UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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For the quarterly period ended: |
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September 30, 2003 |
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Commission File Number: |
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1-14371 |
INFORMATION HOLDINGS INC.
(Exact name of registrant as specified in its charter)
DELAWARE |
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06-1518007 |
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(State of incorporation) |
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(IRS Employer Identification Number) |
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2777
Summer Street, Suite 209
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06905 |
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(Address of principal executive offices) |
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(Zip Code) |
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(203) 961-9106 |
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(Registrant’s telephone number, including area code) |
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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 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. oYes ýNo
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). ýYes o No
As of November 12, 2003, there were 20,874,654 shares of the Company’s common stock, par value $0.01 per share, outstanding.
INFORMATION HOLDINGS INC.
INDEX
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PART I. |
FINANCIAL INFORMATION |
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Item 1. |
Financial Statements: |
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Consolidated Balance Sheets |
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Management’s Discussion and Analysis of |
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INFORMATION HOLDINGS INC.
CONSOLIDATED BALANCE SHEETS
(In
thousands, except share data)
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September 30, |
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December 31, |
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(Unaudited) |
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ASSETS |
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CURRENT ASSETS: |
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Cash and equivalents |
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$ |
42,046 |
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$ |
53,910 |
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Short-term investments |
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12,361 |
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13,056 |
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Restricted cash |
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3,000 |
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— |
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Accounts receivable (net of allowance for doubtful accounts and sales returns of $717 and $503, respectively) |
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27,107 |
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29,375 |
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Prepaid expenses and other current assets |
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4,285 |
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3,940 |
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Deferred income taxes |
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4,067 |
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4,589 |
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Total assets of discontinued operations |
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— |
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59,653 |
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Total current assets |
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92,866 |
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164,523 |
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Investments |
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87,470 |
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— |
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Property and equipment, net |
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4,573 |
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5,837 |
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Identified intangible assets, net |
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66,315 |
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72,309 |
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Goodwill |
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83,140 |
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83,099 |
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Other assets |
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3,872 |
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3,233 |
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TOTAL |
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$ |
338,236 |
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$ |
329,001 |
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LIABILITIES AND STOCKHOLDERS’ EQUITY |
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CURRENT LIABILITIES: |
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Accounts payable |
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$ |
26,542 |
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$ |
26,224 |
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Accrued expenses |
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11,299 |
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11,098 |
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Accrued income taxes |
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8,413 |
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2,794 |
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Deferred subscription revenue |
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17,791 |
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21,129 |
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Total liabilities of discontinued operations |
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— |
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17,891 |
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Total current liabilities |
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64,045 |
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79,136 |
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Other long-term liabilities |
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— |
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125 |
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Total liabilities |
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64,045 |
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79,261 |
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STOCKHOLDERS’ EQUITY: |
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Preferred stock, $.01 par value; 1,000,000 shares authorized; none issued |
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$ |
— |
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$ |
— |
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Common stock, $.01 par value; authorized 50,000,000 shares; issued 21,880,062 and 21,815,677 shares, respectively; outstanding 20,872,862 and 21,433,777 shares, respectively |
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219 |
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218 |
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Additional paid-in capital |
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247,923 |
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247,026 |
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Retained earnings |
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40,115 |
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7,097 |
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Treasury stock, at cost, 1,007,200 and 381,900 shares, respectively |
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(14,723 |
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(5,227 |
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Accumulated other comprehensive income |
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657 |
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626 |
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Total stockholders’ equity |
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274,191 |
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249,740 |
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TOTAL |
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$ |
338,236 |
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$ |
329,001 |
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See notes to unaudited consolidated financial statements.
1
INFORMATION HOLDINGS INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(In
thousands, except per share data)
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Three
Months Ended |
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Nine
Months Ended |
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2003 |
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2002 |
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2003 |
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2002 |
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Revenues |
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$ |
20,789 |
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$ |
21,663 |
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$ |
64,923 |
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$ |
66,676 |
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Cost of sales |
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6,033 |
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6,068 |
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19,156 |
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17,835 |
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Gross profit |
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14,756 |
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15,595 |
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45,767 |
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48,841 |
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Operating expenses: |
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Selling, general and administrative |
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10,928 |
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10,804 |
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32,533 |
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30,993 |
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Depreciation and amortization |
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3,092 |
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3,533 |
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9,207 |
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10,582 |
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Impairment of long-lived assets |
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— |
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3,063 |
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— |
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3,063 |
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Total operating expenses |
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14,020 |
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17,400 |
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41,740 |
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44,638 |
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Income (loss) from operations |
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736 |
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