10-Q 1 a2025712z10-q.txt 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For Quarter Ended JULY 31, 2000 Commission file number 0-011306 VALUE LINE, INC. --------------------------------------------------------- (Exact name of registrant as specified in its charter) New York 13-3139843 ------------------------------- ------------------- (State or other jurisdiction of I.R.S Employer incorporation or organization Identification No. 220 East 42nd Street, New York, New York 10017-5891 ---------------------------------------- ---------- (address of principal executive offices) (zip code) Registrants' telephone number including area code (212) 907-1500 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. Yes X No --- --- Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class Outstanding at July 31, 2000 ----- ---------------------------- Common Stock, $.10 par value 9,978,625 Shares ---------------- PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS VALUE LINE, INC. CONSOLIDATED BALANCE SHEETS (IN THOUSANDS, EXCEPT SHARE AMOUNTS) (Unaudited)
July 31, April 30, 2000 2000 --------- --------- Assets Current Assets: Cash and cash equivalents (including short term investments of $74,172 and $47,456, respectively) $ 74,192 $ 47,933 Trading securities 19,171 19,044 Accounts receivable, net of allowance for doubtful accounts of $136 and $133, respectively 2,183 2,495 Receivable from affiliates 3,773 3,061 Prepaid expenses and other current assets 1,025 1,115 Deferred income taxes 139 139 --------- --------- Total current assets 100,483 73,787 Long term securities available for sale 184,930 210,468 Property and equipment, net 10,080 10,402 Capitalized software and other intangible assets, net 3,563 3,541 --------- --------- Total assets $ 299,056 $ 298,198 ========= ========= Liabilities and Shareholders' Equity Current Liabilities: Accounts payable and accrued liabilities $ 6,245 $ 7,162 Accrued salaries 1,255 2,063 Dividends payable 2,495 2,495 Accrued taxes payable 4,100 1,041 --------- --------- Total current liabilities 14,095 12,761 Unearned revenue 39,152 41,116 Deferred income taxes 32,276 33,036 Deferred charges 350 419 Shareholders' Equity: Common stock, $.10 par value; authorized 30,000,000 shares; issued 10,000,000 shares 1,000 1,000 Additional paid-in capital 959 959 Retained earnings 153,034 149,304 Treasury stock, at cost (21,375 shares on 7/31/00, and 4/30/00) (411) (411) Accumulated other comprehensive income, net of taxes 58,601 60,014 --------- --------- Total shareholders' equity 213,183 210,866 --------- --------- Total liabilities and shareholders' equity $ 299,056 $ 298,198 ========= =========
The accompanying notes are an integral part of these financial statements. 2 PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS VALUE LINE, INC. CONSOLIDATED STATEMENTS OF INCOME (IN THOUSANDS EXCEPT PER SHARE AMOUNTS) (Unaudited)
For the three months ended July 31, July 31, 2000 1999 ------- ------- Revenues: Investment periodicals and related publications $14,059 $14,970 Investment management fees & svcs 10,496 8,861 ------- ------- Total revenues 24,555 23,831 ------- ------- Expenses: Advertising and promotion 5,152 3,540 Salaries and employee benefits 6,019 6,066 Production and distribution 1,808 1,746 Office and administration 2,210 2,187 ------- ------- Total expenses 15,189 13,539 ------- ------- Income from operations 9,366 10,292 Income from securities trans., net 1,191 1,185 ------- ------- Income before income taxes 10,557 11,477 Provision for income taxes 4,332 4,563 ------- ------- Net income $ 6,225 $ 6,914 ======= ======= Earnings per share, basic & fully diluted $ 0.62 $ 0.69 ======= =======
The accompanying notes are an integral part of these financial statements. 3 PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS VALUE LINE, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (IN THOUSANDS) (Unaudited)
For the three months ended July 31, July 31, 2000 1999 ------- ------- Cash flows from operating activities: Net income 6,225 6,914 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 802 564 (Gains) on sales of trading securities and securities held for sale (716) (395) Unrealized (gains)/losses on trading securities 647 (43) Changes in assets and liabilities: (Decrease) in unearned revenue (1,964) (1,872) (Decrease) in deferred charges (69) (69) Increase/(decrease) in accounts payable and accrued expenses (917) 555 (Decrease) in accrued salaries (808) (780) Increase in accrued taxes payable 3,059 3,835 (Increase)/decrease in prepaid expenses and other current assets 90 (50) (Increase)/decrease in accounts receivable 312 (130) (Increase) in receivable from affiliates (712) (404) ------- ------- Total adjustments (276) 1,211 ------- ------- Net cash provided by operations 5,949 8,125 Cash flows from investing activities: Proceeds from sales of long term securities 24,572 -- Purchases of long term securities (1,267) (2,172) Proceeds from sales of trading securities 11,113 6,283 Purchases of trading securities (11,111) (6,264) Acquisitions of property, and equipment, net (91) (185) Expenditures for capitalized software (411) (306) ------- ------- Net cash provided by/(used in) investing activities 22,805 (2,644) Cash flows from financing activities: Dividends paid (2,495) (2,495) ------- ------- Net cash (used in) financing activities (2,495) (2,495) ------- ------- Net increase in cash and cash equivalents 26,259 2,986 Cash and cash equivalents at beginning of year 47,933 41,826 ------- ------- Cash and cash equivalents at end of quarter 74,192 44,812 ======= =======
