Hollywood Media Corp. Divests Hollywood.com

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Wed Aug 27, 2008 8:01am EDT

BOCA RATON, Fla., Aug. 27 /PRNewswire-FirstCall/ -- Hollywood Media Corp.
(Nasdaq: HOLL), a leading provider of news, information and ticketing covering
the entertainment and media industries, today announced that it has sold its
Hollywood.com and Hollywood.com Television businesses for a purchase price of
$10 million, which includes $1 million, which was paid to Hollywood Media at
closing, and earn-out payments expected to total $9 million, on the terms
described below, to R&S Investments, LLC, an entity owned by Mitchell
Rubenstein and Laurie S. Silvers.  Mr. Rubenstein is the Chairman and Chief
Executive Officer of Hollywood Media and Laurie Silvers is Hollywood Media's
President.
    Hollywood.com and Hollywood.com Television (collectively, the
"Hollywood.com Business") revenue represented approximately four percent of
Hollywood Media's total revenue for the 12-month period ended June 30, 2008.
During the same period, the Hollywood.com Business generated a net loss of
approximately $2,482,482. The transaction does not include the UK-based
CinemasOnline, which will remain a subsidiary of Hollywood Media.
    The earn-out payments will equal the greater of 10 percent of gross
revenue and 90 percent of EBITDA (as defined in the purchase agreement for the
transaction) for the Hollywood.com Business until the $9 million earn-out is
fully paid. If a subsequent change of control of Hollywood.com occurs before
the earn-out is fully paid, the remaining portion of the earn-out would be
paid immediately upon such an event, up to the consideration received in such
sale.  If the aggregate proceeds received in such a change of control are less
than the remaining balance of the earn-out, then the surviving entity will be
obligated to pay the difference in accordance with the same earn-out terms. If
Hollywood.com is resold within three years, Hollywood Media will also receive
five percent of any sale proceeds above $10 million.  In addition, Hollywood
Media has established an escrow account that will fund certain liabilities of
the acquired business as may be necessary up to a total of $2.6 million.  At
the end of the two year escrow period, any balance in the escrow account will
be distributed to Hollywood Media.
    Hollywood Media plans to focus on its profitable online Broadway Ticketing
business (including Broadway.com), which currently has an approximate 10
percent share of the Broadway ticket market.  Hollywood Media also owns the
UK-based CinemasOnline and a minority interest in MovieTickets.com.
    A Special Committee of the Company's Board of Directors, comprised of
independent directors, has approved the transaction.  Ladenburg Thalmann
provided a fairness opinion to the Special Committee.
    About Hollywood Media Corp.
    Hollywood Media is now comprised primarily of Internet businesses focused
on online ticketing, which include Broadway.com and Hollywood Media's minority
interest in MovieTickets.com. Hollywood Media also owns the UK-based
CinemasOnline and its Intellectual Property division.
    Note on Forward-Looking Statements
    Statements in this press release may be "forward-looking statements"
within the meaning of federal securities laws. The matters discussed herein
that are forward-looking statements are based on current management
expectations that involve risks and uncertainties that may result in such
expectations not being realized. Hollywood Media can provide no assurance that
the full amount of the earn-out will be paid. Actual outcomes and results may
differ materially from what is expressed or forecasted in such forward-looking
statements due to numerous potential risks and uncertainties, including, but
not limited to, the need to manage our growth and integrate new businesses,
our ability to realize anticipated revenues, cost efficiencies and sources of
capital, the impact of potential future dispositions or other strategic
transactions by Hollywood Media, our ability to develop and maintain strategic
relationships, our ability to compete with other media, data and internet
companies, technology risks, the volatility of our stock price, and other
risks and factors described in Hollywood Media Corp.'s filings with the
Securities and Exchange Commission including our Form 10-K for 2007.  Such
forward-looking statements speak only as of the date on which they are made.
SOURCE  Hollywood Media Corp.

L. Melheim, Investor Relations Department, Hollywood Media Corp.,
+1-561-998-8000, ir@boca.hollywood.com
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