iMedia Brands, Inc. (“iMedia”) (NASDAQ: IMBI, IMBIL) today
announced results for the first quarter ended April 30, 2022.
“We are off to good start this year,” said Tim
Peterman, CEO of iMedia. “Our top three fiscal 2022 priorities
continue to be to deliver positive earnings per share in the fourth
quarter, strengthen our balance sheet, and capitalize on the
convergence of entertainment, advertising and ecommerce.”
First Quarter 2022 Consolidated
Highlights:
- Net sales were $155 million, a 37%
increase over the prior year period.
- Gross margin was 39.7%, a 96
basis-point decline from the prior year period.
- Net loss was $11.9 million or
$(0.55) per common share, compared to $3.2 million or $(0.21) per
common share in the prior year period. The Q1 2022 net loss
included $2.5 million of transaction, settlement, and integration
costs, compared to $.7 million of similar costs in the prior year
period.
- Adjusted EBITDA was $9.2 million, a
13% increase over the prior-year period.
- Total 12-month rolling active
customer count, as of April 30, 2022, grew by 48% compared to the
prior-year period, driven by the continued strong customer growth
from Christopher & Banks and from the addition of the 1-2-3.tv
customer file.
Consolidated First Quarter 2022 Results
(dollars in millions except EPS):
|
|
|
|
|
|
|
|
|
For the Three-Month Period Ended |
|
|
April 30,2022 |
|
May 1,2021 |
|
Change |
|
|
|
|
|
|
|
Net Sales |
|
$ |
154.5 |
|
|
$ |
113.2 |
|
|
37 |
% |
|
|
|
|
|
|
|
Gross Margin
% |
|
|
39.7 |
% |
|
|
40.6 |
% |
|
(96 bps) |
|
|
|
|
|
|
|
Net loss
attributable to non-controlling interest |
|
$ |
(0.3 |
) |
|
$ |
(0.2 |
) |
|
(113 |
%) |
|
|
|
|
|
|
|
Net loss
attributable to shareholders |
|
$ |
(11.9 |
) |
|
$ |
(3.2 |
) |
|
(269 |
%) |
|
|
|
|
|
|
|
EPS |
|
$ |
(0.55 |
) |
|
$ |
(0.21 |
) |
|
(162 |
%) |
|
|
|
|
|
|
|
Adjusted
EBITDA |
|
$ |
9.2 |
|
|
$ |
8.1 |
|
|
13 |
% |
|
|
|
|
|
|
|
Segment First Quarter 2022 Highlights
(dollars in millions):
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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For the
Three-Month Period Ended |
|
For the
Three-Month Period Ended |
|
|
|
|
April 30, 2022 |
|
May 1, 2021 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Media |
|
|
|
|
|
|
|
Media |
|
|
|
|
|
|
|
|
Consumer |
|
Commerce |
|
|
|
|
|
Consumer |
|
Commerce |
|
|
|
|
|
|
Entertainment |
|
Brands |
|
Services |
|
Consolidated |
|
Entertainment |
|
Brands |
|
Services |
|
Consolidated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net Sales |
|
$ |
130.6 |
|
|
12.7 |
|
11.2 |
|
$ |
154.5 |
|
|
$ |
106.5 |
|
|
5.1 |
|
|
1.6 |
|
$ |
113.2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Gross Profit |
|
$ |
52.2 |
|
|
5.8 |
|
3.3 |
|
$ |
61.3 |
|
|
$ |
43.0 |
|
|
2.3 |
|
|
0.7 |
|
$ |
46.0 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Income (Loss) |
$ |
(9.2 |
) |
|
1.8 |
|
0.8 |
|
$ |
(6.5 |
) |
|
$ |
(1.5 |
) |
|
(0.7 |
) |
|
0.1 |
|
$ |
(2.1 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA |
|
$ |
4.8 |
|
|
2.5 |
|
1.9 |
|
$ |
9.2 |
|
|
$ |
7.6 |
|
|
0.3 |
|
|
0.2 |
|
$ |
8.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Entertainment & Consumer Brands
Segments’ First Quarter 2022 Key Operating Metrics:
Entertainment + Consumer Brands |
|
|
For the Three-Month Period Ended |
|
|
April
30, |
|
May
1, |
|
|
|
Description |
|
2022 (a) |
|
2021 |
|
Change |
|
|
|
|
|
|
|
|
