SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE
SECURITIES EXCHANGE ACT OF 1934
FOR QUARTER ENDED September 30, 2002
Commission File Number: 0-31226
INVESTOOLS INC.
(Exact name of Registrant as specified in its charter)
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Delaware |
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76-0685039 |
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(State or other jurisdiction of incorporation or organization) |
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(I.R.S. Employer Identification No.) |
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5959 Corporate
Drive, Suite LL250 |
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77036 |
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(Address of principal executive offices) |
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(Zip Code) |
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Registrant’s telephone number, including area code: |
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(281) 588-9700 |
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Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities and Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
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Yes |
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ý |
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No |
o |
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Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date:
$.01 par value per share Common Stock: 42,892,726 as of November 11, 2002
PART I - FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements
INVESTOOLS INC. AND SUBSIDIARIES
Consolidated Balance Sheets
(in thousands, except per share amounts)
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September 30, |
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December 31, |
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(unaudited) |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
2,365 |
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$ |
5,930 |
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Accounts receivable, net (allowance: $170; $150) |
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1,374 |
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1,560 |
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Amounts due from related parties |
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— |
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15 |
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Income tax receivable |
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591 |
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746 |
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Other current assets |
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642 |
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407 |
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Total current assets |
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4,972 |
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8,658 |
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Restricted cash |
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653 |
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351 |
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Goodwill and intangibles, net |
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12,402 |
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40,945 |
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Deferred tax assets |
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4,843 |
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4,799 |
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Furniture, fixtures and equipment, net |
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795 |
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436 |
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Total assets |
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$ |
23,665 |
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$ |
55,189 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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Accounts payable |
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$ |
2,225 |
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$ |
3,787 |
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Deferred revenue |
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4,178 |
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3,616 |
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Accrued payroll |
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1,240 |
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867 |
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Accrued tax liabilities |
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592 |
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705 |
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Shares subject to rescission |
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— |
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366 |
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Other current liabilities |
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693 |
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1,502 |
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Total liabilities, current |
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8,928 |
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10,843 |
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Minority interest liability |
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— |
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2 |
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Stockholders’ equity: |
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Convertible preferred stock (liquidation preference $25 per share) (shares issued and outstanding 0, 120) |
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— |
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1 |
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Common stock (shares issued and outstanding: 42,893; 40,792) |
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429 |
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408 |
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Additional paid-in capital |
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126,604 |
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125,855 |
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Deferred compensation |
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(98 |
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— |
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Accumulated deficit |
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(112,198 |
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(81,920 |
) |
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Total stockholders’ equity |
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14,737 |
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44,344 |
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Total liabilities and stockholders’ equity |
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$ |
23,665 |
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$ |
55,189 |
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The accompanying notes are an integral part of these consolidated financial statements.
2
INVESTOOLS INC. AND SUBSIDIARIES
Consolidated Statements of Operations
(in thousands, except per share amounts)
(unaudited)
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Three Months Ended |
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Nine Months Ended |
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2002 |
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2001 |
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2002 |
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2001 |
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Revenue |
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$ |
12,228 |
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$ |
10,103 |
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$ |
40,114 |
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$ |
39,877 |
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Costs and expenses |
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Cost of revenue |
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5,279 |
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4,459 |
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18,072 |
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16,709 |
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Selling, general and administrative expenses |
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5,861 |
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3,861 |
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19,626 |
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15,379 |
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Related party expense |
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1,234 |
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1,821 |
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3,964 |
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5,214 |
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Depreciation and amortization expense |
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241 |
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1,155 |
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477 |
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3,477 |
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Write down of assets and other charges |
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— |
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355 |
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— |
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830 |
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Total costs and expenses |
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12,615 |
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11,651 |
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42,139 |
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41,609 |
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Net loss from operations |
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(387 |
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(1,548 |
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(2,025 |
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(1,732 |
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Other income (expense) |
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Gain on sale of assets |
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— |
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— |
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1 |
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(41 |
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Interest income and other, net |
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29 |
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40 |
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1 |
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(81 |
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Total other income (expense) |
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29 |
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40 |
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2 |
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(122 |
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Net loss before minority interest, income taxes, and discontinued operations |
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(358 |
) |
(1,508 |
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(2,023 |
) |
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