PRVT » Topics » Contractual obligations

This excerpt taken from the PRVT 10-Q filed May 15, 2009.

Contractual obligations

During the three-month period ended March 31, 2009, we have not experienced any material changes in our contractual obligations compared to what was reported in our Form 10-K for the year ended December 31, 2008.

Disputed contractual obligation

In December 2001 the group’s holding company, Private Media Group, Inc., borrowed $ 4.0 million from Commerzbank AG pursuant to a Note originally due on December 20, 2002. The Note bore interest at an annual rate of 7%, payable quarterly, with the entire principal amount and accrued interest originally due on December 20, 2002. The Note is guaranteed by Slingsby Enterprises Limited, an affiliate of Berth Milton, Private’s Chairman, Chief Executive Officer and principal shareholder, and the guaranty is secured by 4,950,000 shares of Private Media Group, Inc. Common Stock. In December 2002 Commerzbank AG agreed to extend the maturity date of the Note to March 20, 2003.

In April 2003 the Note was acquired by Consipio Holding b.v. from Commerzbank AG, and Consipio and Private reached an agreement-in-principle with Consipio to extend the maturity of the Note until April 2008. However, Consipio and Private were unable to reach final agreement on other terms and conditions relating to the restructured Note. Accordingly, in December 2003 Consipio notified Private and Slingsby Enterprises that Private was in default under the Note, and demanded $3.4 million as payment in

 

- 20 -


full of all outstanding principal and interest under the Note. The Company continued to make regular payments on the Note, including principal and accrued interest, through February 2008. In April 2008 Consipio requested Private to pay the remaining balance of the Note, without indicating the amount due. Private in turn requested that Consipio provide a statement of the amount due and the basis for its calculation. In response, Consipio demanded payment of $3,194,000 as settlement in full of the Note, to be received by May 9, 2008. This calculation was made using an interest rate of 9.9%, as opposed to the 7% rate provided under the original terms of the Note. Consipio also advised that if payment was not received on such date it would institute litigation, in which event Consipio would claim that the amount due under the Note should be denominated in Euro, rather than U.S. dollars. In August 2008 Consipio notified Private that the Note was in default and that it intended to exercise its rights under the Note and the pledge of shares by Slingsby of Private Common Stock. Private believes that the amount due under the Note at May 9, 2008, including accrued interest, was no more than $2.4 million, utilizing an interest rate of 7%. Private also believes it has valid claims and defenses against Consipio and its affiliates which may ultimately reduce all or a portion of its obligations relating to the Note. However, there are no assurances that either Private will be able to reach agreement with Consipio or that Private will ultimately prevail on its claims and defenses. In any event, the Company does not believe that the Note obligations will have a material adverse effect on the liquidity of the Company, as the Note is fully collateralized by 4,950,000 shares of Private Media Group, Inc. Common Stock pursuant to the guaranty agreement from Slingsby Enterprises Limited to the holder of the Note.

 

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These excerpts taken from the PRVT 10-K filed Apr 15, 2009.

Contractual obligations

The table below describes the Company’s future contractual obligations, including items not included in the consolidated balance sheet, as of December 31, 2008:

 

     Amounts due in
     Less than
one year
   One to
three
years
   Three to
five
years
   More than
five years
   Total
     EUR    EUR    EUR    EUR    EUR
     (in thousands)

Debt:

              

Banks(1)

   —      —      —      —      —  

Non-institutional debt(1)

   1,928    —      —      —      1,928
                        

Total debt

   1,928    —      —      —      1,928

Operating leases(2)(3)

   769    1,203    537    —      2,508

Capital lease obligations(3)

   55    32    —      —      87
                        
   2,751    1,235    537    —      4,523
                        

 

(1) Does not include several credit lines with different institutions amounting to EUR 2,600 thousand which are individually renewable on an annual basis throughout the year.
(2) Includes rent for the Company’s offices and warehouses.
(3) Amounts included in Note 15 in the financial statements.