Net Units (000s) |
|
|
3,481 |
|
|
|
1,540 |
|
|
126 |
% |
|
|
|
|
|
|
|
|
|
Average Selling Price (ASP) |
|
$ |
37 |
|
|
$ |
65 |
|
|
(43 |
%) |
|
|
|
|
|
|
|
|
|
Return Rate % |
|
|
17.3 |
% |
|
|
16.8 |
% |
|
47 bps |
|
|
|
|
|
|
|
|
|
Total
Customers - 12 Month Rolling (000s) |
|
|
1,584 |
|
|
|
1,072 |
|
|
48 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Entertainment + Consumer Brands |
|
|
For the Three-Month Period Ended |
|
|
April
30, |
|
May
1, |
|
|
|
% of Net Merchandise Sales by Category |
2022 (a) |
|
2021 |
|
Change |
|
|
|
|
|
|
|
|
Jewelry
& Watches |
|
|
38 |
% |
|
|
43 |
% |
|
(545 bps) |
|
|
|
|
|
|
|
|
|
Home &
Consumer Electronics |
|
|
18 |
% |
|
|
14 |
% |
|
450 bps |
|
|
|
|
|
|
|
|
|
Beauty
& Health |
|
|
20 |
% |
|
|
25 |
% |
|
(519 bps) |
|
|
|
|
|
|
|
|
|
Fashion
& Accessories |
|
|
24 |
% |
|
|
18 |
% |
|
614 bps |
|
|
|
|
|
|
|
|
|
Total |
|
|
100 |
% |
|
|
100 |
% |
|
|
|
|
|
|
|
|
|
|
|
(a) For the three-month periods ended April 30,
2022 and May 1, 2021, period-over-period comparison of the key
operating metrics above are impacted by the addition of 1-2-3.tv in
the period ended April 30, 2022, particularly the ASP metric
because 1-2-3.tv’s ASP is below $25.
Liquidity and Capital
Resources:
As of April 30, 2022, total unrestricted cash
was $12.0 million. iMedia also had an additional $6.2 million of
borrowing capacity available under its revolving credit
facility.
Outlook:
For the second quarter of our fiscal year ending
January 29, 2023 (“Fiscal 2022”), we anticipate reporting net sales
of approximately $158 million, which is approximately 40% growth
over the same prior year period. We anticipate reporting adjusted
EBITDA of approximately $10 million, which is approximately a 11%
increase over the same prior year period.
For Fiscal 2022, we reiterate our previously
provided guidance. We anticipate reporting revenue of approximately
$675 to $725 million, adjusted EBITDA of approximately $50 to $60
million and we anticipate reporting positive quarterly earnings per
share beginning in the back half of Fiscal 2022, specifically in
the fourth quarter.
A reconciliation of adjusted EBITDA is not
available on a forward-looking basis without unreasonable efforts
because we are unable to predict with reasonable certainty the
ultimate outcome and timing of certain significant items, including
mergers and acquisitions, other transactions, settlements,
integration activities, customer concessions, restructuring
activities, and certain tax related events. These items are
uncertain, depend on various factors and could have a material
impact on earnings and cash flow measures determined in accordance
with U.S. generally accepted accounting principles (“GAAP”) for the
applicable future period.
Conference Call:
Q1 2022 Earnings Conference
Call: Our Q1 earnings conference call and webcast is
scheduled for Tuesday, May 24, at 8:30 a.m. Eastern time to discuss
our financial results for the first quarter ended April 30,
2022.
- Date: Tuesday, May 24, 2022
- Time: 8:30 a.m. Eastern time (7:30
a.m. Central time)
- U.S. dial-in number:
1-877-407-9039
- International dial-in number:
1-201-689-8470
- Conference ID: 1372 9848
- Webcast link: iMedia Brands 1Q
earnings webcast
The conference call and webcast will be
broadcast live and available for replay via the investor relations
section of the iMedia Brands website at www.imediabrands.com.
