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| ACME Communications, Inc. |
| 2101 E. 4th Street, Suite 202, Santa Ana, CA 92705 * (714) 245-9499 |
| Business Description | The company currently owns and operates nine broadcast television stations in medium-sized markets across the United States. |
| Offering Information Company has | |||
| Trading As | ACME (NASNTL) | Industry | Telecommunications (SIC 4833) |
| Type of Stock Offered | Common Shares | Filing Date | 7/30/99 |
| Domestic Shares Offered | 5,000,000 | Offer Date | 9/29/99 |
| Foreign Shares Offered | 0 | Filing Range | $19.00 - $21.00 |
| Company Shares | 5,000,000 | Offer Price | $23.00 |
| Selling Shrhldrs Shares | 0 | Gross Spread | $1.610 |
| Gross Proceeds | $115,000,000 | Selling | $0.950 |
| Expenses | - - | Reallowance | $0.100 |
| Post-IPO Shares | 16,750,000 | Employees | - - |
| Primary Underwriting Group | ||
| Underwriter Name | Participation | Underwriter Phone |
| Deutsch Banc Alex. Brown | Lead Manager | (410) 727-1700 |
| CIBC World Markets | Co-manager | (212) 667-7400 |
| Merrill Lynch & Co. | Co-manager | (212) 449-4600 |
| Morgan Stanley Dean Witter | Co-manager | (212) 761-5900 |
| Income Statement and Cash Flow Summary | |||||||
| Prior Audited Income |
Latest Unaudited Income | ||||||
| Full Year Audited Figures | 3 Months Ending | ||||||
| Figures in U.S. millions except per share data | 12/31/97 | 12/31/98 | 3/31/98 | 3/31/99 | |||
| Revenues | - | - | - | 11.347 | 43.928 | 7.757 | 11.123 |
| Income from Oper. | - | - | - | -1.441 | -3.027 | 0.369 | -4.294 |
| Net Income | - | - | - | -7.479 | -21.940 | -4.743 | -9.278 |
| E.P.S | - | - | - | - | - | - | - |
| Revenue Growth (%) | - | - | - | 287.133 | 43.39 | ||
| Net Income Growth (%) | - | - | - | - | - | ||
| Oper. Profit Margin (%) | - | - | - | - | - | - | 4.76 |
| Net Profit Margin (%) | - | - | - | - | - | - | - |
| Cash Flow - Oper. | 0.32 | 1.73 | 1.42 | ||||
| Cash Flow - Inv. | -15.50 | -6.92 | -6.11 | ||||
| Cash Flow - Fin. | 7.36 | -0.07 | 4.64 | ||||
| Balance Sheet Summary and Financial Ratios | |||||
| Balance sheet as of: 3/31/99 | Financial Ratios | ||||
| Total Assets | 290.90 | Current Assets | 17.44 | Current Ratio | 0.93 |
| Total Liab. | 296.27 | Current Liab. | 18.78 | Debt Ratio | 101.84% |
| Total Equity | -5.37 | Working Cap. | -1.34 | Debt to Equity Ratio | - |
| Cash | 0.95 | Return on Assets | - | ||
| Use Of Proceeds |
The proceeds from the proposed offering will be used to repay all indebtedness under our revolving credit facility, fund the acquisition of KASY, repay debt incurred in connection with the acquisition of WBDT, WIWB and WBUI, and for general corporate purposes including working capital and future acquisitions. |
| Legal Counsel Registrar Auditor | |
| Issuer's Law Firm | O'Melveny & Meyers |
| Bank's Law Firm | Irell & Manella |
| Registrar/Transfer Agent | U. S. Stock Transfer Corporation |
| Auditor | KPMG LLC |
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| Industry Competition |
Broadcast television stations compete for advertising revenues primarily with other broadcast television stations in their respective markets and, to a lesser but an increasing extent, with radio stations, cable television system operators, newspapers, billboard companies, direct mail and internet sites. Traditional network and Fox programming generally achieves higher household audience levels than that of The WB Network and syndicated programming aired by independent stations which is attributable to a number of factors, including: (i) the traditional networks' efforts to reach a broader audience; (ii) historically, less competition; (iii) generally better channel positions; (iv) more network programming being broadcast weekly; (v) the traditional networks' cross-promotions; and (vi) the traditional networks' more established market presence than The WB Network. However, because The WB Network provides fewer hours of programming per week than the traditional networks, the company has a significantly higher inventory of advertising time for its own use and the company's programs therefore achieve a share of television market advertising revenues greater than their share of the market's audience. The company believes that this available advertising time, combined with its efforts to attract audiences with their programming which are key targets of advertisers and the company's focus on advertising sales allows it to compete effectively for advertising revenues within the company's stations' markets. |
| Business Plan |
The principal components of the company's business and growth strategy are: (i) The Company's WB Network Affiliation; (ii) Strength of the Company's Senior Management Team; (iii) Popular and Proven Syndicated Programming; (iv) Focus on Sales; (v) Selective and Opportunistic Expansion in Medium-Sized Markets; (vi) Focus on a Young and Growing Audience; and (vii) Significant Economic and Operating Efficiencies. |