Contractual obligations

FACE="Times New Roman" SIZE="2">The table below describes the Company’s future contractual obligations, including items not included in the consolidated balance sheet, as of December 31, 2008:

STYLE="font-size:12px;margin-top:0px;margin-bottom:0px"> 









































































































































































   Amounts due in
   Less than
one year
  One to
three
years
  Three to
five
years
  More than
five years
  Total
   EUR  EUR  EUR  EUR  EUR
   (in thousands)

Debt:

          

Banks(1)

  —    —    —    —    —  

Non-institutional debt(1)

  1,928  —    —    —    1,928
               

Total debt

  1,928  —    —    —    1,928

Operating leases(2)(3)

  769  1,203  537  —    2,508

Capital lease obligations(3)SIZE="2">

  55  32  —    —    87
               
  2,751  1,235  537  —    4,523
               

 





(1)Does not include several credit lines with different institutions amounting to EUR 2,600 thousand which are individually
renewable on an annual basis throughout the year.




(2)Includes rent for the Company’s offices and warehouses.




(3)Amounts included in Note 15 in the financial statements.
STYLE="margin-top:18px;margin-bottom:0px">Description of debt:

Non-institutional debt

In December 2001 the group’s holding company, Private Media Group, Inc., borrowed $ 4.0 million from Commerzbank AG pursuant to a
Note originally due on December 20, 2002. The Note bore interest at an annual rate of 7%, payable quarterly, with the entire principal amount and accrued interest originally due on December 20, 2002. The Note is guaranteed by Slingsby
Enterprises Limited, an affiliate of Berth Milton, Private’s Chairman, Chief Executive Officer and principal shareholder, and the guaranty is secured by 4,950,000 shares of Private Media Group, Inc. Common Stock. In December 2002 Commerzbank AG
agreed to extend the maturity date of the Note to March 20, 2003.

In April 2003 the Note was acquired by Consipio Holding b.v. from
Commerzbank AG, and Consipio and Private reached an agreement-in-principle with Consipio to extend the maturity of the Note until April 2008. However, Consipio and Private were unable to reach final agreement on other terms and conditions relating
to the restructured Note. Accordingly, in December 2003 Consipio notified Private and Slingsby Enterprises that Private was in default under the Note, and demanded $3.4 million as payment in full of all outstanding principal and interest under the
Note. The Company continued to make regular payments on the Note, including principal and accrued interest, through February 2008. In April 2008 Consipio requested Private to pay the remaining balance of the Note, without indicating the amount due.
Private in turn requested that Consipio provide a statement of the amount due and the basis for its calculation. In response, Consipio demanded payment of $3,194,000 as settlement in full of the Note, to be received by May 9, 2008. This
calculation was made using an interest rate of 9.9%, as opposed to the 7% rate provided under the original terms of the Note. Consipio also advised that if payment was not received on such date it would institute litigation, in which event Consipio
would claim that the amount due under the Note should be denominated in Euro, rather than U.S. dollars. In August 2008 Consipio notified Private that the Note was in default and that it intended to exercise its rights under the Note and the pledge
of shares by Slingsby of Private Common Stock. Private believes that the amount due under the Note at May 9, 2008, including accrued interest, was no more than $2.4 million, utilizing an interest rate of 7%. Private also believes it has valid
claims and defenses against Consipio and its affiliates which may ultimately reduce all or a portion of its obligations relating to the Note. However, there are no assurances that either Private will be able to reach agreement with Consipio or that
Private will ultimately prevail on its claims and defenses. In any

 


- 41 -









event, the Company does not believe that the Note obligations will have a material adverse effect on the liquidity of the Company, as the Note is fully
collateralized by 4,950,000 shares of Private Media Group, Inc. Common Stock pursuant to the guaranty agreement from Slingsby Enterprises Limited to the holder of the Note. As of December 31, 2008, the outstanding principal balance of the Note
was $2,5 million (EUR 1.8 million).

This excerpt taken from the PRVT 10-Q filed Nov 10, 2008.

Contractual obligations

During the nine-month period ended September 30, 2008, we have not experienced any material changes in our contractual obligations compared to what was reported in our Form 10-K for the year ended December 31, 2007.