A replay of the conference call will be available after 11:30 a.m.
Eastern time on the same day through June 7, 2022.
- Toll-free replay number:
1-844-512-2921
- International replay number:
1-412-317-6671
- Replay ID: 1372 9848
About iMedia Brands, Inc.
iMedia Brands, Inc. is a leading interactive
media company capitalizing on the convergence of entertainment,
ecommerce, and advertising. The company owns a growing, global
portfolio of entertainment, consumer brands and media commerce
services businesses that cross promote and exchange data with each
other to optimize their consumer engagement experiences and to
position the company as the leading single-source partner to
television advertisers and consumer brands seeking to entertain and
transact with customers. iMedia’s common stock is traded on the
NASDAQ Global Market stock exchange under the ticker IMBI. iMedia’s
8.5% bonds are also publicly traded on the NASDAQ Global Market
under the ticker IMBIL and pay holders 8.5% interest quarterly in
arrears on March 31, June 30, September 30, and December 31.
Investors:Ken
Cooperkcooper@imediabrands.com(952) 943-6119
Media:press@imediabrands.com(952)
943-6125
iMEDIA
BRANDS INC. |
AND
SUBSIDIARIES |
CONSOLIDATED
BALANCE SHEETS |
(In thousands except
share and per share data) |
|
|
|
|
|
|
|
|
|
April
30, |
|
January
29, |
|
|
2022 |
|
2022 |
|
|
(Unaudited) |
|
|
|
ASSETS |
|
|
|
|
|
|
Current assets: |
|
|
|
|
|
|
Cash |
|
$ |
12,049 |
|
|
$ |
11,295 |
|
Restricted Cash |
|
|
1,893 |
|
|
|
1,893 |
|
Accounts receivable, net |
|
|
76,166 |
|
|
|
78,947 |
|
Inventories |
|
|
115,300 |
|
|
|
116,256 |
|
Current portion of television broadcast rights, net |
|
|
24,723 |
|
|
|
27,521 |
|
Prepaid expenses and other |
|
|
21,484 |
|
|
|
18,340 |
|
Total current assets |
|
|
251,615 |
|
|
|
254,252 |
|
Property and equipment, net |
|
|
47,405 |
|
|
|
48,225 |
|
Television broadcast rights, net |
|
|
69,698 |
|
|
|
74,821 |
|
Goodwill |
|
|
93,158 |
|
|
|
99,050 |
|
Intangible assets, net |
|
|
28,725 |
|
|
|
27,940 |
|
Other assets |
|
|
17,457 |
|
|
|
18,359 |
|
TOTAL ASSETS |
|
$ |
508,058 |
|
|
$ |
522,647 |
|
LIABILITIES AND SHAREHOLDERS’ EQUITY |
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
Accounts payable |
|
$ |
85,666 |
|
|
$ |
89,046 |
|
Accrued liabilities |
|
|
43,577 |
|
|
|
44,388 |
|
Current portion of television broadcast rights obligations |
|
|
31,868 |
|
|
|
31,921 |
|
Current portion of long-term debt |
|
|
14,400 |
|
|
|
14,031 |
|
Current portion of operating lease liabilities |
|
|
1,764 |
|
|
|
2,331 |
|
Deferred revenue |
|
|
633 |
|
|
|
427 |
|
Total current liabilities |
|
|
177,908 |
|
|
|
182,144 |
|
Long
term broadcast rights liability |
|
|
77,114 |
|
|
|
81,268 |
|
Long-term debt, net |
|
|
185,241 |
|
|
|
176,432 |
|
Long-term operating lease liabilities |
|
|
4,877 |
|
|
|
5,169 |
|
Deferred tax liability |
|
|
5,484 |
|
|
|
5,285 |
|
Other long term liabilities |
|
|
3,787 |
|
|
|
2,986 |
|
Total liabilities |
|
|
454,411 |
|
|
|
453,284 |
|
Commitments and contingencies |
|
|
|
|
|
|
Shareholders' equity: |
|
|
|
|
|
|
Preferred stock, $0.01 per share par value, 400,000 shares
authorized; zero shares issued and outstanding |
|
|
— |
|
|
|