The accompanying notes are an integral part of these financial statements. 4 PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS VALUE LINE, INC. STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY FOR THE THREE MONTHS ENDED JULY 31, 2000 (in thousands, except share amounts) (Unaudited)
Common stock Accumulated Number Additional Other of paid-in Treasury Comprehensive Retained Comprehensive shares Amount capital Stock income earnings income Total --------- ------- ------ ----- ------------- -------- -------- -------- Balance at May 1, 2000 9,978,625 $1,000 $959 ($411) $149,304 $60,014 $210,866 Comprehensive income Net income $6,225 6,225 6,225 Other comprehensive income, net of tax: Change in unrealized gains on securities (1,413) (1,413) (1,413) ------- Comprehensive income $4,812 ======= Dividends declared (2,495) (2,495) --------- ------- ------ ----- -------- -------- -------- Balance at July 31, 2000 9,978,625 $1,000 $959 ($411) $153,034 $58,601 $213,183 ========= ======= ====== ===== ======== ======== ========
The accompanying notes are an integral part of these financial statements. 5 PART I - FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS VALUE LINE, INC. STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY FOR THE THREE MONTHS ENDED JULY 31, 1999 (in thousands, except share amounts) (Unaudited)
Common stock Accumulated Number Additional Other of paid-in Treasury Comprehensive Retained Comprehensive shares Amount capital Stock income earnings income Total --------- ------- ------ ----- ------------- -------- -------- -------- Balance at May 1, 1999 9,978,125 $1,000 $959 ($411) $125,585 $39,770 $166,903 Comprehensive income Net income $6,914 6,914 6,914 Other comprehensive income, net of tax: Change in unrealized gains on securities 4,033 4,033 4,033 ------- Comprehensive income $10,947 ======= Dividends declared (2,495) (2,495) --------- ------- ------ ----- -------- -------- -------- Balance at July 31, 1999 9,978,125 $1,000 $959 ($411) $130,004 $43,803 $175,355 ========= ======= ====== ===== ======== ======== ========
The accompanying notes are an integral part of these financial statements. 6 HOROWITZ & ULLMANN, P.C. Certified Public Accountants A member of the 275 Madison Avenue AICPA SEC Practice Section New York, NY 10016 New York State Society of CPAs Telephone (212) 532-3736 Facsimile (212) 545-8997 E-mail cpas@h-ullmann.com REPORT OF INDEPENDENT ACCOUNTANTS To the Board of Directors and Shareholders of Value Line, Inc. New York, NY We have reviewed the accompanying consolidated balance sheet of Value Line, Inc. and its subsidiaries as of July 31, 2000 and the related consolidated statements of income, changes in stockholders' equity, and cash flows for the three month periods ended July 31, 2000 and 1999. All information included in these financial statements is the representation of the Company's management. We conducted our review in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to financial data and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion. Based on our review, we are not aware of any material modification that should be made to the accompanying financial statements for them to be in conformity with generally accepted accounting principles. We have previously audited, in accordance with generally accepted auditing standards, the consolidated balance sheet as of April 30, 2000 and the related consolidated statements of income, changes in stockholders equity, and cash flows for the year then ended (not presented herein), and in our report dated July 13, 2000, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying consolidated balance sheet as of April 30, 2000 is fairly stated in all material respects. /s/ Horowitz & Ullmann, P.C. September 14, 2000 7 VALUE LINE, INC. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS SIGNIFICANT ACCOUNTING POLICIES - NOTE 1: In the opinion of management, the accompanying unaudited consolidated condensed financial statements contain all adjustments (consisting of normal recurring accruals except as noted below) considered necessary for a fair presentation. This report should be read in conjunction with the financial statements and footnotes contained in the Company's annual report on Form 10-K, dated July 13, 2000 for the fiscal year ended April 30, 2000. Results of operations covered by this report may not be indicative of the results of operations for the entire year. Cash and Cash Equivalents: The Company considers all cash held at banks and invested in the Value Line money market funds with an original maturity of less than three months to be cash and cash equivalents. As of July 31, 2000 and April 30, 2000, cash equivalents included $72,730,000 and $46,726,000, respectively, invested in the Value Line money market funds. Valuation of Securities: The Company's long-term securities portfolio, which consists of shares of the Value Line Mutual Funds are valued at market value in accordance with Statement of Financial Accounting Standards No. 115, "Accounting for Certain Investments in Debt and Equity Securities". Unrealized gains and losses on these securities are reported, net of applicable taxes, as a separate component of Shareholders' Equity. Realized gains and losses on sales of the securities are recorded in earnings on trade date and are determined on the identified cost method. Trading securities, which consist of securities held by Value Line Securities, Inc., the Company's broker-dealer subsidiary, are valued at market with realized and unrealized gains and losses included in earnings. Advertising expenses: The Company expenses advertising costs as incurred. Earnings per Share, basic & fully diluted: Earnings per share are based on the weighted average number of shares of common stock outstanding during the period. Use of Estimates: The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. 8 VALUE LINE, INC. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS MARKETABLE SECURITIES - NOTE 2: Trading Securities: Securities held by the Company and by Value Line Securities, Inc. had an aggregate cost of $16,597,000 and $15,821,000 and a market value of $19,171,000 and $19,044,000 at July 31, 2000 and April 30, 2000, respectively. Long-Term Securities Available for Sale: The aggregate cost of the long-term securities was $94,771,000 and $118,135,000 and the market value was $184,930,000 and $210,468,000 at July 31, 2000 and April 30, 2000, respectively. At July 31, 2000, the decrease in gross unrealized appreciation on these securities of $2,173,000, net of deferred taxes of $760,000, was included in shareholders' equity. SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION - NOTE 3: Cash payments for income taxes were $1,273,000 and $1,187,000 during the three months ended July 31, 2000 and 1999, respectively. EMPLOYEES' PROFIT SHARING AND SAVINGS PLAN - NOTE 4: Substantially all employees of the Company and its subsidiaries are members of the Value Line, Inc. Profit Sharing and Savings Plan (the "Plan"). In general, this is a qualified, contributory plan which provides for a discretionary annual Company contribution which is determined by a formula based upon the salaries of eligible employees and the amount of consolidated net operating income as defined in the Plan. Plan expense, included in salaries and employee benefits in the Consolidated Statements of Income and Retained Earnings, for the three months ended July 31, 2000 and 1999, was $345,000. 9 VALUE LINE, INC. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS COMPREHENSIVE INCOME - NOTE 5: Statement no. 130 requires the reporting of comprehensive income in addition to net income from operations. Comprehensive income is a more inclusive financial reporting methodology that includes disclosure of certain financial information that historically has not been recognized in the calculation of net income. At July 31, 2000 and 1999, the Company held long term securities classified as available-for-sale. The decrease during the first three months ended July 31, 2000 in gross unrealized gains on these securities and the related deferred taxes was $2,173,000 and $760,000, respectively. The increase during the first quarter of fiscal 2000 in gross unrealized gains on these securities and the related deferred taxes was $6,205,000 and $2,172,000, respectively. RELATED PARTY TRANSACTIONS - NOTE 6: The Company acts as investment adviser and manager for fifteen open-ended investment companies, the Value Line Family of Funds. The Company earns investment management fees based upon the average daily net asset values of the respective funds. Effective July 1, 2000, the Company received service and distribution fees under rule 12b-1 of the Investment Company Act of 1940 from substantially all of the Value Line mutual funds. The Company also earns brokerage commission income, net of clearing fees, on securities transactions executed by Value Line Securities, Inc. on behalf of the funds that are cleared on a fully disclosed basis through non-affiliated brokers. For the three months ended July 31, 2000 and 1999 investment management fees, 12b-1 service and distribution fees and brokerage commission income, net of clearing fees, amounted to $9,554,000 and $7,975,000, respectively. These amounts include service and distribution fees of $860,000 and $156,000, respectively. The related receivables from the funds for management advisory fees and 12b-1 service fees included in Receivable from affiliates were $3,688,000 and $2,972,000 at July 31, 2000 and April 30, 2000, respectively. At July 31, 2000 and April 30, 2000, Receivable from affiliates included a receivable from the Parent of $43,000 and $44,000, respectively. For the three months ended July 31, 2000 and July 31, 1999, the Company made federal income tax payments to the Parent amounting to $300,000 and $200,000, respectively. 