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Broadcast.Com, Inc.
2914 Taylor Street, Dallas, TX 75226 * (214) 748-6660

The company is the leading integrator and broadcaster of streaming media programming on the Web with the network infrastructure and expertise to deliver or "stream" hundreds of live and on-demand audio and video programs over the Internet.

Primary Underwriting Group
ManagerTierPhone
Morgan Stanley Dean Witter Discover & Co.Lead Manager (212) 761-5900
Donaldson, Lufkin & Jenrette Securities Corp.Co-manager (212) 371-0641
Hambrecht & Quist IncorporatedCo-manager (415) 439-3626

Offering Information
NASNTL:BCST Internet: SIC 7375
Type of Shares:Common Shares Filing Date:5/15/98
U.S. Shares:2,500,000 Offer Date:7/16/98
Non-U.S. Shares:0 Filing Range:$14.00 - $16.00
Primary Shares:2,500,000 Offer Price:$18.00
Secondary Shares:0 Gross Spread:$1.26
Offering Amount: $37,500,000 Selling:$0.76
Expenses: - Reallowance:$0.10
Post-IPO Shares:16,900,000
Employees:170

Legal Counsel, Auditor and Registrar
Issuer's Law Firm: Gibson, Dunn & Crutcher
Bank's Law Firm: Wilson, Sonsini, Goodrich & Rosati
Auditor: Price Waterhouse

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
3 Month Ending Financials
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Audited
Income
Balance
Sheet
12/31/97 3/31/98 3/31/97 3/31/98
Revenue:$6.86$3.18$1.09Assets:$30.13
Net Income:-$6.47-$2.72-$1.06Curr Assets:$26.28
EPS:-$0.55-$0.18-$0.09Liabilities:$1.83
Prior EPS:-$0.31Curr Liab:$1.83
Cash Flow/Oper:-$6.62-$1.79-$1.20Equity:$28.31
Cash Flow/Fin:$26.06$3.84$3.66Cash:$22.40
Cash Flow/Inv:-$2.69-$0.98-$0.69Working Cap:$24.46

Competition
The market for Internet broadcasting and services is highly competitive and the Company expects that competition will continue to intensify. The Company competes with (i) other Web sites and Internet broadcasters to acquire and provide content to attract users, (ii) videoconferencing companies, audio conferencing companies and Internet broadcasters, (iii) online services, other Web site operators and advertising networks, as well as traditional media such as television, radio and print, for a share of advertisers' total advertising budgets and (iv) local radio and television stations and national radio and television networks for sales of advertising spots. There can be no assurance that the Company will be able to compete successfully or that the competitive pressures faced by the Company, including those described below, will not have a material adverse effect on the Company's business, results of operations and financial condition.

Business Plan
The Company's objective is to enhance its leadership position in Internet broadcasting by aggregating comprehensive audio and video programming, preferably on an exclusive basis, and providing services enabling the delivery of a broad range of streaming media content over the Internet. Key elements of the Company's strategy include the following: (I) Enhance and Expand Exclusive Content Offerings, (ii) Further Penetrate the Business Services Market, (iii) Expan Network Infrastructure, (iv) Enhance Brand Awareness and (v) Capture and Develop Emerging Revenue Opportunities.

Use of Proceeds
The proceeds from the proposed offering will be used for general corporate purposes including capital expenditures, working capital and strategic acquisitions.

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