-----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, MJlZTSE9/xnTiwo8lcUN0FmiEiUDd3VmGg3xD6eYqUUBEE3gmK5WJe8Z7zkVInP2 EeXDiI3mmrWACg8DIohPnQ== 0001157523-05-002326.txt : 20050309 0001157523-05-002326.hdr.sgml : 20050309 20050309161049 ACCESSION NUMBER: 0001157523-05-002326 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20050309 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Other Events FILED AS OF DATE: 20050309 DATE AS OF CHANGE: 20050309 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HOMESTORE INC CENTRAL INDEX KEY: 0001085770 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE AGENTS & MANAGERS (FOR OTHERS) [6531] IRS NUMBER: 954438337 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-26659 FILM NUMBER: 05669530 BUSINESS ADDRESS: STREET 1: 30700 RUSSELL RANCH RD CITY: WESTLAKE VILLAGE STATE: CA ZIP: 91362 BUSINESS PHONE: 8055572300 MAIL ADDRESS: STREET 1: 30700 RUSSELL RANCH RD CITY: WESTLAKE VILLAGE STATE: CA ZIP: 91362 FORMER COMPANY: FORMER CONFORMED NAME: HOMESTORE COM INC DATE OF NAME CHANGE: 19990505 8-K 1 a4838986.txt HOMESTORE, INC. 8-K UNITED STATES 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): March 9, 2005 Homestore, Inc. (Exact name of registrant as specified in its charter) Delaware 000-26659 95-4438337 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 30700 Russell Ranch Road Westlake Village, California 91362 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (805) 557-2300 - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) TABLE OF CONTENTS ----------------- Item 2.02. Results of Operations and Financial Condition. - --------------------------------------------------------- Item 8.01 Other Events. - ----------------------- SIGNATURE - --------- EXHIBIT INDEX - ------------- EXHIBIT 99.1 - ------------ EXHIBIT 99.2 - ------------ Item 2.02. Results of Operations and Financial Condition. - ---------------------------------------------------------- On March 9, 2005, the Company issued a press release announcing its financial results for the fourth quarter and year ended December 31, 2004. A copy of that release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. Item 8.01 Other Events. - ----------------------- On March 7, 2005, the Company issued a press release announcing the finalization of the settlement of the class action lawsuit filed against the Company in December 2001. A copy of that release is attached hereto as Exhibit 99.2 and is incorporated herein by reference. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. HOMESTORE, INC. Date: March 9, 2005 By: /s/ LEWIS R. BELOTE, III ----------------------------- Lewis R. Belote, III Chief Financial Officer EXHIBIT INDEX 99.1 Press release dated March 9, 2005 of Homestore, Inc. 99.2 Press release dated March 7, 2005 of Homestore, Inc. EX-99.1 2 a4838986ex991.txt EXHIBIT 99.1 Exhibit 99.1 Homestore Reports Fourth Quarter and Full Year 2004 Results WESTLAKE VILLAGE, Calif.--(BUSINESS WIRE)--March 9, 2005-- Year Highlighted by Revenue Growth, Positive Earnings Before Interest, Depreciation and Amortization (EBITDA) and Positive Cash Flow; Class Action Settlement Finalized Homestore, Inc. (NASDAQ:HOMS), the leading provider of real estate media and technology solutions, today reported financial results for the fourth quarter and full year ended December 31, 2004. Total revenue for the fourth quarter was $54.3 million, compared to $51.9 million in the fourth quarter of 2003. Revenue for the full year 2004 was $216.9 million, compared to $205.9 million for the full year 2003. Net income for the fourth quarter was $6.0 million, or $0.04 per share, compared to a loss of $(12.1) million, or $(0.10) per share, for the fourth quarter of 2003. The net income for the current quarter includes a gain on the disposition of assets totaling $7.3 million, and a revision in estimates to previous restructuring charges of $971,000. Results for the fourth quarter of 2003 included an impairment charge of $1.8 million and restructuring charges totaling $4.1 million. The net loss for the full year ended December 31, 2004 was $(7.9) million, or $(0.06) per share, compared with a net loss of $(47.1) million, or $(0.40) per share for the full year 2003. Homestore's EBITDA (earnings before interest, restructuring charges and certain other non-cash expenses, principally stock-based charges, depreciation, and amortization) for the fourth quarter of 2004, was $2.9 million, compared to a loss of $(915,000) for the fourth quarter of 2003. Homestore's EBITDA for the full year 2004 was $2.6 million, compared to an EBITDA loss of $(17.8) million for the full year 2003. The Company has reported EBITDA because management