-----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, Js9ZO5LGu1VZgfmHTu9BKHSJucF5pUJgX9cnWYp111yfoVbNsK9WWfb2siw08Vhd 6AIZaPObqArQKH5rxmoIBQ== 0001021408-02-005824.txt : 20020426 0001021408-02-005824.hdr.sgml : 20020426 ACCESSION NUMBER: 0001021408-02-005824 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20020423 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020426 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EDIETS COM INC CENTRAL INDEX KEY: 0001094058 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 560952883 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-30559 FILM NUMBER: 02622518 BUSINESS ADDRESS: STREET 1: 3467 W HILLSBORO BLVD. CITY: DEERFIELD BEACH STATE: FL ZIP: 33442 BUSINESS PHONE: 9543609022 MAIL ADDRESS: STREET 1: 3467 W. HILLSBORO BLVD. CITY: DEERFIELD BEACH STATE: FL ZIP: 33642 8-K 1 d8k.txt CURRENT REPORT 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): April 23, 2002 eDiets.com, Inc. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 000-30559 56-0952883 (Commission File Number) (IRS Employer Identification No.) 3801 W. Hillsboro Blvd. Deerfield Beach, Florida 33442 (Address of Principal Executive Offices) (Zip Code) (954) 360-9022 (Registrant's Telephone Number, Including Area Code) ITEM 5. OTHER EVENTS On April 23, 2002, eDiets.com, Inc. reported financial results for the quarter ended March 31, 2002. A press release dated April 23, 2002 announcing these matters is attached hereto as Exhibit 99.1. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits: Exhibit Number Exhibit Title ------- ------------- 99.1 Press Release dated April 23, 2002. SIGNATURES Pursuant to the requirement of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. eDiets.com, Inc. By: /s/ Robert T. Hamilton ---------------------- Robert T. Hamilton Chief Financial Officer Date: April 26, 2002 EXHIBIT INDEX Exhibit Number Exhibit Title ------- ------------- 99.1 Press Release dated April 23, 2002. EX-99.1 3 dex991.txt PRESS RELEASE FOR IMMEDIATE RELEASE CORPORATE CONTACT: MEDIA/MARKETING CONTACT: - ----------------- ----------------------- Robert T. Hamilton, CFO Merilee Kern, Marcomm Manager eDiets.com, Inc. eDiets.com, Inc. 954-360-9022 702-562-0064 rhamilton@eDiets.com merilee@eDiets.com ____________________ eDiets First Quarter Revenues Rise 60%, Driven by Higher Subscriber Spending Cash Flow from Operations Tops $1 Million DEERFIELD BEACH, FLA., April 23, 2002 - eDiets.com, Inc. (OTCBB:EDET), the leader in personalized online diet and fitness programs, today announced that revenues for its first fiscal quarter ended March 31, 2002 increased by 60.2% compared to revenues for the prior year's first quarter. The increase was a result of both an increase in the average number of paid subscribers to the Company's programs and a 34.2% increase in average revenues recognized per member. Strong revenue growth, combined with significantly lower advertising expenses as a percentage of revenues, contributed to the Company's cash flow from operations of $1.1 million and net income of $0.03 per diluted share for the quarter ended March 31, 2002. The Company reported revenues for the first quarter of fiscal 2002 of $7.0 million, an increase of 60.2% compared with revenues of $4.4 million for the first quarter of fiscal 2001. eDiets sold 89,000 new memberships during the quarter, and average revenues recognized per member increased as a result of both subscription rate increases and the introduction of a premium diet and fitness combination program. The Company continues to sell its programs at a fraction of the cost of similar classroom-based programs such as Weight Watchers. Earnings before interest, taxes, depreciation and amortization (EBITDA) for the first quarter of fiscal 2002 were approximately $800,000 compared to $100,000 in the first quarter of fiscal 2001. The increase in EBITDA was due to a decrease in sales and marketing costs as a percentage of revenues as the Company both realized greater efficiencies in its online advertising purchases and experienced a longer membership cycle per average subscriber. The Company typically incurs significantly lower expenses in the later months of a membership cycle. Sales and marketing costs for the quarter ended March 31, 2002 totaled $3.6 million, or 50.8% of revenues, compared to $3.1 million, or 71.3% of revenues, in the prior year period. As a result of the improvement in EBITDA, net income for the first quarter of fiscal 2002 totaled $472,000, or $0.03 per diluted share, compared to net income of $26,000, or $0.00 per diluted share, for the first quarter of fiscal 2001. David Humble, founder and CEO of eDiets, noted, "We validated our basic online diet program during 2000 and 2001 and are now beginning to introduce complementary products and services. Our premium diet and fitness combination offering, launched during 2001, was the first