien debt				232,842				232,456
Second-lien debt				11,997				22,422
Current derivative financial instruments				-				3,383
Current portion of obligations under financing leases				9,455				7,577
Total current liabilities				440,376				496,129
Obligations under financing leases				4,942				4,854
Other non-current liabilities				1,169				1,099
Non-current provisions				3,780				3,952
Employee benefits				21,312				20,899
Deferred tax liabilities				1,260				914
Total liabilities				472,839				527,847
Unitholders' deficiency				(90,567)				(75,127)
Total liabilities and unitholders' deficiency				$382,272				$452,720

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF LOSS (in thousands of U.S. dollars, except per unit)
					Three months ended March 31
					2012	2011
Revenue					$167,581	$176,702
Cost of goods sold					146,442	158,763
Gross profit					21,139	17,939
Selling, general and administrative expenses					34,565	27,764
Other charges, net					1,845	5,441
Results from operating activities					(15,271)	(15,266)
Net finance costs					10,522	5,937
Loss before income tax expense					(25,793)	(21,203)
Income tax (recovery) expense					(318)	1,571
Loss for the period					$(25,475)	$(22,774)
Loss per unit:
	Basic				$(0.06)	$(0.42)
	Diluted				$(0.06)	$(0.42)

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF COMPREHENSIVE LOSS (in thousands of U.S. dollars)
					Three months ended March 31
					2012	2011
Loss for the period					$(25,475)	$(22,774)
Other comprehensive income (loss), net of income taxes:
	Unrealized gain (loss) on translating financial statements of foreign operations				(982)	235
	Unrealized gain on hedges of net investment in foreign operations				-	4,662
	Release of other comprehensive income due to de-designation of hedge				-	3,609
	Other comprehensive income (loss)				(982)	8,506
Total comprehensive loss for the period, net of income taxes					$(26,457)	$(14,268)

CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS (in thousands of U.S. dollars)
						Three months ended March 31
						2012	2011
Cash flows from operating activities:
	Loss for the period					$ (25,475)	$ (22,774)
	Items not involving cash:
		Amortization expense				4,834	8,785
		Interest on first and second lien debt				7,618	7,485
		Revolving Facilities fees and interest				1,438	-
		Mark-to-market adjustment of derivative liability				(3,383)	(4,600)
		Accretion of embedded derivative				2,236	-
		Amortization of transaction costs				2,550	648
		Impairment of asset held for sale				513	-
		Release of accumulated other comprehensive income due to de-designation of hedge				-	3,609
		Gain on disposal of property, plant and equipment				(267)	-
		Income tax (recovery) expense				(318)	1,571
		Unrealized foreign exchange gain on intercompany loans and release of cumulative translation adjustment				(2,095)	(732)
		Other				(118)	401
	Change in provisions					2,117	4,161
	Change in employee benefits					(900)	(5,142)
	Income taxes paid					(119)	(209)
	Change in non-cash operating working capital					7,503	28,601
	Net cash provided by (used in) operating activities					(3,866)	21,804
Cash flows from financing activities:
	Transaction costs					-	(3,017)
	Repayment of long-term debt and bank indebtedness					(6,157)	(7,156)
	Interest and fees paid					(6,477)	(7,829)
	Repayment of obligations under financing leases					(2,866)	(215)
	Net cash used in financing activities					(15,500)	(18,217)
Cash flows from investing activities:
	Purchase of property, plant and equipment					(591)	(1,115)
	Proceeds on disposition on assets held for sale					3,223	-
	Acquisitions					-	(2,963)
	Change in non-current liabilities					70	(396)
	Decrease in other non-current assets					3,918	2,283
	Net cash provided by (used in) investing activities					6,620	(2,191)
Cash used in discontinued operating activities						-	(290)
Foreign currency translation gain on cash held in foreign currencies						424	1,660
Increase (decrease) in cash and cash equivalents						(12,322)	2,766
Cash and cash equivalents, beginning of period						70,097	164,399
Cash and cash equivalents, end of period						$57,775	$ 167,165

  

John H. Bell
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