-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PoyOvmv0OJ73oVjg1R/+oYTNvtmGWbCS/JsxCpJqpnGFVz/ryMtDgIlE7U8+OGSF n5alm2Rn6ffR0WpDFrFbNQ== 0000899140-00-000108.txt : 20000302 0000899140-00-000108.hdr.sgml : 20000302 ACCESSION NUMBER: 0000899140-00-000108 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000224 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000229 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INFORMATION HOLDINGS INC CENTRAL INDEX KEY: 0001063744 STANDARD INDUSTRIAL CLASSIFICATION: BOOKS: PUBLISHING OR PUBLISHING AND PRINTING [2731] IRS NUMBER: 061518007 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-14371 FILM NUMBER: 556910 BUSINESS ADDRESS: STREET 1: 2777 SUMMER STREET STREET 2: SUITE 209 CITY: STAMFORD STATE: CT ZIP: 06905 BUSINESS PHONE: 2034665055 MAIL ADDRESS: STREET 1: 2777 SUMMER STREET STREET 2: SUITE 209 CITY: STAMFORD STATE: CT ZIP: 06905 8-K 1 CURRENT REPORT ON FORM 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 24, 2000 INFORMATION HOLDINGS INC. - -------------------------------------------------------------------------------- (Exact Name of Registrant as specified in its Charter) Delaware 1-14371 06-1518007 - ----------------------------- ---------------------- ------------------------- (State or other jurisdiction (Commission File No.) (I.R.S. Employer of corporation) Identification No.) 2777 Summer Street, Stamford, Connecticut 06905 - -------------------------------------------------------------------------------- (Address of Principal (Zip Code) Executive Offices) Registrant's telephone number, including area code: (203) 961-9106 --------------------------- N/A - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Item 5. Other Events. On February 24, 2000, Information Holdings Inc. (the "Company") reported the results for the fourth quarter of 1999 and the year ended December 31 ,1999. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. Item 7. FINANCIAL STATEMENTS AND EXHIBITS (a) Financial Statements of Business acquired: None (b) Pro Forma Financial Information: None (c) Exhibits: 99.1 Press Release dated February 24, 2000 -2- SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized. INFORMATION HOLDINGS INC. Date: February 28, 2000 By: /s/ Vincent A. Chippari ------------------------------ Name: Vincent A. Chippari Title: Executive Vice President and Chief Financial Officer -3- EXHIBIT INDEX ------------- The following Exhibit is filed herewith. Exhibit Number Description - -------------- ----------- 99.1 Press Release dated February 24, 2000. EX-99.1 2 PRESS RELEASE INFORMATION HOLDINGS INC. REPORTS RESULTS FOR FOURTH QUARTER AND YEAR ENDED DECEMBER 31, 1999 Fourth quarter revenues increase 34% to $18.9 million Fourth quarter EBITDA increases 55% to $7.1 million NEW YORK, FEBRUARY 24, 2000 - Information Holdings Inc. (NYSE: IHI) today announced results for the three months and year ended December 31, 1999. Revenues for the fourth quarter of 1999 increased 34.4% to $18.9 million from $14.1 million in the fourth quarter of 1998. EBITDA (earnings before interest, taxes, depreciation and amortization) increased 54.9% to $7.1 million from $4.6 million in the prior year period. Net income decreased to $2.5 million in the fourth quarter of 1999, or $0.15 per share, from $3.2 million, or $0.19 per share, in the fourth quarter of 1998. The Company did not record a provision for federal income taxes in the prior year period due to the full reversal of deferred tax valuation allowances. Revenues for the year ended December 31, 1999 increased 26.0% to $58.8 million from $46.7 million in the prior year. EBITDA increased 51.7% to $17.3 million in fiscal 1999 from $11.4 million in fiscal 1998. Net income increased to $6.0 million, or $0.36 per share, from $4.8 million, or $0.28 per share on a pro forma basis, in prior year. The Company did not record a provision for federal income taxes in fiscal 1998 due to the full reversal of deferred tax valuation allowances. Commenting on the results, Mason Slaine, President & CEO said, "Our excellent results in the fourth quarter complete a very successful 1999 for IHI. We achieved strong growth in our core businesses, completed and successfully integrated four strategic acquisitions and announced the formation of CorporateIntelligence.com, our B2B Internet portal for the intellectual property market. We believe the strong