Hilander
17 years ago
MediaBay Receives Nasdaq Staff Determination Letter:
August 25, 2006
MediaBay Receives Nasdaq Staff Determination Letter
CEDAR KNOLLS, N.J., Aug. 25 /PRNewswire-FirstCall/ -- MediaBay, Inc. (Nasdaq: MBAY), on August 22, 2006, MediaBay, Inc. (the "Company") received notice from The Nasdaq Stock Market indicating that, based on the Company's Form 10-Q for the quarter ended June 30, 2006, the Company does not comply with the $10,000,000 stockholders' equity requirement for continued listing on the Nasdaq Global Market set forth in Marketplace Rule 4450(a)(3).
About MediaBay Inc.
MediaBay Inc. (Nasdaq: MBAY) is a digital media and publishing company specializing in spoken word and premium audio entertainment. The company maintains a library consisting of over 75,000 hours of content, including audio books from best-selling authors and the history of American Radio. Some of MediaBay's digital content partners include BBC, Blackstone, CBS Radio, Harper Collins, Hay House, Oasis, Penguin Audio, Random House, Simon & Schuster, Sound Room, and Zondervan. In addition to its Audio Book Club, MediaBay distributes its content through proprietary web sites including audiobookclub.com, radiospirits.com and Soundsgood.com as well as through partner channels including MusicNet, Real, MSN Music, Sirius Satellite Radio and XM Satellite Radio. For more information on MediaBay, please visit http://www.soundsgood.com, http://www.mediabay.com, http://www.radiospirits.com and http://www.radioclassics.com.
Certain statements in this Form 10-Q constitute "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts included in this report, including, without limitation, statements regarding our future financial position, business strategy, budgets, projected costs and plans and objectives of our management for future operations are forward-looking statements. In addition, forward-looking statements generally can be identified by the use of forward-looking terminology such as "may," "will," "expect," "intend," "estimate," "anticipate," "believe," or "continue" or the negative thereof or variations thereon or similar terminology. Although we believe that the expectations reflected in such forward-looking statements are reasonable, we cannot assure you that such expectations will prove to be correct. These forward looking statements involve certain known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from any results, performances or achievements expressed or implied by such forward-looking statements. Important factors that could cause actual results to differ materially from our expectations, include, without limitation our in ability to implement our strategy, the decision to seek strategic alternatives and the risks related thereto: our history of losses and declining revenues; our ability to license and sell new spoken word content, obtain additional financing, anticipate and respond to changing customer preferences, license and produce desirable content, protect our databases and other intellectual property from unauthorized access, and collect receivables; dependence on third-party providers, suppliers and distribution channels; competition; the costs and success of our marketing strategies, product returns, member attrition; risks relating to our capital structure and the other risk factors set forth in our annual report on Form 10-K for the period ended December 31, 2005, quarterly report on Form 10-Q for the period ended June 30, 2006 and other filings with the SEC. Undue reference should not be placed on these forward-looking statements, which speak only as of the date hereof. We undertake no obligation to update any forward-looking statements.
Contacts:
Tim Clemensen
Rubenstein Investor Relations
212-843-9337
tclemensen@rubensteinir.com
SOURCE MediaBay, Inc.
-0- 08/25/2006
/CONTACT: Tim Clemensen of Rubenstein Investor Relations,
+1-212-843-9337, tclemensen@rubensteinir.com, for MediaBay, Inc./
/Web site: http://www.mediabay.com /
(MBAY)
CO: MediaBay, Inc.
ST: New Jersey
IN: CPR
SU:
JB-MV
-- NYF064 --
6447 08/25/2006 16:05 EDT http://www.prnewswire.com
Hilander
17 years ago
MediaBay Inc. Announces 2nd Quarter 2006 Financial Results:
August 18, 2006
MediaBay Inc. Announces Second Quarter 2006 Financial Results
CEDAR KNOLLS, N.J., Aug. 18 /PRNewswire-FirstCall/ -- MediaBay, Inc. (Nasdaq: MBAY) a digital media and publishing company specializing in the marketing of spoken audio entertainment, today announced financial results for the second quarter ended June 30, 2006.
The Company reported net sales of $1.1 million for the second quarter of 2006, down from $2.3 million in the second quarter of 2005. Net loss applicable to common stockholders for the three months ended June 30, 2006 was $13.1 million, or $1.24 per diluted common share, compared to a net loss of $3.0 million, or $0.49 per diluted common share for the three months ended June 30, 2005. The three months ended June 30, 2006 results included $11.8 million in non-cash charges related to the accretion of discount on mandatory redeemable preferred stock and an impairment charge for goodwill. Net sales were $2.6 million for the six months ended June 30, 2006, down from $5.6 million for the six months ended June 30, 2005. Net loss applicable to common stockholders for the six months ended June 30, 2006 was $15.7 million, or $1.49 per diluted common share, compared to a net loss of $22.2 million, or $4.36 per diluted common share for the six months ended June 30, 2005. The six months ended June 30, 2006 results included $11.8 million in non-cash charges related to the accretion of discount on mandatory redeemable preferred stock and an impairment charge for goodwill. The six months ended June 30, 2005 reflected $18.0 million in non-cash charges related to the Company's March 2005 financing, including a deemed dividend on preferred stock for the beneficial conversion feature and a loss on early extinguishment of debt.
About MediaBay, Inc.
MediaBay Inc. (Nasdaq: MBAY - News) is a digital media and publishing company specializing in spoken word and premium audio entertainment. The company maintains a library consisting of over 75,000 hours of content, including audio books from best-selling authors and the history of American Radio. Some of MediaBay's digital content partners include BBC, Blackstone, CBS Radio, Harper Collins, Hay House, Oasis, Penguin Audio, Random House, Simon & Schuster, Sound Room, and Zondervan. In addition to its popular Audio Book Club, MediaBay distributes its content through proprietary web sites including audiobookclub.com, radiospirits.com and Soundsgood.com as well as through partner channels including MusicNet, Real, MSN Music, Sirius Satellite Radio and XM Satellite Radio. For more information on MediaBay, please visit www.soundsgood.com, www.mediabay.com, www.radiospirits.com and www.radioclassics.com.
Certain statements in this Form 10-Q constitute "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical facts included in this report, including, without limitation, statements regarding our future financial position, business strategy, budgets, projected costs and plans and objectives of our management for future operations are forward-looking statements. In addition, forward-looking statements generally can be identified by the use of forward-looking terminology such as "may," "will," "expect," "intend," "estimate," "anticipate," "believe," or "continue" or the negative thereof or variations thereon or similar terminology. Although we believe that the expectations reflected in such forward-looking statements are reasonable, we cannot assure you that such expectations will prove to be correct. These forward looking statements involve certain known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from any results, performances or achievements expressed or implied by such forward-looking statements. Important factors that could cause actual results to differ materially from our expectations, include, without limitation our in ability to implement our strategy, the decision to seek strategic alternatives and the risks related thereto: our history of losses and declining revenues; our ability to license and sell new spoken word content, obtain additional financing, anticipate and respond to changing customer preferences, license and produce desirable content, protect our databases and other intellectual property from unauthorized access, and collect receivables; dependence on third-party providers, suppliers and distribution channels; competition; the costs and success of our marketing strategies, product returns, member attrition; risks relating to our capital structure and the other risk factors set forth in our annual report on Form 10-Kfor the period ended December 31, 2005 and quarterly report on Form 10-Q for the period ended June 30, 2006 other filings with the SEC. Undue reference should not be placed on these forward-looking statements, which speak only as of the date hereof. We undertake no obligation to update any forward-looking statements.