uses it to monitor and assess the Company's performance and believes it is helpful to investors in understanding the Company's business. "We are pleased that 2004 proved to be such a pivotal year in the turnaround of Homestore. Revenue grew in all our business segments. We generated positive EBITDA and positive cash flow for the first full year in our corporate history, strengthening our balance sheet with approximately $60 million in cash and positive working capital," said Mike Long, Homestore's chief executive officer. "Finalizing the settlement of our shareholder class action lawsuit announced earlier this week, along with other legal resolutions achieved during the year, combines with our improving operational performance and robust investment strategy to make 2005 a very exciting year for Homestore." The results for the current and prior periods reflect the reclassification of the Company's WyldFyre and Computers for Tracts (CFT) software businesses as discontinued operations. WyldFyre was sold on October 6, 2004. CFT was sold on December 21, 2004. At December 31, 2004, Homestore had $59.9 million in cash and short-term investments available to fund operations. The increase of $11.9 million from last quarter includes approximately $9.5 million in net proceeds from the sale of WyldFyre and CFT. CONFERENCE CALL As previously announced, Homestore will host a conference call, which will be broadcast live over the Internet today, Wednesday, March 9, 2005, at 2:00 p.m. PST (5:00 p.m. EST). Chief Executive Officer, Mike Long, and Chief Financial Officer, Lew Belote, will discuss the Company's fourth quarter and full year 2004 results. In order to participate in the call, investors should log on to http://ir.homestore.com and click on "Event Calendar." Please connect to the above Web site ten minutes prior to the call to load any necessary audio software. A replay of the call will be available in the same section of the Company's Web site two hours after the end of the call, and will be available until midnight on March 16 at 706-645-9291, conference code 4027785. For additional information regarding the Company's results, please go to the "SEC Filings" section at http://ir.homestore.com to view annual reports as filed with the Securities and Exchange Commission on Form 10-K. Homestore's Form 10-K for the year ended December 31, 2004 is expected to be filed with the Securities and Exchange Commission on, or before, March 15, 2005. USE OF NON-GAAP FINANCIAL MEASURES To supplement its consolidated financial statements presented in accordance with generally accepted accounting principles in the United States ("GAAP"), Homestore uses a non-GAAP measure of income (loss) from operations excluding restructuring, impairment and certain other non-cash expenses, which is referred to as EBITDA. A reconciliation of this non-GAAP measure to GAAP is provided in the attached tables. These non-GAAP adjustments are provided to enhance the user's overall understanding of Homestore's current financial performance and its prospects for the future. Homestore believes these non-GAAP results provide useful information to both management and investors by excluding certain expenses that it believes are not indicative of its core operating results and a more consistent basis for comparison between quarters. Further, this non-GAAP method is the primary basis management uses for planning and forecasting its future operations. The presentation of this additional information should not be considered in isolation or as a substitute for results prepared in accordance with GAAP. CAUTION REGARDING FORWARD LOOKING STATEMENTS This press release may contain forward-looking statements, including information about management's view of Homestore's future expectations, plans and prospects, within the safe harbor provisions under The Private Securities Litigation Reform Act of 1995. These statements involve known and unknown risks, uncertainties and other factors which may cause the results of Homestore, its subsidiaries, divisions and concepts to be materially different than those expressed or implied in such statements. These risk factors and others are included from time to time in documents Homestore files with the Securities and Exchange Commission, including but not limited to, its Form 10-Ks, Form 10-Qs and Form 8-Ks. Other unknown or unpredictable factors also could have material adverse effects on Homestore's future results. The forward-looking statements included in this press release are made only as of the date hereof. Homestore cannot guarantee future results, levels of activity, performance or achievements. Accordingly, you should not