performance of our existing businesses, our excellent financial position and our B2B Internet opportunities leave us well positioned as we enter the year 2000." Fourth Quarter Results: Revenues increased $4.8 million, or 34.4%, due primarily to: revenues of $2.5 million at Master Data Center (MDC), which was acquired in August 1999; an increase of $1.3 in Internet sales at MicroPatent; an increase of $1.2 million in sales of patents and files histories at Optipat and Faxpat, businesses acquired in 1999; and an increase of $0.5 million in book sales at CRC Press. These increases were partly offset by a decline of $0.4 million at CRC's Auerbach unit, due in part to a transition to a web-based product line; and a decline of $0.2 million in CD-ROM sales at MicroPatent, due primarily to a migration to Internet sales. Gross profit margins were 72.8%, compared to 74.6% in the fourth quarter of 1998. Gross margins declined primarily as a result of the inclusion of MDC, which has lower gross margins than the other IHI units. Gross margins decreased slightly at MicroPatent due to its acquisitions of Optipat and Faxpat, which have lower gross profit margins than MicroPatent. CRC Press gross margins increased in the quarter, primarily related to book publishing operations. EBITDA increased $2.5 million to $7.1 million due primarily to increased gross profits of $3.3 million, partly offset by higher selling, general and administrative (SG&A) expenses of $0.6 million. Increased SG&A expenses relate primarily to operating expenses of businesses acquired in 1999. Net income decreased $0.7 million to $2.5 million, compared to $3.2 million in the fourth quarter of 1998. The decline in net income is a result of an increase in the provision for income taxes of $1.9 million. The Company did not record a provision for federal income taxes in the prior year period due to full reversal of deferred tax valuation allowances. Income before income taxes increased by $1.2 million, or 39%. This pre-tax increase is due primarily to the increase in EBITDA of $2.5 million, partly offset by higher amortization of intangible assets of $0.8 million and decreased interest income of $0.6 million. Full Year Results: Revenues increased $12.1 million, or 26.0%, due primarily to: an increase of $4.0 million in book sales at CRC Press; revenues of $3.8 million at MDC; an increase of $3.3 million in sales of patents and files histories at Optipat and Faxpat; and an increase of $3.2 million in Internet sales at MicroPatent. These increases were partly offset by a decline of $1.6 million at CRC's Auerbach unit; and a decline of $0.9 million in CD-ROM sales at MicroPatent. Gross profit margins were 73.2%, compared to 74.9% in the prior year, due primarily to the inclusion of recently acquired businesses which have lower gross margins than the existing businesses. EBITDA increased $5.9 million to $17.3 million due to increased gross profits of $8.1 million, partly offset by higher SG&A expenses of $2.2 million. Increased SG&A expenses relate primarily to operating expenses of businesses acquired in 1999 and normal cost increases, offset by a decline of $1.1 million related to one-time charges incurred in 1998. Net income increased $1.2 million to $6.0 million, compared to $4.8 million in 1998. The improvement is due primarily to the increase in EBITDA of $5.9 million and an increase in interest income of $0.2 million. These increases were partly offset by increased depreciation and amortization of $0.6 million and an increase in the provision for income taxes of $4.2 million. The Company did not record a provision for federal income taxes in the prior year period due to the full reversal of deferred tax valuation allowances. Information Holdings Inc. is a leading provider of information products and services, primarily to the intellectual property and scientific markets. Through its CorporateIntelligence.com unit, which includes MicroPatent and Master Data Center, the Company provides a broad array of databases, information products and complementary services for intellectual property professionals. The Company is recognized as a leading provider of intellectual property information over the Internet. In addition, the Company's CRC Press(R) business publishes professional and academic books, journals, newsletters and electronic databases covering areas such as life sciences, environmental