10 VALUE LINE, INC. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FEDERAL, STATE AND LOCAL INCOME TAXES - NOTE 7: The Company computes its tax in accordance with the provisions of Statement of Financial Accounting Standards No. 109, "Accounting for Income Taxes". The provision for income taxes includes the following:
Three months ended July 31, 2000 1999 ------------------------- (in thousands) Current: Federal $3,662 $3,636 State and local 883 708 ------------------------- 4,545 4,344 Deferred: Federal (215) 194 State and local 2 25 ------------------------- (213) 219 ------------------------- $4,332 $4,563 =========================
Deferred taxes are provided for temporary differences between the financial reporting basis and the tax basis of the Company's assets and liabilities. The tax effect of temporary differences giving rise to the Company's deferred tax asset/(liability) are primarily a result of unrealized gains on the Company's trading and long term securities portfolios. BUSINESS SEGMENTS - NOTE 8: The Company operates two reportable business segments: Publishing and Investment Management Services. The publishing segment produces investment related periodicals in both print and electronic form. The investment management segment provides advisory services to mutual funds, institutional and individual clients as well as brokerage services for the Value Line family of mutual funds. The segments are differentiated by the products and services they offer. The accounting policies of the segments are the same as those described in the summary of significant accounting policies. The Company allocates all revenues and expenses, except for depreciation related to corporate assets, between the two reportable segments. 11 VALUE LINE, INC. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Disclosure of Reportable Segment Profit and Segment Assets
July 31, 2000 Publishing Investment Total Management Services Revenues from external customers $14,059 $10,496 $24,555 Intersegment revenues 15 -- 15 Income from securities transactions 65 1,126 1,191 Depreciation and amortization 770 17 787 Segment profit 4,112 5,269 9,381 Segment assets 20,891 277,507 298,398 Expenditures for segment assets 311 90 401 July 31, 1999 Publishing Investment Total Management Services Revenues from external customers $14,970 $8,861 $23,831 Intersegment revenues 16 -- 16 Income from securities transactions 68 1,117 1,185 Depreciation and amortization 522 12 534 Segment profit 5,823 4,499 10,322 Segment assets 19,676 235,036 254,712 Expenditures for segment assets 306 -- 306
12 VALUE LINE, INC. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Reconciliation of Reportable Segment Revenues, Operating Profit and Assets 2000 1999 Revenues Total revenues for reportable segments $24,570 $23,847 Elimination of intersegment revenues (15) (16) ------------------------- Total consolidated revenues $24,555 $23,831 ========================= Segment profit Total profit for reportable segments $10,572 $11,507 Less: Depreciation related to corporate assets (15) (30) ------------------------- Income before income taxes $10,557 $11,477 ========================= Assets Total assets for reportable segments $298,398 $254,712 Corporate assets 658 1,388 ------------------------- Consolidated total assets $299,056 $256,100 =========================
13 ITEM 2. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS: LIQUIDITY AND CAPITAL RESOURCES: Value Line, Inc. (the "Company") had liquid resources, which are used in its business, of $271,318,000 at July 31, 2000. In addition to $86,388,000 of working capital, the Company had long-term securities available for sale with a market value of $184,930,000, that, although classified as non-current assets, are also readily marketable should the need arise. The Company's cash flow from operations of $5,949,000 for the three months ended July 31, 2000 was lower than the cash flow of $8,125,000 for the same period last fiscal year. The decline was primarily due to the timing of the company's funding of the employee's benefit plan during fiscal 2001. Net cash inflows from investing activities during fiscal 2001 were $25,449,000 higher than fiscal 2000's due largely to the company's decision to realign its long-term securities holdings. Management believes that the Company's cash and other liquid asset resources used in its business together with the future cash flows from operations will be sufficient to finance current and forecasted operations. Management anticipates no borrowing for