MEDIABAY, INC.
Condensed Consolidated Balance Sheets(Dollars in thousands)
June 30, December 31,
2006 2005
(Unaudited)
Assets
Current Assets:
Cash and cash equivalents $4,007 $8,243
Accounts receivable, net of allowances
for sales returns and doubtful
accounts of $1,775 and $1,533 at June 30,
2006 and December 31, 2005, respectively 501 691
Inventory 511 763
Prepaid expenses and other current assets 533 464
Royalty advances 534 523
Total current assets 6,086 10,684
Fixed assets, net 1,568 1,785
Other intangibles, net 38 42
Goodwill 4,030 6,156
$11,722 $18,667
Liabilities and Stockholders' Deficiency
Current Liabilities:
Accounts payable and accrued expenses $3,824 $4,969
Short-term debt, net of original issue
discount of $56 at June 30, 2006 and $52 at
December 31, 2005 53 32
Preferred dividend and interest payable 582 319
Redeemable preferred stock 21,063 --
Total current liabilities (Note 6) 25,522 5,320
Long-term debt, net of original issue discount
of $79 and $111 at June 30, 2006 and
December 31, 2005, respectively 580 608
Total liabilities 26,102 5,928
Commitments and Contingencies
Preferred stock, no par value, authorized
5,000,000 shares; 200 shares of
Series B issued and outstanding at
June 30, 2006 and December 31, 2005 and
21,063 shares of Series D issued and
outstanding at June 30, 2006 and
December 31, 2005 20 11,436
Common stock; no par value, authorized
300,000,000 shares; issued and
outstanding 10,516,444 at June 30, 2006
and December 31, 2005 121,681 121,681
Contributed capital 42,637 42,637
Accumulated deficit (178,718) (163,015)
Total common stockholders' deficiency (14,380) 12,739
$11,722 $18,667
MEDIABAY, INC.
Condensed Consolidated Statements of Operations(Dollars in thousands,
except per share data)
(Unaudited)
Three months ended Six months ended
June 30, June 30,
2006 2005 2006 2005
Sales, net of returns,
discounts and
allowances of $191 and
$277 and $615 and
$1,430 for the three
and six months ended
June 30, 2006 and 2005,
respectively $1,146 $2,272 $2,560 $5,625
Cost of sales 909 1,607 1,978 3,403
Gross profit 237 665 582 2,222
Expenses:
Advertising and promotion 203 401 715 787
General and administrative 1,556 2,013 3,596 3,588
Termination charges -- 697 -- 697
Depreciation and
amortization 149 17 300 43
Charge for impairment to
Goodwill 2,126 -- 2,126 --
Gain on settlement of
litigation (963) -- (963) --
Operating loss (2,834) (2,463) (5,192) (2,893)
Interest income 56 62 118 75
Interest expense 450 16 465 626
Accretion of discount on
mandatory redeemable
preferred stock 9,709 -- 9,709 --
Loss on early
extinguishment of debt -- -- -- 579
Loss before income
taxes (12,937) (2,417) (15,248) (4,023)
Income tax expense -- -- -- --
Net loss (12,937) (2,417) (15,248) (4,023)
Dividends on preferred
stock 143 533 454 738
Deemed dividend on
beneficial conversion
of Series D Preferred
Stock -- -- -- 17,423
Net loss applicable to
common shares $(13,080) $(2,950) $(15,702) $(22,184)
Basic and diluted loss
applicable to common
shares per common share: $(1.24) $(0.49) $(1.49) $(4.36)
MEDIABAY, INC.
Condensed Consolidated Statements of Cash Flows
(Dollars in thousands)
(Unaudited)
Six months ended
June 30,
2006 2005
Cash flows from operating activities:
Net loss $(15,248) $ (4,023)
Adjustments to reconcile net loss to net
cash used in operating activities:
Loss on early extinguishment of debt -- 579
Non-current accrued interest and dividends
payable -- 140
Depreciation and amortization 300 43
Amortization of deferred financing costs
and original issue discount 29 210
Amortization of deferred member acquisition costs -- 13
Payment of accrued dividends through issuance of
common stock -- 14
Charge for impairment of goodwill 2,126 --
Accretion of discount on mandatory redeemable
preferred stock 9,709 --
Changes in asset and liability accounts:
Decrease in accounts receivable, net 190 631
Decrease in inventory 253 132
Increase in prepaid expenses (69) (194)
(Increase) decrease in royalty advances (11) 99
(Decrease) increase in accounts payable
and accrued expenses (975) 168
Net cash used in operating activities (3,696) (2,188)
Cash flows from investing activities:
Acquisition of fixed assets, including
development of websites (80) (580)
Net cash used in investing activities (80) (580)
Cash flows from financing activities:
Payment of preferred dividends (363) (53)
Proceeds from sale of Series D Preferred stock,
net of cash fees and expenses -- 31,528
Payment of long-term debt, including accrued
interest and dividends (35) (11,721)
Redemption of Series A and Series C
Preferred Stock -- (5,789)
Increase in deferred financing costs (62) (29)
Net cash (used in) provided by financing
activities (454) 13,936
Net (decrease) increase in cash and cash
equivalents (4,236) 11,168
Cash and cash equivalents at beginning of period 8,243 3,122
Cash and cash equivalents at end of period $4,007 $ 14,290
SOURCE MediaBay, Inc.
-0- 08/18/2006
/CONTACT: Tim Clemensen of Rubenstein Investor Relations,
+1-212-843-9337, tclemensen@rubensteinir.com, for MediaBay, Inc./
/Web site: http://www.mediabay.com /
(MBAY)
CO: MediaBay, Inc.
ST: New Jersey
IN: PUB BKS CPR MLM ENT
SU: ERN
LD
-- NYF036 --
0627 08/18/2006 13:30 EDT http://www.prnewswire.com
Hilander
17 years ago
MediaBay Receives Nasdaq Staff Determination Letter:
June 30, 2006
MediaBay Receives Nasdaq Staff Determination Letter
CEDAR KNOLLS, N.J., June 30 /PRNewswire-FirstCall/ -- MediaBay, Inc. (Nasdaq: MBAY), On June 27, 2006, MediaBay, Inc. (the "Company") received notice from The Nasdaq National Market indicating that for the prior 30 consecutive trading days, the Company's common stock has not maintained a minimum market value of publicly held shares of $5,000,000 as required for continued inclusion by Marketplace Rule 4450(a)(2). In accordance with Marketplace Rule 4450(e)(1), the Company will be provided 90 calendar days, or until September 25, 2006, to regain compliance. To regain compliance the minimum market value of the Company's publicly held shares must be $5,000,000 or greater for a minimum of 10 consecutive trading days prior to September 25, 2006.