— |
|
Common stock, $0.01 per share par value, 29,600,000 shares
authorized as of April 30, 2022 and January 29, 2022; 21,804,017
and 21,571,387 shares issued and outstanding as of April 30, 2022
and January 29, 2022 |
|
|
218 |
|
|
|
216 |
|
Additional paid-in capital |
|
|
539,398 |
|
|
|
538,627 |
|
Accumulated Other Comprehensive Income/(loss) |
|
|
(6,703 |
) |
|
|
(2,428 |
) |
Accumulated deficit |
|
|
(481,359 |
) |
|
|
(469,463 |
) |
Total shareholders’ equity |
|
|
51,554 |
|
|
|
66,951 |
|
Equity of the non-controlling interest |
|
|
2,093 |
|
|
|
2,412 |
|
Total equity |
|
|
53,647 |
|
|
|
69,363 |
|
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY |
|
$ |
508,058 |
|
|
$ |
522,647 |
|
|
|
|
|
|
|
|
iMEDIA
BRANDS, INC. |
AND
SUBSIDIARIES |
CONSOLIDATED
STATEMENTS OF OPERATIONS |
(Unaudited) |
(In thousands,
except share and per share data) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three-Month Periods Ended |
|
|
|
|
|
Apr
30, |
|
|
May
1, |
|
|
|
|
|
2022 |
|
|
2021 |
Net sales |
|
$ |
154,544 |
|
|
|
$ |
113,203 |
|
Cost of sales |
|
|
93,207 |
|
|
|
|
67,196 |
|
|
|
|
Gross profit |
|
|
61,337 |
|
|
|
|
46,007 |
|
|
|
|
Margin
% |
|
|
39.7 |
% |
|
|
|
40.6 |
% |
Operating expense: |
|
|
|
|
|
|
Distribution and selling |
|
|
43,149 |
|
|
|
|
34,247 |
|
|
General and administrative |
|
|
13,650 |
|
|
|
|
6,436 |
|
|
Depreciation and amortization |
|
|
10,893 |
|
|
|
|
7,375 |
|
|
Restructuring costs |
|
|
157 |
|
|
|
|
- |
|
|
|
Total operating expense |
|
|
67,850 |
|
|
|
|
48,058 |
|
Operating loss |
|
|
(6,513 |
) |
|
|
|
(2,051 |
) |
|
|
|
|
|
|
|
|
|
Other income (expense): |
|
|
|
|
|
|
Interest income and other |
|
|
168 |
|
|
|
|
1 |
|
|
Interest expense |
|
|
(5,854 |
) |
|
|
|
(1,313 |
) |
|
|
Total other expense |
|
|
(5,686 |
) |
|
|
|
(1,312 |
) |
|
|
|
|
|
|
|
|
|
Loss before income taxes |
|
|
(12,199 |
) |
|
|
|
(3,363 |
) |
|
|
|
|
|
|
|
|
|
Income tax (provision) benefit |
|
|
(16 |
) |
|
|
|
(15 |
) |
|
|
|
|
|
|
|
|
|
Net loss |
|
|
(12,215 |
) |
|
|
|
(3,378 |
) |
|
|
|
|
|
|
|
|
|
Less: Net loss attributable to non-controlling interest |
|
(319 |
) |
|
|
|
(150 |
) |
|
|
|
|
|
|
|
|
|
Net loss attributable to shareholders |
|
$ |
(11,896 |
) |
|
|
$ |
(3,228 |
) |
|
|
|
|
|
|
|
|
|
Net loss per common share |
|
$ |
(0.55 |
) |
|
|
$ |
(0.21 |
) |
|
|
|
|
|
|
|
|
|
Net loss per common share |
|
|
|
|
|
|
|
---assuming dilution |
|
$ |
(0.55 |
) |
|
|
$ |
(0.21 |
) |
|
|
|
|
|
|
|
|
|
Weighted average number of |
|
|
|
|
|
common shares outstanding: |
|
|
|
|
|
|
|
|
Basic |
|
|
21,742,286 |
|
|
|
|
15,620,995 |
|
|
|
|
Diluted |
|
|
21,742,286 |
|
|
|
|
15,620,995 |
|
|
|
|
|
|
|
|
|
|
IMEDIA BRANDS, INC. |
AND
SUBSIDIARIES |
Reconciliation of Net Loss to Adjusted EBITDA |
(Unaudited) |
|
|
For the Three-Month Period Ended April 30,
2022 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Media |
|
|
|
|
|
|
|
|
Consumer |
|
Commerce |
|
|
|
|
|
Entertainment |
|
Brands |
|
Services |
|
Consolidated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
Loss |
|
|
|
|
|
|
|
|
|
|
$ |
(11,896 |
) |
Adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and Amortization |
|
|
|
|
|
|
|
|
|
|
|
11,731 |
|
Interest, net |
|
|
|
|