fiscal year 2001. RESULTS OF OPERATIONS: Net income for the three months ended July 31, 2000 of $6,225,000, or $.62 per share compares to prior year's net income of $6,914,000, or $.69 per share. Revenues of $24,555,000 for the first three months of fiscal year 2001 were 3% higher than last year's revenues. Operating income of $9,366,000 for the three months ended July 31, 2000 was lower than operating income of $10,292,000 for the same period of last fiscal year. The decline from last year's operating income is primarily a result of additional advertising expenses for the Value Line mutual funds and publications. Total assets at July 31, 2000 of $299,056,000 increased 17% from the balance at July 31, 1999. Subscription revenues of $14,059,000 were 6% below revenues from the prior fiscal year. The decrease in subscription revenues is largely a result of the reduced level of advertising during last fiscal year that occurred while the Company had been in the process of revising its advertising strategy. Additionally, the availability of free or low cost data on the Internet has also had a negative impact on revenue growth. Investment management fees and services revenues of $10,496,000 for the three months ended July 31, 2000, were 18% above the prior fiscal year's revenues. The higher revenues from investment management fees and services, compared to the prior year, resulted primarily from the increase in the year-over-year average net assets under management in the Company's mutual funds. Assets under management in the Company's mutual funds at July 31, 2000 increased 10% from the level at July 31, 1999. Additionally, effective July 1, 2000, the Company received service and distribution fees under rule 12b-1 of the Investment Company Act of 1940 from substantially all of the Value Line mutual funds. This contributed to approximately 8% of the increase in investment management fees and services revenues. Operating expenses for the three months ended July 31, 2000 of $15,189,000 were 12% above last year's expenses of $13,539,000. Total company-wide advertising and promotional expenses of $5,152,000 were 46% above the prior year's expenses. As previously indicated, the prior year's advertising expenses for the Company's publication business had been reduced while the Company had been in the process of revising its advertising strategy. The current year's advertising expenses for the publication business is 14 ITEM 2. MANAGEMENT DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS: approximately $728,000 higher than the prior year's. The additional increase in advertising expenses relates to a selling arrangement for two of the Company's equity mutual funds and an increase in media and general advertising for the Value Line mutual funds. Additionally, the increase in promotion fees to discount brokers, based on higher invested assets in the Value Line family of mutual funds from these brokers also added to the increased advertising expenses. Salaries and employee benefit expenses of $6,019,000 were slightly below expenses of $6,066,000 recorded in the prior fiscal year. The decrease from the prior year is primarily due to outsourcing the Customer Service division at the Compupower Corporation and staff reductions in the Asset Management and Y2K divisions. Production and distribution costs of $1,808,000 were 3% above expenses of $1,746,000 for the three months ended July 31, 1999. This increase resulted from higher outside data collection service expenses related to both mutual fund and Internet data for the Company's Web site. In addition, expenses for the development of THE VALUE LINE INVESTMENT SURVEY FOR WINDOWS Version 3 and Version 2 of the Company's Website were amortized as required by SOP 98-1 "Accounting for the Costs of Computer Software Developed for Internal Use" which the Company adopted in the latter half of 1999. These increases were offset in part by lower paper, printing and distribution expenses directly related to lower production runs for print publications. Office and administration expenses of $2,210,000 were 1% above last year's expenses of $2,187,000. The increase from the prior year is primarily attributable to amortization of software for Internet enhancements and maintenance and for the Compupower Corporation's electronic fulfillment operation. The Company's securities portfolios produced income of $1,191,000 for the three months ended July 31, 2000 compared to income of $1,185,000 during last fiscal year. 14 VALUE LINE, INC. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Form 10-Q report for the period ended July 31, 2000 to be signed on its behalf by the undersigned thereunto duly authorized. Value Line, Inc. (Registrant) Date: September 14, 2000 By: /s/ Jean Bernhard Buttner ---------------------------------- Jean Bernhard Buttner Chairman & Chief Executive Officer Date: September 14, 2000 By: /s/ Stephen R. Anastasio ---------------------------------- Stephen R. Anastasio Chief Accounting Officer