About MediaBay Inc.
MediaBay Inc. (Nasdaq: MBAY - News) is a digital media and publishing company specializing in spoken word and premium audio entertainment. The company maintains a library consisting of over 75,000 hours of content, including audio books from best-selling authors and the history of American Radio. Some of MediaBay's digital content partners include BBC, Blackstone, CBS Radio, Harper Collins, Hay House, Oasis, Penguin Audio, Random House, Simon & Schuster, Sound Room, and Zondervan. In addition to its popular Audio Book Club, MediaBay distributes its content through proprietary web sites including audiobookclub.com, radiospirits.com and Soundsgood.com as well as through partner channels including MusicNet, Real, MSN Music, Sirius Satellite Radio and XM Satellite Radio. For more information on MediaBay, please visit www.soundsgood.com, www.mediabay.com, www.audiobookclub.com, www.radiospirits.com and www.radioclassics.com.
Certain statements in this press release constitute "forward-looking" statements that involve a number of known and unknown risks, uncertainties and other factors which may cause MediaBay's actual results, performance or achievements to be materially different from any results, performances or achievements express or implied by such forward-looking statements. All statements other than statements of historical facts included in this press release including, without limitation, statements regarding our future financial position, business strategy, budgets, projected costs and plans and objectives of our management for future operations are forward-looking statements. In addition, forward-looking statements generally can be identified by the use of forward-looking terminology such as "may," "will," "expect," "intend," "estimate," "anticipate," "believe," or "continue" or the negative thereof or variations thereon or similar terminology. Important factors that could cause actual results to differ materially from our expectations, include, without limitation, our history of losses; our ability to execute on any strategic initiatives; the success of our new digital media distribution strategy, our ability to anticipate and respond to changing customer preferences, license and produce desirable content, protect our databases and other intellectual property from unauthorized access, collect receivables; dependence on third-party providers, suppliers and distribution channels; competition; the costs and success of our marketing strategies; product returns; member attrition and other risks detailed in our Annual Report on Form 10-K for the year ended December 31, 2005. Undue reference should not be placed on these forward-looking statements, which speak only as of the date hereof. We undertake no obligation to update any forward-looking statements.
SOURCE MediaBay, Inc.
-0- 06/30/2006
/CONTACT: Tim Clemensen, Rubenstein Investor Relations, +1-212-843-9337,
tclemensen@rubensteinir.com/
/Web site: http://www.mediabay.com /
(MBAY)
CO: MediaBay, Inc.
ST: New Jersey
IN: PUB BKS
SU:
DO
-- NYF099 --
1562 06/30/2006 16:01 EDT http://www.prnewswire.com
Hilander
17 years ago
MediaBay Receives Nasdaq Staff Determination Letter:
May 19, 2006
MediaBay Receives Nasdaq Staff Determination Letter
CEDAR KNOLLS, N.J., May 19 /PRNewswire-FirstCall/ -- On May 16, 2006, MediaBay, Inc. (Nasdaq: MBAY), (the "Company") received a Nasdaq Staff Determination Letter indicating that the Company's common stock has closed below the minimum $1.00 per share requirement for continued inclusion in accordance with Marketplace Rule 4450(a)(5). Therefore, in accordance with Marketplace Rule 4450(e)(2), the Company will be provided 180 calendar days or until November 13, 2006 to regain compliance. To regain compliance with the bid price requirement, the bid price of the Company's common stock must close at or above $1.00 per share for a minimum of ten consecutive trading days prior to November 13, 2006. If the Company is not in compliance at November 13, 2006, Nasdaq will provide written notification to the Company that the Company's securities will be delisted. At that time, the Company may appeal the Nasdaq's determination to delist the securities to a Nasdaq Listing Qualifications Panel.
About MediaBay Inc.
MediaBay Inc. (Nasdaq: MBAY) is a leading digital media and publishing company specializing in spoken word and premium audio entertainment. The company maintains a library consisting of over 75,000 hours of content, including audio books from best-selling authors and the history of American Radio. Some of MediaBay's digital content partners include BBC, Blackstone, CBS Radio, Harper Collins, Hay House, Oasis, Penguin Audio, Random House, Simon & Schuster, Sound Room, and Zondervan. In addition to its popular Audio Book Club, MediaBay distributes its content through proprietary web sites including audiobookclub.com, radiospirits.com and Soundsgood.com as well as through partner channels including MusicNet, Real, MSN Music, Sirius Satellite Radio and XM Satellite Radio. For more information on MediaBay, please visit http://www.soundsgood.com, http://www.mediabay.com, http://www.audiobookclub.com, http://www.radiospirits.com and http://www.radioclassics.com.
Certain statements in this press release constitute "forward-looking" statements that involve a number of known and unknown risks, uncertainties and other factors which may cause MediaBay's actual results, performance or achievements to be materially different from any results, performances or achievements express or implied by such forward-looking statements. All statements other than statements of historical facts included in this press release including, without limitation, statements regarding our future financial position, business strategy, budgets, projected costs and plans and objectives of our management for future operations are forward-looking statements. In addition, forward-looking statements generally can be identified by the use of forward-looking terminology such as "may," "will," "expect," "intend," "estimate," "anticipate," "believe," or "continue" or the negative thereof or variations thereon or similar terminology. Important factors that could cause actual results to differ materially from our expectations, include, without limitation, our history of losses; our ability to execute on any strategic initiatives; the success of our new digital media distribution strategy, our ability to anticipate and respond to changing customer preferences, license and produce desirable content, protect our databases and other intellectual property from unauthorized access, collect receivables; dependence on third-party providers, suppliers and distribution channels; competition; the costs and success of our marketing strategies; product returns; member attrition and other risks detailed in our Annual Report on Form 10-K for the year ended December 31, 2004. Undue reference should not be placed on these forward-looking statements, which speak only as of the date hereof. We undertake no obligation to update any forward-looking statements.
SOURCE MediaBay, Inc.
-0- 05/19/2006
/CONTACT: Tim Clemensen of Rubenstein Investor Relations,
+1-212-843-9337, or tclemensen@rubensteinir.com, for MediaBay, Inc./
/Web site: http://www.mediabay.com
http://www.soundsgood.com
http://www.audiobookclub.com
http://www.radiospirits.com
http://www.radioclassics.com /
(MBAY)
CO: MediaBay, Inc.; Nasdaq
ST: New Jersey
IN: PUB CPR ENT
SU:
MV-AS
-- NYF081 --
2726 05/19/2006 16:15 EDT http://www.prnewswire.com
Hilander
17 years ago
Audio Newspaper & Mobile Devices is Launched:
May 1, 2006 News Release
Audio Newspaper Service for iPods and Windows Mobile Devices is Launched by MediaBay
SoundsGood Newscast offers citizens of the world the ability to select and listen to customized audio newspapers from two of the world's leading news services
CEDAR KNOLLS, N.J., May 1, 2006 /PRNewswire-FirstCall via COMTEX News Network/ -- MediaBay, Inc. (Nasdaq: MBAY), a leading digital media and publishing company specializing in spoken word and premium audio entertainment, today announced the launch of SoundsGood Newscast at http://www.soundsgood.com/newscast and http://newscast.soundsgood.com. This new subscription service is being launched with digital audio programming from two English-language news services: The Hindustan Times' Audio Digest; and a news service powered by Taldia.
