TLC files S-8 & S-4 some nice reading:
1) tlc mgmt enriches themselves with hefty options on the brod deal.
2) tlc also uses s-4 to issue warnings:
>>SIGNIFICANT PRICE REDUCTIONS IN PERSONAL COMPUTER SOFTWARE. Recently,
several major publishers of PC software, including TLC, have significantly
reduced the prices of their products with the goal of gaining greater market
share. The retail and wholesale prices of many of TLC's products have declined
and TLC has introduced new lines of lower-priced software products. There can be
no assurance that such price reductions or new product lines will result in an
increase in unit sales volume or that prices will not continue to decline in the
future. Such a decline would lead to a decrease in the revenues from, and gross
margin on, sales of such products in the future and could result in lower cash
flow or operating margins.
in the education category, competitors have significantly
reduced retail prices on key brand and premium line products, in some cases
pricing products at retail (and after rebate) at, near or below zero. Although
Broderbund believes that such tactics are not sustainable in the long term, in
the short term such competitive tactics have had a material, adverse effect on
Broderbund's performance in the education category and may continue to do so in
future periods.
In the third quarter of fiscal 1998, Broderbund experienced
significant returns of RIVEN. There can be no assurance that revenues, including
those derived from sales of this product, will increase during the subsequent
fiscal quarters or that returns, including returns of RIVEN, will decrease.
Broderbund's retailers and distributors
compete in a volatile industry and are subject to the risk of bankruptcy or
other business failure, and certain distributors and retailers
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have experienced difficulties. Broderbund maintains a reserve for uncollectible
receivables which it believes is adequate, however, due to factors outside of
Broderbund's control, the reserve may prove to be insufficient which could have
an adverse effect on the operating results and financial condition of
Broderbund.
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4, 1998 (after amortization, merger and other costs of $156,820,000). There can
be no assurance that TLC will be profitable in the future. <<
ok, so you say its only std boiler plate risk stmts.
but they do claim ave selling prices are down, something the analysts
insisted have stabilized and so earnings wouldn't be impacted.
remember, analyst revenue estimates forecast 15-20% internal growth,
and that's why your buying TLC.
PS: forget about those aggressive merger write downs, because CUC didn't do that,.... they simply capitalized them instead....ha ha ha
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