place undue reliance on these forward-looking statements. Finally, Homestore expressly disclaims any intent or obligation to update any forward-looking statements to reflect subsequent events or circumstances. HOMESTORE, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share amounts) (restated for discontinued operations) (unaudited) Three Months Ended ---------------------------------- December September December 31, 30, 31, 2004 2004 2003 ---------- ----------- ---------- Revenue $ 54,334 $ 54,782 $ 49,998 Related party revenue -- -- 1,862 ---------- ----------- ---------- Total revenue 54,334 54,782 51,860 Cost of revenue 12,457 12,655 13,359 ---------- ----------- ---------- Gross profit 41,877 42,127 38,501 Operating expenses: Sales and marketing 19,976 21,415 24,225 Product and website development 3,847 3,812 3,970 General and administrative 17,014 22,371 13,825 Amortization of intangible assets 1,462 1,990 2,492 Litigation settlement -- -- -- Impairment of long-lived assets -- -- 1,758 Restructuring charges 971 -- 4,100 ---------- ----------- ---------- Total operating expenses 43,270 49,588 50,370 ---------- ----------- ---------- Loss from operations (1,393) (7,461) (11,869) Interest income (expense), net 258 474 (136) Other income (expense), net 124 2,234 (75) ---------- ----------- ---------- Loss from continuing operations (1,011) (4,753) (12,080) Gain on disposition of discontinued operations 7,294 -- -- Income (loss) from discontinued operations (251) 180 23 ---------- ----------- ---------- Net income (loss) $ 6,032 $ (4,573) $(12,057) ========== =========== ========== Basic and diluted net income (loss) per share Continuing operations $ (0.01) $ (0.03) $ (0.10) Discontinued operations 0.05 0.00 0.00 ========== =========== ========== Net income (loss) $ 0.04 $ (0.03) $ (0.10) ========== =========== ========== Shares used to calculate basic and diluted per share amounts Basic 146,323 145,823 120,273 ---------- ----------- ---------- Diluted 154,902 145,823 120,273 ========== =========== ========== HOMESTORE, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share amounts) Year Ended December December 31, 31, 2004 2003 ---------- ----------- Revenue $216,860 $ 198,227 Related party revenue -- 7,695 ---------- ----------- Total revenue 216,860 205,922 Cost of revenue 50,829 56,569 ---------- ----------- Gross profit 166,031 149,353 Operating expenses: Sales and marketing 88,388 101,122 Product and website development 15,362 17,065 General and administrative 68,442 65,333 Amortization of intangible assets 7,894 21,863 Litigation settlement 2,168 63,600 Impairment of long-lived assets -- 26,999 Restructuring charges 1,316 4,100 ---------- ----------- Total operating expenses 183,570 300,082 ---------- ----------- Loss from operations (17,539) (150,729) Interest income (expense), net 672 (406) Gain on settlement of distribution agreement -- 104,071 Other income (expense), net 2,366 691 ---------- ----------- Loss from continuing operations (14,501) (46,373) Gain on disposition of discontinued operations 7,294 2,530 Income from discontinued operations (679) 3,281 ---------- ----------- Net loss $ (7,886) $ (47,124) ========== =========== Basic and diluted loss per share Continuing operations $ (0.11) $ (0.39) Discontinued operations 0.05 (0.01) ---------- ----------- Net loss $ (0.06) $ (0.40) ========== =========== Shares used to calculate basic and diluted per share amounts 136,518 118,996 ========== =========== HOMESTORE, INC. RECONCILIATION OF NON-GAAP FINANCIAL MEASURE IMPACT OF RESTRUCTURING, IMPAIRMENT AND CERTAIN OTHER NON-CASH EXPENSES ON LOSS FROM OPERATIONS (EBITDA) (in thousands) (unaudited) Three Months Ended ---------------------------------- December September December 31, 30, 31, 2004 2004 2003 ---------- ----------- ---------- Loss from operations $ (1,393) $ (7,461) $(11,869) Plus: Stock-based charges 134 134 105 Amortization of intangible assets 1,462 1,990 2,492 Depreciation 1,737 1,888 2,499 Litigation settlement -- -- -- Impairment of long-lived assets 1,758 Restructuring charges 971 -- 4,100 ---------- ----------- ---------- Income (loss) from operations excluding restructuring, impairment and certain other non-cash expenses (EBITDA) $ 2,911 $ (3,449) $ (915) ========== =========== ========== Twelve Months Ended ---------------------- December December 31, 31, 2004 2003 ---------- ----------- Loss from operations $(17,539) $(150,729) Plus: Stock-based charges 819 5,109 Amortization of intangible assets 7,894 21,863 Depreciation 7,901 11,267 Litigation settlement 2,168 63,600 Impairment of long-lived assets -- 26,999 Restructuring charges 1,316 4,100 ---------- ----------- Income (loss) from operations excluding restructuring, impairment and certain other non-cash expenses (EBITDA) $ 2,559 $ (17,791) ========== =========== HOMESTORE, INC. SEGMENT OPERATING RESULTS (in thousands) (unaudited) Three Months Ended ---------------------------------- December September December 31, 30, 31, 2004 2004 2003 ---------- ----------- ---------- Revenue: Media services $ 37,562 $ 37,151 $ 36,508 Software 4,978 4,539 3,795 Print 11,794 13,092 11,557 ---------- ----------- ---------- Total revenue 54,334 54,782 51,860 ========== =========== ========== Operating income (loss) Media services 9,697 8,395 5,577 Software 223 175 (889) Print (1,013) 367 (374) Unallocated (10,300) (16,398) (16,183) ---------- ----------- ---------- Loss from operations $ (1,393) $ (7,461) $(11,869) ========== =========== ========== Twelve Months Ended ----------------------- December December 31, 31, 2004 2003 ---------- ----------- Revenue: Media services $150,053 $ 143,510 Software 18,210 15,018 Print 48,597 47,394 ---------- ----------- Total revenue 216,860 205,922 ========== =========== Operating income (loss) Media services 31,149 10,548 Software 462 (4,996) Print (1,191) (1,608) Unallocated (47,959) (154,673) ---------- ----------- Loss from operations $(17,539) $(150,729) ========== =========== HOMESTORE, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (in thousands) Twelve months ended December 31, ----------------------- 2004 2003 ----------- ----------- Cash flows from continuing operating activities: Loss from continuing operations $(14,501) $ (46,373) Adjustments to reconcile net loss to net cash provided by "used in" continuing operating activities: Depreciation 7,901 11,267 Amortization of intangible assets 7,894 21,863 Gain on sales of property and equipment (2,226) -- Impairment of long-lived assets -- 26,999 Provision for doubtful accounts 340 2,266 Stock-based charges 819 7,249 Gain on settlement of distribution agreement -- (104,071) Realized loss on sale of marketable securities 180 Other non-cash items (40) 373 Changes in operating assets and liabilities, net of discontinued operations: Accounts receivable (430) 3,716 Prepaid distribution expense 10,509 22,812 Restricted cash (5,840) -- Other assets 5,710 1,108 Accounts payable and accrued expenses 2,493 37,971 Accrued distribution agreement (7,406) (22,162) Deferred revenue 5,475 2,131 Deferred revenue from related parties -- (6,657) ---------- ----------- Net cash provided by "used in" continuing operating activities 10,698 (41,328) Net cash provided by discontinued operations 9,915 421 ----------------------- Net cash provided by "used in" operating activities 20,613 (40,907) ----------------------- Cash flows from investing activities: Purchases of property and equipment (6,872) (8,722) Maturities of short term investments 1,000 -- Purchases of short term investments (24,465) (21,575) Proceeds from the sale of assets 6,737 1,320 ---------- ----------- Net cash used in investing activities (23,600) (28,977) ---------- ----------- Cash flows from financing activities: Proceeds from payment of stockholders' notes -- 61 Proceeds from exercise of stock options, warrants and shares issuances under employee stock purchase plan 3,864 3,302 ---------- ----------- Net cash provided by financing activities 3,864 3,363 ---------- ----------- Change in cash and cash equivalents 877 (66,521) ---------- ----------- Cash and cash equivalents, beginning of period 13,942 80,463 ---------- ----------- ========== =========== Cash and cash equivalents, end of period $ 14,819 $ 13,942 ========== =========== HOMESTORE, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands) December 31, December 31, 2004 2003 -------------- ------------- ASSETS Current assets: Cash and cash equivalents $ 14,819 $ 13,942 Short-term investments 45,040 21,575 Accounts receivable, net 12,532 14,576 Current portion of prepaid distribution expense -- 10,509 Other current assets 12,498 10,585 ------------- ------------- Total current assets 84,889 71,187 Property and equipment, net 15,242 21,454 Goodwill, net 19,502 20,477 Intangible assets, net 17,864 25,758 Restricted cash 5,840 -- Other assets 7,167 14,672 ------------- ------------- ============= ============= Total assets $ 150,504 $ 153,548 ============= ============= LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 2,675 $ 1,409 Accrued expenses 39,894 42,576 Accrued litigation settlement -- 53,600 Accrued distribution obligation -- 7,406 Obligation under capital leases 1,774 1,535 Deferred revenue 39,487 31,348 Deferred revenue from related parties -- 4,042 ------------- ------------- Total current liabilities 83,830 141,916 