MediaBay's customers can personalize the newscasts by choosing subjects that interest them, and can schedule daily feeds for automatic delivery to their computers, iPods or transfer to any Windows Media PlaysForSure MP3 device.
Promoted through an exclusive partnership with HT Media Ltd., the Hindustan Times Audio Digest on SoundsGood Newscast is being marketed to HT Media's global audience including those of Hindustantimes.com, which serves more than 4 million unique monthly readers worldwide. The newscast features top stories selected daily by Hindustan Times editors from editions published throughout South Asia. Customers may select from news categories including top stories, entertainment (including Bollywood news), business, sports, stars (astrology) and special reports.
Soundsgood Newscast, powered by Taldia, also features content from AP Digital, a commercial division of The Associated Press, including coverage of U.S. and international news, sports, entertainment, technology and more.
SoundsGood Newscast subscribers will receive a 14-day free trial. Thereafter, subscribers to Hindustan Times Audio Digest may download the newscast six days a week at US$9.95 per month, and Taldia's service five days a week at US$4.95 per month.
MediaBay's SoundsGood Newscast expects to capitalize on the growing trend of online news consumption: according to recent research by Pew Research Center, a third of Americans below age 40 cite the Internet as their main source of news. Among those who read newspapers online, 73 percent cite convenience as the reason they do so. Automatic downloads of digital news audio provide even more convenience to commuters, office workers and students, who can listen to news whenever they want, wherever they are.
"MediaBay is proud to provide news audio from two trusted, world-renowned news providers for consumers across the globe," said Jeffrey Dittus, Chief Executive Officer of MediaBay. "With SoundsGood Newscast, our customers who are constantly on the go can easily stay in touch with the news they are interested in - without getting an information overload."
"Through SoundsGood Newscast, customers around the world may now enjoy what millions of Hindustan Times readers in India are already enjoying," said S.N. Bhaduri, Vice President -- eBusiness at HT Media Ltd. "The global Indian now has access to news from an Indian perspective, anywhere, anytime," he added.
"As the technology provider for the SoundsGood Newscast, we are also excited to provide audio content from AP to a very targeted customer -- people who are on the go," said Rys Fairbrother, President of Taldia.
About MediaBay
MediaBay Inc. (Nasdaq: MBAY) is a leading digital media and publishing company specializing in spoken word and premium audio entertainment. The company maintains a library consisting of over 75,000 hours of content, including audio books from best-selling authors and the history of American Radio. Some of MediaBay's digital content partners include BBC, Blackstone, CBS Radio, Harper Collins, Hay House, Oasis, Penguin Audio, Random House, Simon & Schuster, Sound Room, and Zondervan. In addition to its popular Audio Book Club, MediaBay distributes its content through proprietary web sites including audiobookclub.com, radiospirits.com and SoundsGood.com as well as through partner channels including MusicNet, MSN Music, RealNetworks, Sirius Satellite Radio and XM Satellite Radio. For more information on MediaBay, please visit www.mediabay.com, www.audiobookclub.com, www.radiospirits.com, www.soundsgood.com, http://msn.soundsgood.com, and http://real.soundsgood.com.
About HT Media Ltd.
A major force in the print media industry, HT Media Limited commands a leadership position in India through its publications, Hindustan Times, Hindustan and HindustanTimes.com. The group's flagship publication Hindustan Times has editions in nearly every important city in north and west India. The daily English newspaper is printed from New Delhi, Mumbai, Chandigarh, Jaipur, Lucknow, Patna, Bhopal, Ranchi and Kolkata. Currently the daily readership of the newspaper is over 4 million consumers. The Delhi Edition happens to be the largest selling single edition newspaper in India. Not only in circulation, Hindustan Times has held leadership positions in defining trends in the industry. It was India's first newspaper to introduce the compact web-width. Almost every single newspaper followed suit and today the reduced size is a norm in the industry. The group's vernacular publication Hindustan is India's eighth largest read daily. In its segment, it happens to be the fourth most read daily Hindi newspaper. The newspaper has editions from New Delhi, Lucknow, Patna and Ranchi.
The group's website www.HindustanTimes.com is India's largest news site. Every month, the website attracts over four million unique visitors and in delivers in excess of 90 million page views. Forbes has consistently listed it amongst the Top 10 Newspaper Websites in the world. The site offers in-depth coverage and analysis to its users. For more information on HT Media Limited, please visit http://www.hindustantimes.com.
About Taldia
Taldia, Inc. of Altadena, CA, realized early that new mobile technology could support the potential of daily news content being converted from text to audio so people can listen to the news up-to-date and on-the-go. Through a content deal with The Associated Press and creating technology to manage the process, the daily news is available in categories such as Sports, Entertainment, Politics, Business and many more.
Taldia's stable of professional voiceover talent records the news stories with experience in radio, book narration and on-air announcing for such outlets as CNN. Taldia works with publishers to find additional ways to monetize their assets in this new mobile digital world. For more information on Taldia, please visit http://www.taldia.com or call (626)737-6240.
Certain statements in this press release constitute "forward-looking" statements that involve a number of known and unknown risks, uncertainties and other factors which may cause MediaBay's actual results, performance or achievements to be materially different from any results, performances or achievements express or implied by such forward-looking statements. All statements other than statements of historical facts included in this press release including, without limitation, statements regarding our future financial position, business strategy, budgets, projected costs and plans and objectives of our management for future operations are forward-looking statements. In addition, forward-looking statements generally can be identified by the use of forward-looking terminology such as "may," "will," "expect," "intend," "estimate," "anticipate," "believe," or "continue" or the negative thereof or variations thereon or similar terminology. Important factors that could cause actual results to differ materially from our expectations, include, without limitation, our history of losses; our ability to execute on any strategic initiatives; the success of our new digital media distribution strategy, our ability to anticipate and respond to changing customer preferences, license and produce desirable content, protect our databases and other intellectual property from unauthorized access, collect receivables; dependence on third-party providers, suppliers and distribution channels; competition; the costs and success of our marketing strategies; product returns; member attrition and other risks detailed in our Annual Report on Form 10-K for the year ended December 31, 2005. Undue reference should not be placed on these forward-looking statements, which speak only as of the date hereof. We undertake no obligation to update any forward-looking statements.
SOURCE MediaBay, Inc.
Tim Clemensen of Rubenstein Investor Relations, +1-212-843-9337,
tclemensen@rubensteinir.com; or Quinnie Wong, Online Marketing Director of MediaBay,
Inc., +1-201-572-3736, q.wong@mbayinc.com
http://www.prnewswire.com
Hilander
17 years ago
MediaBay Announces 2005 Financial Results
April 7, 2006 News Release:
MediaBay, Inc. Announces 2005 Financial Results
Company Outlines Milestones for 2005
CEDAR KNOLLS, N.J., April 7 /PRNewswire-FirstCall/ -- MediaBay, Inc. (Nasdaq: MBAY), a digital media and publishing company specializing in the marketing of spoken audio entertainment, announced financial results for the fourth quarter and full year 2005.