sciences, engineering, mathematics, physical sciences and business. Information Holdings Inc. is listed on the New York Stock Exchange and trades under the symbol IHI. This press release includes statements which may constitute forward-looking statements made pursuant to safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Although the Company believes the expectations contained in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct. This information may involve risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Factors which could cause or contribute to such differences include, but are not limited to, factors detailed in the Company's Securities and Exchange Commission filings. (Financial Tables Follow) For further information, contact: Vincent A. Chippari Chris Plunkett Executive Vice President & Chief Financial Officer Brainerd Communicators Information Holdings Inc. 212-986-6667 203-961-9208 Information Holdings Inc. Consolidated Statement of Operations (Unaudited)
Three Months Ended Year Ended December 31, December 31, ----------------------------------- ------------------------------- (in thousands, except per share data) 1999 1998 1999 1998 ----------------- ----------------- --------------- --------------- Revenues $ 18,913 $ 14,067 $ 58,778 $ 46,651 Cost of Sales 5,152 3,579 15,742 11,707 ----------------- ----------------- --------------- --------------- Gross Profit 13,761 10,488 43,036 34,944 ----------------- ----------------- --------------- --------------- Operating expenses: Selling, general and administrative 7,252 6,671 28,142 24,871 Depreciation and amortization 2,221 1,386 5,962 5,313 Severance and special bonuses - - - 1,050 ----------------- ----------------- --------------- --------------- Total operating expenses 9,473 8,057 34,104 31,234 ----------------- ----------------- --------------- --------------- Income from operations 4,288 2,431 8,932 3,710 Other Income (expense): Interest income 148 753 1,687 1,444 Interest expense (147) (99) (357) (327) Other expense - - (18) - ----------------- ----------------- --------------- --------------- Income before income taxes 4,289 3,085 10,244 4,827 Provision (benefit) from income taxes 1,778 (93) 4,227 42 ----------------- ----------------- --------------- --------------- Net income $ 2,511 $ 3,178 $ 6,017 $ 4,785 ================= ================= =============== =============== Net income per common share amounts: Basic earnings $0.15 $0.19 $0.36 ================= ================= =============== Diluted earnings $0.15 $0.19 $0.35 ================= ================= =============== Pro forma income data: Income before income taxes, as reported $ 4,827 Pro forma income taxes 42 --------------- Pro forma net income $ 4,785 =============== Pro forma basic and diluted net income per share $ 0.28 ===============
Information Holdings Inc. Consolidated Balance sheets (in thousands) December 31 December 31 1999 1998 ------------ -------------- (Unaudited) Assets Current Assets: Cash and cash equivalents $ 7,551 $57,270 Accounts receivable, net 16,997 9,286 Inventories 5,078 4,832 Prepaid expenses and other current assets 2,173 1,945 Deferred income taxes 2,137 777 ------------ -------------- Total current assets 33,936 74,110 Property and equipment, net 4,377 4,173 Pre-publication costs, net 3,478 3,474 Publishing rights and other intangible assets, net 78,260 21,265 Goodwill, net 15,629 336 Other assets 2,978 1,433 ------------ -------------- Total assets $138,658 $104,791 ============ ============== Liabilities and Stockholders' Equity Current liabilities: Current portion of capitalized lease obligations $279 $261 Accounts payable 13,339 4,074 Accrued expenses 5,479 1,821 Royalties payable 1,304 1,935 Deferred subscription revenue 9,280 8,530 ------------ -------------- Total current liabilities 29,681 16,621 Capital leases 2,415 2,694 Deferred income taxes 14,976 - Other long-term liabilities 651 683 ------------ -------------- Total liabilities 47,723 19,998 ------------ -------------- Shareholders equity: Preferred stock $ - $ - Common stock 170 169 Additional paid in capital 84,874 83,750 Retained earnings (deficit) 5,891 (126) ------------ -------------- Total shareholders equity 90,035 84,793 ------------ -------------- Total liabilities and shareholders equity $138,658 $104,791 ============ ============== -----END PRIVACY-ENHANCED MESSAGE-----