Obligation under capital leases 991 369 Deferred revenue 4,100 2,869 Other non-current liabilities 4,190 8,066 ------------ ------------ Total liabilities 93,111 153,220 ------------ ------------ Stockholders' equity: Common stock 147 122 Additional paid-in capital 2,043,053 1,992,591 Treasury stock, at cost -- (14,470) Deferred stock-based charges (406) (258) Accumulated other comprehensive income 409 267 Accumulated deficit (1,985,810) (1,977,924) ------------- ------------- Total stockholders' equity 57,393 328 ------------- ------------- Total liabilities and stockholders' equity $ 150,504 $ 153,548 ============= ============= HOMESTORE, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (restated for discontinued operations) (in thousands, except per share amounts) (unaudited) Twelve Three Months Ended Months Ended ------------------------------------ --------- March September December December 31, June 30, 30, 31, 31, 2004 2004 2004 2004 2004 ------------------------------------ --------- Revenue $53,424 $54,320 $54,782 $54,334 $216,860 Cost of revenues 13,250 12,467 12,655 12,457 50,829 -------- -------- --------- -------- --------- Gross profits 40,174 41,853 42,127 41,877 166,031 -------- -------- --------- -------- --------- Operating expenses: Sales and marketing 24,259 22,738 21,415 19,976 88,388 Product & website development 3,935 3,768 3,812 3,847 15,362 General and administrative 13,991 15,066 22,371 17,014 68,442 Amortization of intangible assets 2,328 2,114 1,990 1,462 7,894 Litigation settlement -- 2,168 -- -- 2,168 Impairment of long- lived assets -- -- -- -- -- Restructuring charges 345 -- -- 971 1,316 -------- -------- --------- -------- --------- Total operating expenses 44,858 45,854 49,588 43,270 183,570 -------- -------- --------- -------- --------- Loss from operations (4,684) (4,001) (7,461) (1,393) (17,539) Interest income (expense), net (85) 25 474 258 672 Gain on settlement of distribution agreement -- -- -- -- -- Other income (expense), net (8) 16 2,234 124 2,366 -------- -------- --------- -------- --------- Loss from continuing operations (4,777) (3,960) (4,753) (1,011) (14,501) Gain on disposition of discontinued operations -- -- -- 7,294 7,294 Income (loss) from discontinued operations (306) (302) 180 (251) (679) -------- -------- --------- -------- --------- Net income (loss) $(5,083) $(4,262) $(4,573) $6,032 $(7,886) ======== ======== ========= ======== ========= Basic and diluted net income (loss) per share Continuing operations $(0.04) $(0.03) $(0.03) $(0.01) $(0.11) Discontinued operations (0.00) (0.00) (0.00) 0.05 0.05 ======== ======== ========= ======== ========= Net income (loss) $(0.04) $(0.03) $(0.03) $0.04 $(0.06) ======== ======== ========= ======== ========= Shares used to calculate basic and diluted per share amounts Basic 121,138 132,577 145,823 146,323 136,518 -------- -------- --------- -------- --------- Diluted 121,138 132,577 145,823 154,902 136,518 ======== ======== ========= ======== ========= HOMESTORE, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (restated for discontinued operations) (in thousands, except per share amounts) (unaudited) Twelve Three Months Ended Months Ended -------------------------------------- --------- March September December December 31, June 30, 30, 31, 31, 2003 2003 2003 2003 2003 -------------------------------------- --------- Revenue $51,946 $50,480 $51,636 $51,860 $205,922 Cost of revenues 14,382 14,348 14,480 13,359 56,569 -------- --------- --------- --------- --------- Gross profits 37,564 36,132 37,156 38,501 149,353 -------- --------- --------- --------- --------- Operating expenses: Sales and marketing 26,195 25,312 25,390 24,225 101,122 Product & website development 4,304 4,721 4,070 3,970 17,065 General and administrative 16,985 17,943 16,580 13,825 65,333 Amortization of intangible assets 7,423 6,181 5,767 2,492 21,863 Litigation settlement -- 63,600 -- -- 63,600 Impairment of long- lived assets -- 12,158 13,083 1,758 26,999 Restructuring charges -- -- -- 4,100 4,100 -------- --------- --------- --------- --------- Total operating expenses 54,907 129,915 64,890 50,370 300,082 -------- --------- --------- --------- --------- Loss from operations (17,343) (93,783) (27,734) (11,869) (150,729) Interest income (expense), net (20) (16) (234) (136) (406) Gain on settlement of distribution agreement 104,071 -- -- -- 104,071 Other income (expense), net 761 199 (194) (75) 691 -------- --------- --------- --------- --------- Loss from continuing operations 87,469 (93,600) (28,162) (12,080) (46,373) Gain on disposition of discontinued operations 229 2,301 -- -- 2,530 Income (loss) from discontinued operations (494) (390) (2,420) 23 (3,281) -------- --------- --------- --------- --------- Net income (loss) $87,204 $(91,689) $(30,582) $(12,057) $(47,124) ======== ========= ========= ========= ========= Basic and diluted net income (loss) per share Continuing operations $0.74 $(0.79) $(0.24) $(0.10) $(0.39) Discontinued operations (0.00) 0.01 (0.02) 0.00 (0.01) ======== ========= ========= ========= ========= Net income (loss) $0.74 $(0.78) $(0.26) $0.10 $(0.40) ======== ========= ========= ========= ========= Diluted net income (loss) per share $0.73 $(0.79) $(0.24) $(0.10) $(0.39) Continuing operation $(0.01) $0.01 $(0.02) $0.00 $(0.01) -------- --------- --------- --------- --------- Discontinued operation $0.72 $(0.78) $(0.26) $0.10 $(0.40) ======== ========= ========= ========= ========= Shares used to calculate basic and diluted per share amounts Basic 118,151 118,114 119,418 120,273 118,996 Diluted 120,414 118,114 119,418 120,273 118,996 ======== ========= ========= ========= ========= ABOUT HOMESTORE, INC. Homestore, Inc. (NASDAQ:HOMS) is the leading provider of real estate media and technology solutions. The Company operates the No. 1 network of home and real estate Web sites including flagship site REALTOR.com(R), the official Web site of the National Association of REALTORS(R) and HomeBuilder.com(TM), the official new homes site of the National Association of Home Builders. Homestore also operates RENTNET(R), an apartments, corporate housing and self-storage resource, SeniorHousingNet(TM), a resource for senior housing and care, and FactoryBuiltHousing.com, the official Web site of the Manufactured Housing Institute, as well as Homestore.com(R), a home information resource. Homestore's print businesses are Homestore(R) Plans and Publications and Welcome Wagon(R). Homestore's professional software division includes TOP PRODUCER(R) Systems, a leading provider of provider of real estate sales productivity applications. For more information: http://ir.homestore.com. CONTACT: Homestore, Inc. Mollie O'Brien, 805-557-2303 investorrelations@homestore.com EX-99.2 3 a4838986ex992.txt EXHIBIT 99.2 Exhibit 99.2 Homestore Class Action Settlement Finalized; Appeal of Previously Approved Settlement Dismissed WESTLAKE VILLAGE, Calif.--(BUSINESS WIRE)--March 7, 2005--Homestore, Inc. (NASDAQ:HOMS) today announced that the settlement of the class action lawsuit filed against the company in December 2001 has been finalized. The sole remaining objector to the settlement between Homestore and the California State Teachers' Retirement System ("CalSTRS") has dismissed his appeal, with prejudice. This concludes the appeals process, which began after Homestore received final trial court approval of the shareholder class action settlement agreement in March 2004. Homestore has been informed that distribution of settlement proceeds to eligible members of the class should commence within 30 to 60 days. Under the settlement agreement, Homestore previously placed $13 million in cash and 20 million new shares of Homestore common stock in an escrow account on behalf of members of the class. The shares to be distributed have been reflected in shares outstanding since the second quarter of 2004. As part of the settlement, Homestore also agreed to adopt certain corporate governance provisions designed to enhance shareholder interests. Additional information can be found at the "Homestore.com, Inc. Class Action Settlement Information Web Site" at www.homestoresettlement.com. About Homestore, Inc. Homestore, Inc. (NASDAQ:HOMS) is the leading provider of real estate media and technology solutions. The Company operates the No. 1 network of home and real estate Web sites including flagship site REALTOR.com(R), the official Web site of the National Association of REALTORS(R), and HomeBuilder.com(TM), the official new homes site of the National Association of Home Builders. Homestore also operates RENTNET(R), an apartments, corporate housing and self-storage resource, SeniorHousingNet(TM), a resource for senior housing and care, and FactoryBuiltHousing.com, the official Web site of the Manufactured Housing Institute, as well as Homestore.com(R), a home information resource. Homestore's print businesses are Homestore(R) Plans and Publications and Welcome Wagon(R). Homestore's professional software division includes TOP PRODUCER(R) Systems, a leading provider of provider of real estate sales productivity applications. For more information: http://ir.homestore.com. CONTACT: Homestore, Inc. Erin Campbell, 805-557-2303 erin.campbell@homestore.com Mollie O'Brien, 805-557-2303 (Investor Relations) mollie.obrien@homestore.com -----END PRIVACY-ENHANCED MESSAGE-----