|
|
|
|
|
|
|
4,369 |
|
Interest, Broadcast Rights Liability |
|
|
|
|
|
|
|
|
|
|
|
1,317 |
|
Tax |
|
|
|
|
|
|
|
|
|
|
|
16 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDA (as defined) |
$ |
2,111 |
|
$ |
2,402 |
|
|
$ |
1,024 |
|
$ |
5,537 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
A
reconciliation of EBITDA to Adjusted EBITDA is as follows: |
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDA (as
defined) |
$ |
2,111 |
|
$ |
2,402 |
|
|
$ |
1,024 |
|
$ |
5,537 |
|
Adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Transaction, Settlement and Integration costs, net (a) |
|
1,500 |
|
|
100 |
|
|
|
909 |
|
|
2,509 |
|
Non-Cash Share-Based Compensation |
|
985 |
|
|
- |
|
|
|
- |
|
|
985 |
|
Restructuring Costs |
|
157 |
|
|
- |
|
|
|
- |
|
|
157 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA |
$ |
4,753 |
|
$ |
2,502 |
|
|
$ |
1,933 |
|
$ |
9,188 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Three-Month Period Ended May 1, 2021 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Media |
|
|
|
|
|
|
|
|
Consumer |
|
Commerce |
|
|
|
|
|
Entertainment |
|
Brands |
|
Services |
|
Consolidated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
Loss |
|
|
|
|
|
|
|
|
|
|
$ |
(3,228 |
) |
Adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Depreciation and Amortization |
|
|
|
|
|
|
|
|
|
|
|
8,317 |
|
Interest, net |
|
|
|
|
|
|
|
|
|
|
|
810 |
|
Interest, Broadcast Rights Liability |
|
|
|
|
|
|
|
|
|
|
|
502 |
|
Tax |
|
|
|
|
|
|
|
|
|
|
|
15 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDA (as
defined) |
$ |
6,456 |
|
$ |
(234 |
) |
|
$ |
194 |
|
$ |
6,416 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
A
reconciliation of EBITDA to Adjusted EBITDA is as follows: |
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDA (as
defined) |
$ |
6,456 |
|
$ |
(234 |
) |
|
$ |
194 |
|
$ |
6,416 |
|
Adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Transaction, Settlement and Integration costs, net (a) |
|
701 |
|
|
- |
|
|
|
- |
|
|
701 |
|
Non-Cash Share-Based Compensation |
|
678 |
|
|
- |
|
|
|
- |
|
|
678 |
|
One-time Customer Concessions |
|
341 |
|
|
- |
|
|
|
- |
|
|
341 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted EBITDA |
$ |
8,176 |
|
$ |
(234 |
) |
|
$ |
194 |
|
$ |
8,136 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(a) Transaction, settlement and integration
costs for the three-month period ended April 30, 2022, includes
transaction and integration costs related to our Christopher &
Banks, Synacor and 1-2-3.tv transactions. For the three-month
period ended May 1, 2021, includes transaction and integration
costs related to the TheCloseOut.com and Christopher & Banks
transactions.
Adjusted EBITDA
EBITDA represents net income (loss) for the
respective periods excluding depreciation and amortization expense,
interest income (expense) and income taxes. The Company defines
adjusted EBITDA as EBITDA excluding non-operating gains (losses);
executive and management transition costs; one-time customer
concessions; restructuring costs; non-cash impairment charges and
write downs; transaction, settlement, and integration costs, net;
rebranding costs; and non-cash share-based compensation expense.
