Earnings Labs

Reading International, Inc. (RDI)

Q3 2020 Earnings Call· Fri, Nov 13, 2020

$1.14

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Transcript

Andrzej Matyczynski

Management

Thank you for joining Reading International’s Earnings Call to discuss our 2020 Third Quarter Results. My name is Andrzej Matyczynski, and I’m Reading’s Executive Vice President of Global Operations. With me, as usual, are Ellen Cotter, our President and Chief Executive Officer; and Gilbert Avanes, our Executive Vice President, Chief Financial Officer and Treasurer. Before we begin the substance of the call, I will just run through the usual caveats. In accordance with the safe harbor provision of the Private Securities Litigation Reform Act of 1995, certain matters that will be addressed in this earnings call may constitute forward-looking statements. Such statements are subject to risks, uncertainties and other factors that may cause our actual performance to be materially different from the performance indicated or implied by such statements. Such risk factors are clearly set out in our SEC filings. We undertake no obligation to publicly update or revise any forward-looking statements. In addition, we will discuss non-GAAP financial measures on this call. Reconciliations and definitions of non-GAAP financial measures, which are segment operating income, EBITDA and adjusted EBITDA, are included in our recently issued 2020 third quarter earnings release on the company’s website. We have adjusted, where applicable, the EBITDA items we believe to be external to our business and not reflective of our cost of doing business or results of operations. Such costs include legal expenses relating to extraordinary litigation and any other items that can be considered nonrecurring in accordance with the two year SEC requirement for determining an item is nonrecurring, infrequent or unusual in nature. We believe adjusted EBITDA is an important supplemental measure of our performance. In today’s call, we also use an industry accepted financial measure called theater-level cash flow, which is theater-level revenue less direct theater-level expenses; and property-level cash flow, which is property-level revenue less direct property-level expenses. Please note that our comments are necessarily summary in nature, and anything we say is qualified by the more detailed disclosure set forth in our Form 10-Q and other filings with the U.S. Securities and Exchange Commission. So with that behind us, I’ll turn it over to Ellen, who will review the results for the third quarter 2020 and discuss in more detail Reading’s strategies in navigating the COVID-19 pandemic and taking Reading through to the post-COVID era, followed by Gilbert, who will provide a more detailed financial review. Ellen?

Ellen Cotter

Management

Thanks, Andrzej. Thank you, everyone, for joining our call today. I’d like to start by saying that all of us at Reading International hope that you, your family and your friends remain healthy amid the continuing challenges with COVID-19. The COVID-19 crisis and its wide-ranging implications significantly affected our third quarter results. Governments have forced cinema closures, causing major studios to postpone their movies or move them off the theatrical release schedule and go directly to online platforms. Where we have been permitted to reopen, we are typically being required to operate with government-imposed seat capacity restrictions and in some cases, have not been able to sell food and beverages. At $10.2 million, our Q3 2020 consolidated total revenues represented a significant decrease versus Q3 in 2019. This depressed level of revenues resulted in a segment operating loss of $14.3 million, negative EBITDA of $11.7 million and a net loss of $19.2 million. Needless to say, it’s been a very difficult operating environment for us. But to date, our company has weathered the storm, and we anticipate that it will continue to do so. This is the product of: one, our long-term diversified business plan, which features two businesses: our real estate and cinema operations in three countries that have had differing approaches and exposure to the COVID-19 crisis; and two, the steps we began implementing early on to cut operating costs to defer or abate rents and to defer capital improvements. Yesterday, the governments of Australia and New Zealand reported 0 new cases of COVID-19 through community transmission. The United States has had less success but our economy and people are resilient, and we believe that the current disruptions to our U.S. cinema business are more in the nature of a hiatus as opposed to a final curtain. While…

Gilbert Avanes

Management

Thank you, Ellen. Consolidated revenue for the third quarter 2020 decreased significantly, by 86% to $10.2 million compared to the same period last year. For the nine months ended September 30, 2020, revenue decreased by 70% to $62.8 million from the nine months ended September 30, 2019. These year-to-date decreases are primarily driven by temporary COVID-19 related closures of our 60 global cinemas and three live theaters in compliance with governmental directive starting in March 2020. We were able to recover some of the revenue losses in the second and third quarter due to the reopening of most of our Australia and New Zealand theaters in June and July of 2020, excluding our Courtenay Central cinema, which continues to be closed due to seismic issue, and partially reopened in the U.S. cinemas circuits. Additionally, during the third quarter of 2020, the Australian dollar and the New Zealand dollar strengthened by 4.4% and 2.1%, respectively, against the U.S. dollar. Net income attributable to RDI common stockholders decreased by $20.1 million to a loss of $19.2 million for the third quarter of 2020 compared to the net income of $0.9 million in the same period of the prior year. Basic earnings per share for the quarter ended September 30, 2020, decreased by $0.92 from prior year quarter to a loss of $0.88. For the nine months ended September 30, 2020, net income attributable to RDI common stockholders declined by $48.9 million to a loss of $47.8 million, compared to the first nine months ended September 30, 2019. Basic earnings per share decreased by $2.25 to a loss of $2.20 compared to the same period of last year. Non-segment G&A expenses for the third quarter and the first nine months of 2020 decreased by 35% and 21% to $2.9 million and $11.2 million,…

Q -

Management

A - Andrzej Matyczynski

Management

Thanks, Gilbert. First, I’d like to thank our stockholders for forwarding questions to our Investor Relations email. We have tried to address as many of your issues in the prepared remarks. However, we have also compiled a set of five questions and answers representing the most common questions and recurring themes e-mailed to us. So the first question, which Ellen will answer, has the company consulted with bankruptcy counsel, and would a prepackaged bankruptcy or any combination of possible in- or out-of-court restructuring solutions potentially get some relief with regard to the various facilities with BofA as an administrative agent? Is the BofA debt recourse to the company? Or is its collateral pool limited to some subset of the operating cinema assets in the U.S. Ellen?