For the fourth quarter ended December 31, 2005, the Company reported net sales of $1.9 million, as compared to $4.5 million in the fourth quarter of 2004. Net loss applicable to common shares for the fourth quarter of 2005 was $5.9 million or $0.56 per diluted common share, compared to a net loss applicable to common shares of $18.6 million or $4.98 per diluted common share in the fourth quarter of 2004. Included in the 2005 fourth quarter loss was a non-cash charge for the impairment of goodwill of $3.5 million.
For the year ended December 31, 2005, MediaBay reported net sales of $9.0 million as compared to $18.8 million for the year ended December 31, 2004. Net loss applicable to common shares for the year ended December 31, 2005 was $30.3 million or $4.08 per diluted common share, compared to a net loss applicable to common shares of $30.7 million or $10.24 per diluted common share for the year ended December 31 2004. Included in the 2005 net loss were non-cash charges totaling $20.9 million, consisting of $17.4 million relating to a deemed dividend on the beneficial conversion of Series D preferred stock in the March 2005 financing and a charge for the impairment of goodwill of $3.5 million. The Company's independent registered public accounting firm included a going concern explanatory paragraph in its report on the Company's consolidated financial statements for the year ended December 31, 2005. The qualification was included as a result of the Company's recurring losses. For information regarding management's plans in regard to these matters, please see the MediaBay, Inc. Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 31, 2006.
"In 2005 we continued the planned transition of our business to digital distribution with the launch of our new audio download service, www.Soundsgood.com, and the launch of our first private label storefront with MSN Music at http://msn.soundsgood.com. We also plan to implement our announced distribution relationship with Real Networks. Earlier this year, we signed a distribution agreement with MusicNet, which will potentially make our content available on Yahoo, AOL, and CDIGIX, and the growing list of partner companies in the MusicNet family. These distribution deals will place our audiobook and classic radio content in most of the top music services in the United States," stated Jeff Dittus, CEO of MediaBay.
"Additionally, we recently announced that we are exploring our options and setting a strategy to bring our content to the wireless marketplace. We are excited about this market opportunity due to the enormous number of wireless devises in the market place and the rapid convergence of these devices to include support for audio entertainment playback," added Mr. Dittus.
"The decline in our revenues has been expected, as we have not marketed to attract new members to our mail order audio book club, as we have determined to focus on our digital distribution strategy. With a solid foundation of great people and partners in place, we are looking forward to participating in the explosive growth that many other digital media companies are experiencing. While it has taken longer than expected to implement many of our distribution agreements, we are optimistic that MediaBay will soon execute on its strategy."
About MediaBay, Inc.
MediaBay Inc. (Nasdaq: MBAY) is a leading digital media and publishing company specializing in spoken word and premium audio entertainment. The company maintains a library consisting of over 75,000 hours of content, including audio books from best-selling authors and the history of American Radio. Some of MediaBay's digital content partners include BBC, Blackstone, CBS Radio, Harper Collins, Hay House, Oasis, Penguin Audio, Random House, Simon & Schuster, Sound Room, and Zondervan. In addition to its popular Audio Book Club, MediaBay distributes its content through proprietary web sites including audiobookclub.com, radiospirits.com and Soundsgood.com as well as through partner channels including MusicNet, Real, MSN Music, Sirius Satellite Radio and XM Satellite Radio. For more information on MediaBay, please visit www.soundsgood.com, www.mediabay.com, www.audiobookclub.com, www.radiospirits.com and www.radioclassics.com.
Certain statements in this press release constitute "forward-looking" statements that involve a number of known and unknown risks, uncertainties and other factors which may cause MediaBay's actual results, performance or achievements to be materially different from any results, performances or achievements express or implied by such forward-looking statements. All statements other than statements of historical facts included in this press release including, without limitation, statements regarding our future financial position, business strategy, budgets, projected costs and plans and objectives of our management for future operations are forward-looking statements. In addition, forward-looking statements generally can be identified by the use of forward-looking terminology such as "may," "will," "expect," "intend," "estimate," "anticipate," "believe," or "continue" or the negative thereof or variations thereon or similar terminology. Important factors that could cause actual results to differ materially from our expectations, include, without limitation, our history of losses; the success of our new digital media distribution strategy, our ability to anticipate and respond to changing customer preferences, license and produce desirable content, protect our databases and other intellectual property from unauthorized access, collect receivables; dependence on third-party providers, suppliers and distribution channels; competition; the costs and success of our marketing strategies; product returns; member attrition and other risks detailed in our Annual Report on Form 10-K for the year ended December 31, 2005. Undue reference should not be placed on these forward-looking statements, which speak only as of the date hereof. We undertake no obligation to update any forward-looking statements.
MEDIABAY, INC.
Consolidated Balance Sheets
(Dollars in thousands)
December 31,
2005 2004
Assets
Current Assets:
Cash and cash equivalents $8,243 $3,122
Accounts receivable, net of allowances for sales
returns and doubtful accounts of $1,533 and $2,708
at December 31, 2005 and 2004, respectively 691 1,285
Inventory 763 1,530
Prepaid expenses and other current assets 464 199
Royalty advances 523 489
Total current assets 10,684 6,625
Fixed assets, net 1,785 243
Other intangibles, net 42 50
Goodwill 6,156 9,658
$18,667 $16,576
Liabilities and Stockholders' Equity (Deficit)
Current liabilities:
Accounts payable and accrued expenses $4,969 $5,361
Accounts payable, related party - 315
Current portion of long-term debt - 200
Short-term debt, net of original issue discount of
$52 and $54 at December 31, 2005 and 2004,
respectively 32 29
Preferred dividend payable 319 -
Total current liabilities 5,320 5,905
Long-term debt, net of original issue discount of
$111 and $908 at December 31, 2005 and 2004,
respectively 608 9,102
Related party long-term debt including accrued
interest - 7,750
Total liabilities 5,928 22,757
Commitments and Contingencies - -
Preferred stock, no par value, authorized 5,000,000
shares; no shares of Series A outstanding at
December 31, 2005 and 25,000 shares of Series A
outstanding at December 31, 2004; 200 shares of
Series B issued and outstanding at December 31,
2005 and December 31, 2004; no shares of Series C
issued and outstanding at December 31, 2005 and
43,527 shares of Series C issued and outstanding
at December 31, 2004; and 21,063 shares of Series
D issued and outstanding at December 31, 2005
and no shares of Series D issued and outstanding at
December 31, 2004 11,436 6,873
Common stock; no par value, authorized 150,000,000
shares; issued and outstanding 10,516,414 and
4,140,663 at December 31, 2005 and 2004,
respectively 121,681 101,966
Contributed capital 42,637 17,682
Accumulated deficit (163,015) (132,702)
Total common stockholders' equity (deficit) 12,739 (6,181)
$18,667 $16,576
MEDIABAY, INC.