Disputed contractual obligation

In 2001 Private borrowed $4.0 million from Commerzbank AG pursuant to a Note which bore interest at an annual rate of 7%, payable quarterly. In April 2003 the Note was acquired by Consipio Holding b.v. from Commerzbank AG, and Consipio and Private reached an agreement-in-principle with Consipio to extend the maturity of the Note until April 2008. However, Consipio and Private were unable to reach final agreement on other terms and conditions relating to the restructured Note. Accordingly, in December 2003 Consipio notified Private and Slingsby Enterprises that Private was in default under the Note, and demanded $3.4 million as payment in full of all outstanding principal and interest under the Note. The Company continued to make regular payments on the Note, including principal and accrued interest, through February 2008.

In April 2008 Consipio requested Private to pay the remaining balance of the Note, without indicating the amount due. Private in turn requested that Consipio provide a statement of the amount due and the basis for its calculation. In response, Consipio demanded

 

- 20 -


payment of $3,194,000 as settlement in full of the Note, to be received by May 9, 2008. This calculation was made using an interest rate of 9.9%, as opposed to the 7% rate provided under the original terms of the Note. Consipio also advised that if payment was not received on such date it would institute litigation, in which event Consipio would claim that the amount due under the Note should be denominated in Euro, rather than U.S. dollars. In August 2008 Consipio notified Private that the Note was in default and that it intended to exercise its rights under the Note and the pledge of shares by Slingsby of Private Common Stock.

Private believes that the amount due under the Note at May 9, 2008, including accrued interest, is no more than $2.4 million, utilizing an interest rate of 7%. Private also believes it has valid claims and defenses against Consipio and its affiliates which may ultimately reduce all or a portion of its obligations relating to the Note. However, there are no assurances that either Private will be able to reach agreement with Consipio or that Private will ultimately prevail on its claims and defenses. In any event, the Company does not believe that the Note obligations will have a material adverse effect on the liquidity of the Company, as the Note is fully collateralized by 4,950,000 shares of Private Media Group, Inc. Common Stock pursuant to the guaranty agreement from Slingsby Enterprises Limited to the holder of the Note.

This excerpt taken from the PRVT 10-Q filed Aug 11, 2008.

Contractual obligations

During the six-month period ended June 30, 2008, we have not experienced any material changes in our contractual obligations compared to what was reported in our Form 10-K for the year ended December 31, 2007.

Disputed contractual obligation

In 2001 Private borrowed $4.0 million from Commerzbank AG pursuant to a Note which bore interest at an annual rate of 7%, payable quarterly. In April 2003 the Note was acquired by Consipio Holding b.v. from Commerzbank AG, and Consipio and Private reached an agreement-in-principle with Consipio to extend the maturity of the Note until April 2008. However, Consipio and Private were unable to reach final agreement on other terms and conditions relating to the restructured Note. The Company continued to make regular payments on the Note, including principal and accrued interest.

In April 2008 Consipio requested Private to pay the remaining balance of the Note, without indicating the amount due. Private in turn requested that Consipio provide a statement of the amount due and the basis for its calculation. In response, Consipio demanded payment of $3,194,000 as settlement in full of the Note, to be received by May 9, 2008. This calculation was made using an interest rate of 9.9%, as opposed to the 7% rate provided under the original terms of the Note. Consipio also advised that if payment was not received on such date it would institute litigation, in which event Consipio would claim that the amount due under the Note should be denominated in Euro, rather than U.S. dollars.

 

- 20 -


Private believes that the amount due under the Note at May 9, 2008, including accrued interest, is no more than $2.4 million, utilizing an interest rate of 7%. Private also believes it has valid claims and defenses against Consipio and its affiliates which may ultimately reduce all or a portion of its obligations relating to the Note. However, there are no assurances that either Private will be able to reach agreement with Consipio or that Private will ultimately prevail on its claims and defenses. In any event, the Company does not believe that the Note obligations will have a material adverse effect on the liquidity of the Company, as the Note is fully collateralized by 4,950,000 shares of Private Media Group, Inc. Common Stock pursuant to the guaranty agreement from Slingsby Enterprises Limited to the holder of the Note.