Ellen Cotter

Management

Our Board is focused on the best interest of the company. Through preserving stockholder value and guiding the company’s survival and future prosperity. My sister and I and our family collectively own over 20% of the equity of our company, and we’re fully aligned with all the stockholders in this regard. We work with a range of advisers and are confident we have the expertise that we need at this time. We’re focused on specific negotiations with our landlords and our lenders. Right now, we consider our relations with both groups to be good. Our landlords and our lenders have been reasonable and cooperative through the whole pandemic. Our credit facilities are not cross-collateralized. Our $55 million credit facility with Bank of America and Bank of Hawaii is secured only by our domestic cinema assets. Our $120 million facility with National Australia Bank is secured only by our Australian assets. Our $32 million Westpac facility is secured only by our New Zealand assets. None of these loans provide for recourse against Reading or against any other assets. Our single-asset U.S. real estate loans have certain guarantee provisions but have sufficient equity cushions as to render those guarantees, in our view, immaterial. We’ve got several debt-free properties: the Royal George Theatre and office building in Chicago; our 202 acres of land zoned for mixed-use development in Coachella; 70.4 acres of land zoned for industrial development adjacent to the Auckland Airport, New Zealand; and the Reading Viaduct with certain contiguous commercial properties in Philadelphia. While the near-term operating environment will remain challenging and the path for the full reopening of our operations in certain jurisdictions we serve remains unclear, we’re confident that the cinema industry will recover once the major film companies resume releasing strong movies. Importantly, we believe the long-term fundamentals of the cinema business and our real estate assets will remain intact.

Andrzej Matyczynski

Management

Thanks, Ellen. Don’t step back from the microphone just yet. We have another question for you. In light of the increased liquidity challenges facing the company from COVID-19 closures and long-term attendance loss, combined with the very cheap RDI stock price, what real estate, including Cinemas 1, 2 & 3, doesn’t offer optimal returns to monetize, pay down debt and eventually, post-pandemic fund buyback of more shares? Ellen?

Ellen Cotter

Management

Okay. Let me focus on the Cinema 1, 2 and 3 here. Based on recent pre-COVID-19 appraisals, the value of this asset is significant. We don’t believe a sale during the height of the COVID-19 pandemic will be the best course for the company and its stakeholders. Because of the value of this asset, we need to have greater certainty about New York City and its recovery before determining next steps. Likewise, we will not be pursuing a development in the short-term until we have greater clarity about New York City as a market and the highest and best use for the property. In the interim, we’ll continue to operate the space as a movie theater and generate cash flow.

Andrzej Matyczynski

Management

Given the increased M&A environment, Ellen, would you contemplate participating in this as things return?

Ellen Cotter

Management

Since the onset of COVID, we’ve looked at the materials for the sale of a few theater circuits. However, given our immediate liquidity situation, the more realistic outcome for us at the moment is to pursue single theater opportunities in strategic key markets. We’re thankful that we imposed a disciplined, methodical and rigorous approach to analyzing any theater opportunity over the last five years. And that same analysis will be applicable to new opportunities arising as a result of the COVID-19 pandemic.

Andrzej Matyczynski

Management

Thanks, Ellen. Gilbert, following the waivers we received, what are the key financial covenants on our current bank debt?

Gilbert Avanes

Management

Predominantly, our covenants have stayed the same, and waivers have been obtained. But where covenant testing is still required, the thresholds have been lowered in order to provide relief where necessary. In addition to these modifications, we have additional liquidity testing that is now required. As we move forward, we’re continuously working closely with our banks to ensure we are meeting all requirements.

Andrzej Matyczynski

Management

The leverage looks to remain elevated for the foreseeable future, Gilbert. Do you think land or sale – asset sales are in the cards to pay down debt?

Gilbert Avanes

Management

Our strategy of having our two diverse businesses and historically using the cash generated from our cinema business to invest in our real estate business has given us the ability to grow a strong, diverse real estate portfolio in three different countries. These strong real estate assets have assisted in carrying us through during this difficult period. We currently have finished the construction phase of our 44 Union Square property and looking to move our loan from construction financing to conventional loan, which would provide us with increased flexibility as we continue to work through the COVID-19 pandemic. We also have been assessing our objectives that are within our three-year strategy to make sure any decisions we make would align and create long-term value for our stockholders. While it is not in our plan right now to sell any of our land or asset, we continuously assess our position on an ongoing basis.

Andrzej Matyczynski

Management

Thanks for the answer, Gilbert. With that, we’ll mark the conclusion of the call. We appreciate you listening to the call today. We thank you for your attention and wish everyone good health, and please stay safe in these COVID times.