Consolidated Statements of Operations
(Dollars in thousands, except per share data)
Years ended December 31,
2005 2004 2003
Sales, net of returns, discounts and
allowances of $1,825, $5,363 and $16,960
for the years ended December 31, 2005,
2004 and 2003, respectively $8,955 $18,831 $36,617
Cost of sales 5,920 12,547 17,764
Advertising and promotion expense 2,091 5,546 10,452
Bad debt expense 51 829 3,940
General and administrative 6,895 6,043 6,816
Severance and other termination costs 697 - 544
Depreciation and amortization 154 144 328
Charge for impairment of goodwill 3,502 - -
Operating (loss) income (10,355) (6,278) (3,227)
Interest (expense) (767) (9,082) (1,925)
Interest income 257 - -
Loss on early extinguishment of debt (579) - -
Loss before income tax expense (11,444) (15,360) (5,152)
Income tax expense - 14,753 1,471
Net loss (11,444) (30,113) (6,623)
Dividends on preferred stock 1,446 574 246
Deemed dividend on beneficial conversion
of Series D Preferred Stock 17,423 - -
Net loss applicable to common shares $(30,313) $(30,687) $ (6,869)
Basic and diluted loss per share:
Basic and diluted loss per share $(4.08) $(10.24) $(2.92)
MEDIABAY, INC.
Consolidated Statements of Cash Flows
(Dollars in thousands)
Years ended December 31,
2005 2004 2003
Cash flows from operating activities:
Net loss $(11,444) $(30,113) $(6,623)
Adjustments to reconcile net loss to net
cash used in operating activities:
Charge for impairment of goodwill 3,502 -- --
Inventory obsolescence included in cost of
goods sold -- 2,530 285
Write-off of non-recoupable royalty
advances -- 1,215 --
Income tax expense -- 14,753 1,471
Non-cash beneficial conversion 4,382 -
Amortization of deferred member acquisition
costs 17 3,509 6,625
Loss on extinguishment of debt 579 1,532 -
Non-current accrued interest 155 898 909
Amortization of deferred financing costs
and original issue discount 240 1,329 561
Depreciation and amortization 154 144 328
Non-cash compensation expense 328 118
Changes in asset and liability accounts,
net of acquisitions and asset write-downs:
Decrease in accounts receivable, net 816 1,979 4,195
Decrease in inventory 767 103 896
(Increase) decrease in prepaid expenses
and other current assets (319) (48) 300
(Increase) decrease in royalty advances (34) (1,000) 240
Increase in deferred member acquisition
costs -- (356) (2,410)
(Decrease) increase in accounts payable and
accrued expenses (643) (5,406) (5,346)
Net cash (used in) provided by operating
activities (6,210) (4,221) 1,549
Cash flows from investing activities:
Purchase of fixed assets (1,687) (136) (16)
Additions to intangible assets -- (20) (102)
Cash paid in acquisitions -- - (148)
Net cash used in investing activities (1,687) (156) (266)
Cash flows from financing activities:
Proceeds from issuance of debt -- 13,500 1,065
Redemption of Series A and C Preferred
Stock (5,789)
Proceeds from sale of common stock -- 900 -
Proceeds from exercise of stock options 40 563 -
Proceeds from sale of preferred stock and
warrants, net of costs 31,421 - 328
Repayment of long-term debt (11,763) (6,008) (1,615)
Payment of dividends (891) - -
Increase in deferred financing costs - (2,139) (99)
Payments made in connection with litigation
settlement recorded in contributed
capital, net of cash received - - (676)
Net cash provided by (used in) financing
activities 13,018 6,816 (997)
Net increase in cash and cash equivalents 5,121 2,439 286
Cash and cash equivalents at beginning of
year 3,122 683 397
Cash and cash equivalents at end of year $8,243 $3,122 $683
SOURCE MediaBay, Inc.
-0- 04/07/2006
/CONTACT: Tim Clemensen, Rubenstein Investor Relations, +1-212-843-9337,
tclemensen@rubensteinir.com, for MediaBay, Inc./
/Web site: http://www.mediabay.com
http://www.Soundsgood.com
http://www.audiobookclub.com
http://www.radiospirits.com
http://www.radioclassics.com. /
(MBAY)
CO: MediaBay, Inc.
ST: New Jersey
IN: ENT PUB
SU: ERN
MC
-- NYF094 --
6853 04/07/2006 16:15 EDT http://www.prnewswire.com
Hilander
17 years ago
Current Status #5 - MBAY MM'er Participants:
LEVEL II:
http://66.201.236.134/export/level2.jsp?symbol=mbay
FRAN (Wm. V. Frankel & Co., Incorporated NEW YORK, NY 800-631-3091) = 0.15
JEFF (Jefferies & Company, Inc. NASDAQ 972-701-3100 Stamford, Ct ) ASK = 0.20
PERT (Pershing LLC|BULLETIN BOARD 201-413-2700 NJ) ASK = 0.35
44 MOST USED OTCBB MARKET MAKERS:
MPID............ Name............ Location............ Telephone............ State
ABLE Natexis Bleichroeder Inc. DOMESTIC 800-221-3365 NY
AGIS Aegis Capital Corp. NASDAQ OTC DESK 212-813-2006 NY
ARCA Archipelago Trading Services, Inc. OTCBB TRADING 312-442-7700
ARCX Archipelago Stock Exchange 312-960-1318
AUTO Automated Trading Desk Financial Services, LLC DESK843-789-2080
BAOM Banc of America Securities LLC SAN FRANCISCO, CA 415-627-2900
BEST Bear, Stearns & Co. Inc. OTCBB PINK SHEETS 212-272-4975 NY
BMIC Biltmore International Corporation 732-287-6535
BNCH Benchmark Company, LLC OTCBB 212-312-6700 NY
BRGE Newbridge Securities Corp. FT LAUDERDALE, FL 954-229-9818 FL
CLYP Carlin Equities, LLC NY
CRTC Capital Group LLC STAMFORD, CT 203-569-6494 CT
DOMS Domestic Securities, Inc. EDISON, NJ – OTCBB 732-661-0300 NJ
EDGX Direct Edge ECN LLC JERSEY CITY, NJ 201-356-1714
ETRD Trade Capital Markets LLC OTCBB 312-431-1268
FRAN Wm. V. Frankel & Co., Incorporated NEW YORK, NY 800-631-3091
FSWC First Southwest Company DALLAS, TX 214-953-4100 TX
GARC ICAP Corporates LLC 800-937-0087
GNLN Gunnallen Financial, Inc. TAMPA, FL 813-600-1420 FL
GSCO Goldman, Sachs & Co. OTCBB 212-357-4402 NY-Jap-Europe-Arbitrage
HDSN Hudson Securities, Inc. JERSEY CITY, NJ 800-624-0050 NJ
HILL Hill Thompson Magid and Co., Inc. NASDAQ TRADING 800-631-3083
INTL INTL Trading, Inc. OTCBB 800-327-5703 Orlando, Fl
JEFF Jefferies & Company, Inc. NASDAQ 972-701-3100 Stamford, Ct
JPTC J.P. Turner & Company, L.L.C. OTCBB 404-479-8321|
MAXM Maxim Group LLC OTCBB 212-895-3874 NY
MERI Merriman Curhan Ford & Co.OTCBB 646-292-1409 NY, San Fran.