example. We think that with new offerings such as this we can accelerate our membership growth while at the same time continuing to improve our average revenue yield and profitability per member." "We are beginning to support our growing array of products and services through additional marketing channels. While pricing trends for online advertising, a key source of new members for us, continues to be favorable, we have also introduced the first in a series of planned offline marketing initiatives, all of which are designed to drive additional members to our Web sites. For instance, our first television commercial debuted on cable channels across the nation last week. Now that we have proven our basic approach and started to generate meaningful levels of cash, we are beginning judiciously to expand our product offerings and marketing activities in accordance with our long-term plan." The Company will hold a conference call for investors at 10:00 a.m. EDT on April 23, which will also be broadcast live via CCBN Webcast at the Company's Investor Relations Web site located at www.eDiets.com/investors. A replay of the ------------------------ conference call Web cast will be available beginning at 12:00 p.m. EDT on April 23. Those interested in pre-registering for the Web cast can do so at www.eDiets.com/investors. - ------------------------ About eDiets.com, Inc. eDiets.com, Inc. (OTCBB:EDET), the online diet services category leader through its brands eDiets (http://www.eDiets.com) and DietSmart (http://www.DietSmart.com), has been providing customized diet, fitness and motivational programs, products and services on a subscription basis since 1996. eDiets and DietSmart members benefit from an array of comprehensive online support services that are available 24/7/365, including professionally moderated online meetings, support groups, chats and teleconferences. This combination of convenience, personalization, privacy, support and value provides eDiets members with an attractive alternative to traditional offline programs popularized by Weight Watchers International, Inc. (NYSE:WTW), Jenny Craig, Inc. (OTCBB:JCGI) and others. During the first quarter of 2002, eDiets.com had approximately 300,000 unique paying members and currently has over 10 million opt-in subscribers to its bi-weekly e-mail newsletter, eDiets Diet & Fitness News. Among other honors received, www.eDiets.com was named a Forbes Magazine "Best of the Web" fitness and nutrition Web site in both 2000 and 2001. eDiets.com, Inc. maintains its corporate office in Deerfield Beach, Florida. Statements in the release, which are not historical in nature, are forward - looking statements. Forward-looking statements involve known and unknown risks and uncertainties which could cause the actual results, performance or achievements of the Company to be materially different from those which may be expressed or implied by such statements. These risks and uncertainties include, among others, changes in general economic and business conditions, changes in product acceptance by consumers, effectiveness of sales and marketing efforts, loss of market share and pressure on prices resulting from competition, and inability to obtain sufficient financing. For additional information regarding these and other risks and uncertainties associated with eDiets.com business, reference is made to the Company's Annual Report on Form 10-KSB for the year ended December 31, 2001, and other reports filed from time to time with the Securities and Exchange Commission. All forward-looking statements are current only as of the date on which such statements are made. The Company does not undertake any obligation to publicly update any forward-looking statements. # # # eDiets.com, Inc. Summary of Consolidated Financial Information (Unaudited) (In thousands, except per share amounts)
Three Months Ended March 31, -------------------------------------- 2002 2001 --------------- ---------------- INCOME STATEMENT DATA: Revenues $ 6,998 $ 4,370 Cost and expenses: Cost of revenue 820 467 Product development 361 81 Sales and marketing 3,572 3,119 General and administrative 1,470 583 Depreciation and amortization 324 98 Income from operations 451 22 Other income (expense), net (32) 4 Benefit for income taxes 53 - Net income $ 472 $ 26 Earnings per common share Basic $ 0.03 $ 0.00 Diluted $ 0.03 $ 0.00 Weighted average common and common equivalent shares outstanding Basic 15,609 13,553 Diluted 17,706 14,659 March 31, December 31, --------------- --------------- 2002 2001 BALANCE SHEET DATA: Cash and cash equivalents (including restricted cash) $ 3,105 $ 2,110 Total assets 12,051 11,214 Deferred revenue 2,668 2,193 Long-term debt (excluding capital leases 2,003 2,025 Stockholders' equity 4,170 3,613
CONTACT: Robert Hamilton, Chief Financial Officer, 954-360-9022, rhamilton@eDiets.com 3 -----END PRIVACY-ENHANCED MESSAGE-----