The company that National Public Radio says it is is counting on for a vital $5.5 million infusion of cash in September had only $3,627 in the bank as of March 1, according to audited financial reports filed with the Securities and Exchange Commission.
National Information Utility Corp., the McLean firm that last week offered to buy NPR's share of a satellite data distribution system for $5.5 million, does not have that much money and is itself in precarious financial condition, NIU's own financial reports show.
National Information Utility "has no substantial assets, no customer contracts and no immediate sources of revenues . . . and . . . has experienced severe cash flow problems," the financial statement says. In addition, NIU has failed to pay taxes due the state of Virginia and the Internal Revenue Service, causing the IRS to "take various actions including seizure of the company's bank accounts" a footnote in the financial report discloses.
Because of these problems, "the company may be unable to continue in existence" unless it can get new financing," warned Arthur Andersen & Co., the auditors for NIU.
NPR faces an immediate financial crisis on Friday because it does not have the cash to meet its payroll. The Corporation for Public Broadcasting on Tuesday threatened to hold up the monthly $1 million federal contribution due next Monday because of a dispute over terms of a $9.1 million loan to keep NPR going. The union representing NPR staffers has called an emergency meeting for Friday to discuss what to do if they do not get paid.
Jack Taub, the founder and principal stockholder of NIU, said yesterday that the offer to aid NPR stands. "We're counting on it," Taub said. NPR officials, who last week said they could receive as much as $5 million from NIU as soon as September, declined to comment yesterday on the financial status of the company.
National Public Radio and NIU are partners in I.N.C. Telecommunications Corp., a new venture that plans to transmit specialized data to customers around the country using the satellites and transmitters of NPR and the FM broadcasting signals of local public radio stations.
Subscribers equipped with special FM receivers and printers could receive stock market data, electronic mail, charts or other information, using a portion of the FM radio signal that could not be received on ordinary radios.
Facing the threat of bankruptcy, NPR agreed a week ago Wednesday to sell its 20 percent stake in the partnership to NIU for $5.5 million.
NIU plans to raise the cash it has promised NPR by selling stock to the public. In June, the company filed an offer to sell 2.2 million shares for $7.50 a share, a total of $16.5 million. Taub said yesterday that offer will be amended in the next few days to raise an additional $5.5 million for NPR. He said he could not discuss details of the new stock sale because of SEC regulations.
Because of a backlog of offerings, the SEC said recently it takes an average of eight weeks to approve new stock sales. Taub said, however, that the SEC has already begun processing his application and should approve it in time to sell the stock by September.
The stock offering statement shows that the planned satellite data transmission network is still in the experimental stage and that its success depends on the willingness of local public radio stations to participate in the plan. So far, no stations have signed contracts to participate in the network, Taub said.
The network is counting on using the satellite facilities of NPR, but NPR could lose control of its satellite system because of its financial problems. The Corporation for Public Broadcasting has demanded that it be given title to the satellite network in return for a loan to NPR.
Like many new stock offerings, the one filed by NIU warns investors that buying stock in the company "involves a high degree of risk."
But the auditors' caveat that "the company may be unable to continue in existence" is "very unusual," said Norman G. Fosback, editor of New Issues, a newsletter that analyzes new stock offerings.
Fosback said it is also extraordinary for a company to try to sell stock for the first time when it is in trouble with the tax collectors. "Usually they try to clean these things up so they can present as clean a picture as possible," he said.
After the IRS seized its bank accounts, NIU agreed in May to pay the back taxes in monthly installments, the footnote in the financial statement says. How much the firm owes the government is not disclosed. NPR also has failed to pay taxes due the government and is threatened with IRS action.
The stock offering statement lists several prominent persons as directors of NIU, including Benjamin Bailar, the former postmaster general, and Stephen G. Wozniak, one of the founders of Apple Computer. Wozniak, whose slice of Apple is estimated to be worth more than $100 million, has invested $50 of his own money in NIU and bought another $5 worth of stock as custodian for another person. Bailar also invested $50 in the company.
Wozniak and Bailar are among several insiders who were allowed to buy NIU stock for a tiny fraction of the $7.50 a share that public investors will be asked to pay. Their $50 investment got them some 11,500 shares each, at a cost of a little more than four-tenths of a cent per share.
NIU Chairman Taub and his brother, Bert Taub, a member of the board of directors, will own 53 percent of the company if the public stock sale goes off as planned. To get the company started, the Taub brothers loaned it more than $200,000.
Three weeks before NIU issued its offer to sell 2.2 million shares to the public, Jack Taub was given 3,057,000 shares in return for the rights to "certain technology" used in the satellite data network. The company's documents note that "the Board of Directors valued this technology at not less than $20,000,"--making his stock cost the equivalent of less than seven-tenths of a cent per share.
At $7.50 a share, the public investors whose cash is needed to bail out National Public Radio will be asked to pay more than 1,000 times that price for their stock.