The Company has included “adjusted EBITDA” in order to adequately
assess the operating performance of its segments and in order to
maintain comparability to analyst coverage and financial guidance,
when given. Management believes that adjusted EBITDA allows
investors to make a meaningful comparison between its business
operating results over different periods of time and with those of
other similar companies. In addition, management uses adjusted
EBITDA as a metric to evaluate operating performance under the
Company’s management and executive incentive compensation programs.
EBITDA and adjusted EBITDA are both non-GAAP financial measures and
should not be construed as an alternative to operating income
(loss), net income (loss) or to cash flows from operating
activities as determined in accordance with U.S. generally accepted
accounting principles (“GAAP”) and should not be construed as
measures of liquidity. Adjusted EBITDA may not be comparable to
similarly titled measures reported by other companies. A
reconciliation of the comparable GAAP measure, net income (loss) to
adjusted EBITDA is included in this release.
Cautionary Statement Concerning
Forward-Looking Statements
This document may contain certain
“forward-looking statements” within the meaning of the safe harbor
provisions of the U.S. Private Securities Litigation Reform Act of
1995. Any statements contained herein that are not statements of
historical fact, including statements regarding future revenue and
adjusted EBITDA are forward-looking. The Company often uses words
such as anticipates, believes, estimates, expects, seeks, predicts,
should, plans, will, or the negative of these terms and similar
expressions to identify forward-looking statements, although not
all forward looking-statements contain these words. These
statements are based on management's current expectations and
accordingly are subject to uncertainty and changes in
circumstances. Actual results may vary materially from the
expectations contained herein due to various important factors,
including (but not limited to): variability in consumer
preferences, shopping behaviors, spending and debt levels; the
general economic and credit environment, including COVID-19;
interest rates; seasonal variations in consumer purchasing
activities; the ability to achieve the most effective product
category mixes to maximize sales and margin objectives; competitive
pressures on sales and sales promotions; pricing and gross sales
margins; the level of cable and satellite distribution for the
Company’s programming and the associated fees or estimated cost
savings from contract renegotiations; the Company’s ability to
establish and maintain acceptable commercial terms with third-party
vendors and other third parties with whom the Company has
contractual relationships, and to successfully manage key vendor
and shipping relationships and develop key partnerships and
proprietary and exclusive brands; the ability to manage operating
expenses successfully and the Company’s working capital levels; the
ability to remain compliant with the Company’s credit facilities
covenants; customer acceptance of the Company’s branding strategy
and its repositioning as a video commerce Company; the ability to
respond to changes in consumer shopping patterns and preferences,
and changes in technology and consumer viewing patterns; changes to
the Company’s management and information systems infrastructure;
challenges to the Company’s data and information security; changes
in governmental or regulatory requirements; including without
limitation, regulations of the Federal Communications Commission
and Federal Trade Commission, and adverse outcomes from regulatory
proceedings; litigation or governmental proceedings affecting the
Company’s operations; significant events (including disasters,
weather events or events attracting significant television
coverage) that either cause an interruption of television coverage
or that divert viewership from its programming; disruptions in the
Company’s distribution of its network broadcast to customers; the
Company’s ability to protect its intellectual property rights; the
Company’s ability to obtain and retain key executives and
employees; the Company’s ability to attract new customers and
retain existing customers; changes in shipping costs; expenses
related to the actions of activist or hostile shareholders; the
Company’s ability to offer new or innovative products and customer
acceptance of the same; changes in customer viewing habits of
television programming; logistics costs including the price of
gasoline and transportation; and the risks described from time to
time in the Company’s reports filed with the SEC, including, but
not limited to, the Company’s most recent annual report on Form
10-K, quarterly reports on Form 10-Q, and current reports on Form
8-K. Investors are cautioned not to place undue reliance on
forward-looking statements, which speak only as of the date of this
announcement. The Company is under no obligation (and expressly
disclaims any such obligation) to update or alter its
forward-looking statements whether as a result of new information,
future events or otherwise.
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