NACI North American Clearing, Inc. 407-774-6281
NITE Knight Equity Markets, L.P. BULLETIN BOARD 800-232-3684 NY
OPCO Oppenheimer & Co., Inc. NASDAQ-OTCBB 212-422-7813 NY
PERT Pershing LLC|BULLETIN BOARD 201-413-2700 NJ
SACM Sterne Agee Capital Markets, Inc. BOCA RATON, FL|800-930-3536 FL
SALI Sterne, Agee&Leach, Inc. NASDAQ-OTCBB 800-239-2408 Alabama
SEAB Seaboard Securities, Inc. NASDAQ-OTCBB 973-514-1699 FL
SBSH Citigroup Global Markets Inc. NASDAQ 800-223-7743 Foreign-Deritives
SSGI Seton Securities Group, Inc. NASDAQ 732-739-3800
TASL Tradition Asiel Securities Inc. NASDAQ 212-791-4770 NY
TDCM TD Waterhouse Capital Markets, Inc. OTCBB 800-500-3905
UBSS UBS Securities LLC OTCBB-PINKSHEETS 203-719-8710
VERT Vertical Trading Group, LLC NEW YORK, NY 212-918-1202 NY
VIEW Viewtrade Securities, Inc. BOCA RATON, FL 561-368-6061 FL
VFIN Vfinance Investments, Inc OTCBB-PINK SHEETS 800-487-0577
VNDM Vandham Securities Corp. WOODCLIFF LAKE, NJ 201- 782-3310 NJ
WDCO Wilson-Davis & Co., Inc. NEW YORK 800-290-6875 NY
WEED Weeden & Co.L.P. NASDAQ/OTCBB TRADING 203-861-7650
WMIN Westminster Securities Corporation NASDAQ 800-445-6749
Extracted from a 47 Page Listing of 3,040 Brokerage Houses
*MPID: Market Producer Identification Symbol
Hilander
17 years ago
Current Status #3:
MBAY Mediabay Inc (OTHER OTC)
$0.08 UNCH UNCH 4/13/2007 12:00:00 AM ET
Press Release for Mediabay Inc.
BUYINS.NET: MBAY Has Also Been Removed From Naked Short List Today
3/20/2007 11:21:19 AM
Mar 20, 2007 (M2 PRESSWIRE via COMTEX) -- BUYINS.NET, www.buyins.net, announced today that these select companies have been removed from the NASDAQ, AMEX and NYSE naked short threshold list: MediaBay, Inc. ( MBAY ). For a complete list of companies on the naked short list please visit our web site. To find the SqueezeTrigger Price before a short squeeze starts in any stock, go to www.buyins.net.
MediaBay, Inc. ( MBAY ) operates as digital media, marketing, and publishing company in the United States. It offers audio titles in the areas of spoken audio entertainment, such as audio readings of books, newspapers, magazines, original productions, and radio broadcast transcripts. The company operates through three segments: Audio Book Club, Radio Spirits, and MediaBay.com. The Audio Book Club segment, a membership-based club, engages in the sale of audio books in direct mail and on the Internet. The Radio Spirits segment engages in the production, sale, licenses, and syndication of old-time radio programs. It also broadcasts its radio programs through a syndicated radio show on commercial stations in the United States, as well as broadcasts its 24-hour Radio Classics channels on Sirius and XM Satellite Radio. The MediaBay.com segment, a media portal, offers spoken word audio content in secure digital download formats. The company's content library consists of genres of audiobooks, classic American radio shows, educational courses, university lectures, theatre plays, self improvement courses, television soundtracks, stand-up comedy, children's storytelling, parenting advice, and study guides. It markets its products through catalog, retail, direct mail, and online channels. The company was founded in 1993 and is based in Cedar Knolls, New Jersey. With 10.52 million shares outstanding and 345,012 shares declared short as of February 2007, there is no longer a failure to deliver in shares of MBAY.
About BUYINS.NET
WWW.BUYINS.NET is a service designed to help bonafide shareholders of publicly traded US companies fight naked short selling. Naked short selling is the illegal act of short selling a stock when no affirmative determination has been made to locate shares of the stock to hypothecate in connection with the short sale. Buyins.net has built a proprietary database that uses Threshold list feeds from NASDAQ, AMEX and NYSE to generate detailed and useful information to combat the naked short selling problem. For the first time, actual trade by trade data is available to the public that shows the attempted size, actual size, price and average value of short sales in stocks that have been shorted and naked shorted. This information is valuable in determining the precise point at which short sellers go out-of-the-money and start losing on their short and naked short trades.
BUYINS.NET has built a massive database that collects, analyzes and publishes a proprietary SqueezeTrigger for each stock that has been shorted, www.buyins.net/squeezetrigger.pdf. The SqueezeTrigger database of nearly 1,250,000,000 short sale transactions goes back to January 1, 2005, and calculates the exact price at which the Total Short Interest is short in each stock. This data was never before available prior to January 1, 2005, because the Self Regulatory Organizations (primary exchanges) guarded it aggressively. After the SEC passed Regulation SHO, exchanges were forced to allow data processors like Buyins.net to access the data.
The SqueezeTrigger database collects individual short trade data on over 7,000 NYSE, AMEX and NASDAQ stocks and general short trade data on nearly 8,000 OTCBB and PINKSHEET stocks. Each month the database grows by approximately 50,000,000 short sale transactions and provides investors with the knowledge necessary to time when to buy and sell stocks with outstanding short positions. By tracking the size and price of each month's short transactions, BUYINS.NET provides institutions, traders, analysts, journalists and individual investors the exact price point where short sellers start losing money.
All material herein was prepared by BUYINS.NET, based upon information believed to be reliable. The information contained herein is not guaranteed by BUYINS.NET to be accurate, and should not be considered to be all-inclusive. The companies that are discussed in this opinion have not approved the statements made in this opinion. This opinion contains forward-looking statements that involve risks and uncertainties. This material is for informational purposes only and should not be construed as an offer or solicitation of an offer to buy or sell securities. BUYINS.NET is not a licensed broker, broker dealer, market maker, investment banker, investment advisor, analyst or underwriter. Please consult a broker before purchasing or selling any securities viewed on or mentioned herein. BUYINS.NET may receive compensation in cash or shares from independent third parties or from the companies mentioned.
BUYINS.NET affiliates, officers, directors and employees may also have bought or may buy the shares discussed in this opinion and may profit in the event those shares rise in value. Market commentary provided by Thomas Ronk.
BUYINS.NET will not advise as to when it decides to sell and does not and will not offer any opinion as to when others should sell; each investor must make that decision based on his or her judgment of the market.