This excerpt taken from the PRVT 10-Q filed May 12, 2008.

Contractual obligations

During the three-month period ended March 31, 2008, we have not experienced any material changes in our contractual obligations compared to what was reported in our Form 10-K for the year ended December 31, 2007.

Disputed contractual obligation

In 2001 Private borrowed $4.0 million from Commerzbank AG pursuant to a Note which bore interest at an annual rate of 7%, payable quarterly. In April 2003 the Note was acquired by Consipio Holding b.v. from Commerzbank AG, and Consipio and Private reached an agreement-in-principle with Consipio to extend the maturity of the Note until April 2008. However, Consipio and Private were unable to reach final agreement on other terms and conditions relating to the restructured Note. The Company continued to make regular payments on the Note, including principal and accrued interest.

In April 2008 Consipio requested Private to pay the remaining balance of the Note, without indicating the amount due. Private in turn requested that Consipio provide a statement of the amount due and the basis for its calculation. In response, Consipio demanded payment of $3,194,000 as settlement in full of the Note, to be received by May 9, 2008. This calculation was made using an interest rate of 9.9%, as opposed to the 7% rate provided under the original terms of the Note. Consipio also advised that if payment was not received on such date it would institute litigation, in which event Consipio would claim that the amount due under the Note should be denominated in Euro, rather than U.S. dollars.

Private believes that the amount due under the Note at May 9, 2008, including accrued interest, is no more than $2.4 million, utilizing an interest rate of 7%. Private also believes it has valid claims and defenses against Consipio and its affiliates which may ultimately reduce all or a portion of its obligations relating to the Note. However, there are no assurances that either Private will be able to reach agreement with Consipio or that Private will ultimately prevail on its claims and defenses. In any event, the Company does not believe that the Note obligations will have a material adverse effect on the liquidity of the Company, as the Note is fully collateralized by 4,950,000 shares of Private Media Group, Inc. Common Stock pursuant to the guaranty agreement from Slingsby Enterprises Limited to the holder of the Note.

 

- 18 -


This excerpt taken from the PRVT 10-K filed Mar 17, 2008.

Contractual obligations

The table below describes the Company’s future contractual obligations, including items not included in the consolidated balance sheet, as of December 31, 2007:

 

     Amounts due in
     Less than
one year
   One to
three
years
   Three to
five
years
   More than
five years
   Total
     EUR    EUR    EUR    EUR    EUR
     (in thousands)

Debt:

              

Banks(1)

   116    —      —      —      116

Non-institutional debt(1)

   1,769    —      —      —      1,769
                        

Total debt

   1,884    —      —      —      1,884

Operating leases(2)(3)

   824    1,221    1,106    —      3,151

Capital lease obligations(3)

   48    35    —      —      83
                        
   2,756    1,256    1,106    —      5,118
                        

 

(1)

Interest included. Debt with variable interest rate linked to EURIBOR has been calculated at the current rate. Does not include credit lines of EUR 2,550 thousand.

(2)

Includes rent for the Company’s offices and warehouses.

(3)

Amounts included in Note 14 in the financial statements.

This excerpt taken from the PRVT 10-Q filed Nov 9, 2007.

Contractual obligations

During the nine-month period ended September 30, 2007, we have not experienced any material changes in our contractual obligations compared to what was reported in our Form 10-K for the year ended December 31, 2006.

 

- 19 -


This excerpt taken from the PRVT 10-Q filed Aug 9, 2007.

Contractual obligations

During the six-month period ended June 30, 2007, we have not experienced any material changes in our contractual obligations compared to what was reported in our Form 10-K for the year ended December 31, 2006.

 

- 19 -


This excerpt taken from the PRVT 10-Q filed May 10, 2007.

Contractual obligations

During the three-month period ended March 31, 2007, we have not experienced any material changes in our contractual obligations compared to what was reported in our Form 10-K for the year ended December 31, 2006.