This release contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E the Securities Exchange Act of 1934, as amended and such forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. "Forward-looking statements" describe future expectations, plans, results, or strategies and are generally preceded by words such as "may", "future", "plan" or "planned", "will" or "should", "expected," "anticipates", "draft", "eventually" or "projected". You are cautioned that such statements are subject to a multitude of risks and uncertainties that could cause future circumstances, events, or results to differ materially from those projected in the forward-looking statements, including the risks that actual results may differ materially from those projected in the forward-looking statements as a result of various factors, and other risks identified in a companies' annual report on Form 10-K or 10-KSB and other filings made by such company with the Securities and Exchange Commission.
You should consider these factors in evaluating the forward-looking statements included herein, and not place undue reliance on such statements. The forward-looking statements in this release are made as of the date hereof and BUYINS.NET undertakes no obligation to update such statements.
CONTACT: Thomas Ronk, CEO Tel: +1 800 715 9999 e-mail: Tom@buyins.net WWW: http://www.buyins.net
M2 Communications Ltd disclaims all liability for information provided within M2 PressWIRE. Data supplied by named party/parties. Further information on M2 PressWIRE can be obtained at http://www.presswire.net on the world wide web. Inquiries to info@m2.com.
(C)1994-2007 M2 COMMUNICATIONS LTD
bartermania
19 years ago
Great news out today! One of these days, the shorters/sellers (of some sort) will be all done and give up....When that happens...MBAY goes up!
***************************************************************
NEWS: MediaBay Raising $35 Million in Private Equity Financing to Fund the Roll-Out of Its Digital Distribution Strategy
All of the Company's Borrowings Will be Retired,
and Cash Reserves Will Increase to Approximately $16 Million
CEDAR KNOLLS, N.J., March 22 /PRNewswire-FirstCall/ -- MediaBay, Inc. (Nasdaq: MBAY), a digital media and publishing company specializing in the marketing of spoken audio entertainment, today announced that all of the company's borrowings will be retired and cash reserves will increase to approximately $16 million, following an infusion of $35 million in private equity financing from several institutional investors.
The complete restructuring of MediaBay's capital base will strengthen its balance sheet, fund the roll-out of its digital distribution strategy, and position the company for future growth," stated Jeffrey Dittus, MediaBay's Chief Executive Officer.
"On the heels of our partnerships with Microsoft's MSN Music, Loudeye, Larry King, Sirius and XM Satellite Radio and many of the largest publishers of audio content in the United States, we are well placed to be able to deliver much of our 75,000 hours of audiobooks and classic radio shows to digital listeners of all kinds."
"We have attracted a select group of institutional investors that believes MediaBay will be a leader in the digital distribution of spoken audio entertainment. According to the Audio Publishers Association, sales of audiobooks have grown at greater than 10 percent per year for the past 10 years as more and more people commute long distances to work. This industry, which has been estimated at approximately one billion dollars, is just beginning to benefit from the digital distribution of its content direct to consumers over broadband networks," commented Dittus.
"Today we have distribution agreements to deliver our programming on satellite radio, via digital downloads on our partner's storefronts and our own celebrity-endorsed storefronts, and to cell phones via ringtones. We intend to aggressively build our content libraries to add educational, self-help, entertainment and current events content. We are also working closely with Microsoft to make our content available on the 70 new digital devices that support the Microsoft digital rights management solution. By doing this, our customers will have the choice of shopping in multiple storefronts and using multiple devices," Dittus concluded.
In connection with the financing, MediaBay will repay approximately $9.4 million of its senior debt, convert its outstanding subordinated debt and some of its outstanding preferred stock to common stock, and will agree to redeem substantially all of its other previously outstanding preferred stock upon compliance with certain shareholder notice requirements.
Pursuant to an agreement entered into yesterday, MediaBay will sell an aggregate of 35,900 shares of a newly created series of preferred stock and five-year warrants to purchase an aggregate of 32,636,364 shares of common stock to institutional investors. The preferred stock will initially be convertible into approximately 65.3 million shares of common stock based on the initial conversion price of $.55 per share. The preferred stock will have a dividend rate of 6% per annum, payable quarterly, in cash or, in certain circumstances, registered stock. The warrants will be exercisable at a price of $.56 per share beginning six months after the closing date and expire five years after becoming exercisable. The investors will also be issued warrants (Additional Warrants") to purchase an additional 25% of the number of shares of preferred stock and warrants they purchase for a limited period of time. If the Additional Warrants are exercised in full, MediaBay will receive an additional $8.975 million of gross proceeds.
"This financing is another major step in the turnaround of MediaBay. Our board of directors has been committed to debt reduction as a way to match our capital structure with the early stage of our new digital media business," explained Joseph Rosetti, MediaBay's Chairman. "This restructuring will reduce our leverage and interest and dividend expense and increase our financial flexibility going forward."
MediaBay's financing is being led by Satellite Asset Management, L.P. As part of the financing, MediaBay will agree to file a registration statement with the Securities and Exchange Commission, to register the resale of the shares to be issued upon conversion of the preferred stock and exercise of the warrants. Merriman Curhan Ford & Co. acted as sole placement agent for this transaction.
About MediaBay Inc.
MediaBay is a digital media and publishing company specializing in spoken audio entertainment. The Company has over 75,000 hours of audio content, which it distributes via mail order, its websites, the nations largest retailers, and a la carte, digital downloads and subscription services.
Today MediaBay has two principal content libraries; (1) Audiobooks on CD and cassettes which it licenses from the nation's largest publishing houses and sells through the Audio Book Club; and (2) A one of a kind, proprietary archive of the history of American radio which it self publishes and sells on CD and cassettes through its catalog, a mail order based continuity program, retail outlets, and an on-line download subscription service. The Company broadcasts its radio programs through a syndicated radio show on 200 commercial stations across the United States, as well as its 24-hour Radio Classics channels on Sirius and XM Satellite Radio.
The Company is transitioning its business from selling hard goods primarily via mail order to digital distribution via wireless and Internet downloads. Its distribution strategy is two pronged: (1) to wholesale its audio content to the leading music services and broadband companies on a white label basis, both domestically and internationally; and (2) operate its own downloadable content stores and subscription services which will be branded via partnerships with celebrities and corporate affiliates, each chosen specifically to reach the targeted demographics known to be interested in its content.
MediaBay recently executed exclusive distribution agreements with Microsoft's MSN Music to provide its spoken word content to the MSN audience, which has 350 million unique monthly visitors. It has also executed a distribution agreement with Loudeye to act as its digital sales agent in distributing its catalog to the potentially 70 music services which that company hosts and sources content for. In addition, MediaBay expects to launch its first on-demand, download and subscription service in partnership with Larry King in the second quarter of 2005, and has begun to make its Classic Radio library available for ring tone distribution to participate in this high growth, multi-billion dollar marketplace.
Some of MediaBay's digital content partners include Simon & Schuster, Random House, Harper Collins, Penguin Group (USA) Audio, Hay House, Sound Room Publishers, Oasis, Zondervan, BBC, Blackstone, and CBS Radio.
For more information on MediaBay, please visit http://www.mediabay.com or its subsidiary sites: http://www.audiobookclub.com, http://www.radiospirits.com, http://www.radioclassics.com and http://www.radiospirits.com/sample/ringtones.html .
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