This excerpt taken from the PRVT 10-K filed Apr 2, 2007.

Contractual obligations

The table below describes the Company’s future contractual obligations, including items not included in the consolidated balance sheet, as of December 31, 2006:

 

     Amounts due in
     Less than
one year
  

One to

three
years

   Three to
five
years
  

More than

five years

   Total
     EUR    EUR    EUR    EUR    EUR
     (in thousands)

Long-term debt:

              

Banks(1)

   437    131    —      —      567

Non-institutional debt(1)

   2,196    —      —      —      2,196
                        

Total long-term debt

   437    131    —      —      567

Operating leases(2)(3)

   584    142    114    —      840

Capital lease obligations(3)

   21    14    0    —      35
                        
   3,237    287    114    —      3,638
                        

(1)

Interest included. Debt with variable interest rate linked to EURIBOR has been calculated at the current rate since EURIBOR has been reasonably stable during the past years.

(2)

Includes rent for the Company’s offices and warehouses.

(3)

Amounts included in Note 14 in the financial statements.

This excerpt taken from the PRVT 10-Q filed Nov 14, 2006.

Contractual obligations

During the nine-month period ended September 30, 2006, we have not experienced any material changes in our contractual obligations compared to what was reported in our Form 10-K for the year ended December 31, 2005.

 

- 20 -


This excerpt taken from the PRVT 10-Q filed Aug 14, 2006.

Contractual obligations

During the six-month period ended June 30, 2006, we have not experienced any material changes in our contractual obligations compared to what was reported in our Form 10-K for the year ended December 31, 2005.

 

- 20 -


This excerpt taken from the PRVT 10-Q filed May 15, 2006.

Contractual obligations

During the three-month period ended March 31, 2006, we have not experienced any material changes in our contractual obligations compared to what was reported in our Form 10-K for the year ended December 31, 2005.

This excerpt taken from the PRVT 10-K filed Mar 31, 2006.

Contractual obligations

The table below describes the Company’s future contractual obligations, including items not included in the consolidated balance sheet, as of December 31, 2005:

 

     Amounts due in
    

Less than

one year

   One to
three years
  

Three to

five years

   More than
five years
   Total
     EUR    EUR    EUR    EUR    EUR
     (in thousands)

Long-term debt:

              

Banks(1)

   518    575    —      —      1,092

Non-institutional debt(1)

   2,624    —      —      —      2,624

Convertible Note(2)(3)

   1,001    —      —      —      1,001
                        

Total long-term debt

   4,143    575    —      —      4,717

Operating leases(4)(5)

   570    638    109    —      1,317

Capital lease obligations(5)

   34    29    —      —      63
                        
   4,747    1,241    109    —      6,098
                        

(1) Interest included. Debt with variable interest rate linked to EURIBOR has been calculated at the current rate since EURIBOR has been reasonably stable during the past years.
(2) Non-cash interest payments included. As provided by the agreement, the Company has declared to pay all future interest in common stock until further notice.
(3) The amount repayable has been adjusted for a conversion of $200,000 of the Note into common stock made in March 2005. Should any further conversions take place, the amount payable will be less.
(4) Includes rent for the Company’s offices and warehouses.
(5) Amounts included in Note 18 in the financial statements.
This excerpt taken from the PRVT 10-Q filed Nov 14, 2005.

Contractual obligations

 

During the nine-month period ended September 30, 2005, we have not experienced any material changes in our contractual obligations compared to what was reported in our Form 10-K for the year ended December 31, 2004.

 

This excerpt taken from the PRVT 10-Q filed Aug 11, 2005.

Contractual obligations

 

During the six-month period ended June 30, 2005, we have not experienced any material changes in our contractual obligations compared to what was reported in our Form 10-K for the year ended December 31, 2004.

 

This excerpt taken from the PRVT 10-Q filed May 16, 2005.

Contractual obligations

 

During the three-month period ended March 31, 2005, we have not experienced any material changes in our contractual obligations compared to what was reported in our Form 10-K for the year ended December 31, 2004.

 

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