Switchboard (NASDAQ:SWBD)
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Switchboard Reports First Quarter of 2004 Financial Results
WESTBOROUGH, Mass., May 4 /PRNewswire-FirstCall/ -- Switchboard Incorporated ,
a leading provider of local online advertising products and Internet-based
yellow pages, today announced its financial results for the first quarter ended
March 31, 2004.
For the first quarter, revenue was $4.2 million, which compares to $3.3 million
in the first quarter of 2003 and $3.8 million in the fourth quarter of 2003.
Switchboard reported a net loss for the first quarter of approximately
$353,000, or $0.02 per share. Switchboard's net loss for the first quarter
included $1.1 million of transaction costs related to its proposed secondary
stock offering and proposed acquisition by InfoSpace, Inc. Switchboard's first
quarter net loss compares to a net profit of $56,000, or break even per share,
reported in the first quarter of 2003 and to a net profit of $729,000, or $0.04
per share, reported in the fourth quarter of 2003. Switchboard had
approximately $56.4 million in cash and marketable securities at the end of the
first quarter 2004.
On March 26, 2004, Switchboard announced a definitive agreement to be acquired
by InfoSpace, Inc. In connection with the proposed transaction, all of
Switchboard's outstanding shares of common stock will be converted into a right
to receive $7.75 per share in cash, without interest, and Switchboard will
become a wholly owned subsidiary of InfoSpace, Inc. The transaction is
expected to close in June 2004, subject to customary conditions, including
approval by Switchboard's shareholders, the shareholders of Switchboard's
majority shareholder, ePresence, Inc., as well as regulatory authorities.
As a result of the pending acquisition by InfoSpace, Inc., Switchboard is no
longer providing guidance regarding its future financial results and will not
conduct a conference call to discuss its financial results for the first
quarter of 2004.
About Switchboard Incorporated
Switchboard is a leading provider of local online advertising products for
merchants and national advertisers, enabled by our innovative, consumer-
oriented, online yellow and white pages directory technology. Through
Switchboard's local search, advertisers are able to get their message in front
of consumers at the time they are looking for that merchant's products or
services on the Internet, driving local commerce through online innovation.
Switchboard is headquartered in Westborough, MA. For more information, visit
http://www.switchboard.com/. ePresence (NASDAQ:EPRE) owns approximately 51.0%
of the outstanding shares of Switchboard.
Additional Information
In connection with the proposed acquisition of Switchboard by InfoSpace, Inc.
Switchboard filed a preliminary proxy statement with the Securities and
Exchange Commission on April 12, 2004 and expects to file a definitive proxy
statement. Investors and security holders are urged to read these filings as
they become available because they contain important information about the
proposed acquisition. Investors and security holders may obtain free copies of
these documents (as they are available) and other documents filed with the
Securities and Exchange Commission at the Securities and Exchange Commission's
Web site at http://www.sec.gov/. Investors and security holders may obtain
free copies of the documents filed by Switchboard with the Securities and
Exchange Commission by contacting Switchboard Investor Relations at 120
Flanders Road, Westborough, Massachusetts 01581, (508) 898-8200. In addition,
investors and security holders may read and copy any reports, statements and
other information filed by Switchboard at the SEC public reference room at 450
Fifth Street, N.W., Washington, D.C. 20549. Please call the SEC at (800)
SEC-0330 for further information on the public reference room.
Switchboard and InfoSpace and their respective directors and executive officers
may be deemed to be participants in the solicitation of proxies from the
stockholders of Switchboard and ePresence in connection with the proposed
acquisition. Certain officers and directors of Switchboard have interests in
the proposed acquisition, including their ownership of Switchboard common
stock, and their interests will be described in the proxy statement of
Switchboard.
Additional information regarding the directors and executive officers of
Switchboard is included in Switchboard's Annual Report on Form 10-K filed with
the Securities and Exchange Commission on March 29, 2004, as amended on April
9, 2004. This document is available free of charge by contacting Switchboard
Investor Relations at (508) 898-8200. Additional information regarding the
directors and executive officers of InfoSpace is included in InfoSpace's proxy
statement for its 2004 Annual Meeting of Stockholders, which was filed with the
Securities and Exchange Commission on March 31, 2004. This document is
available free of charge by contacting InfoSpace Investor Relations at (866)
438-4677. All of the documents filed by Switchboard and InfoSpace with the SEC
are available free of charge at the Securities and Exchange Commission's Web
site at http://www.sec.gov/.
Forward-Looking Statements
Statements used in this press release that relate to future plans, events,
financial results or performance are based on current expectations or beliefs,
as well as a number of assumptions about future events, and these statements
are subject to important factors and uncertainties that could cause actual
results to differ materially from those described in the forward-looking
statements. The forward-looking statements in this release address a variety
of subjects including, for example, the expected timetable for completing the
proposed acquisition of Switchboard by InfoSpace, Inc. The following factors,
among others, could cause actual results to differ materially from those
described in these forward-looking statements: Switchboard's and InfoSpace's
ability to consummate the proposed acquisition on the anticipated timetable, or
at all, which is subject to, among other things, the approval of Switchboard's
shareholders, the approval of the shareholders of ePresence (Switchboard's
majority shareholder) and the review or approval of certain regulators, as well
as other customary closing conditions, and other factors described in
Switchboard's Annual Report on Form 10-K filed with the Securities and Exchange
Commission on March 29, 2004, as amended on April 9, 2004. For a detailed
discussion of these and other cautionary statements, please refer to
Switchboard's filings with the Securities and Exchange Commission, including
Switchboard's Preliminary Proxy Statement filed with the Securities and
Exchange Commission on April 12, 2004, Switchboard's Annual Report on Form
10-K filed on March 29, 2004 and Switchboard's First Amendment to its Annual
Report on Form 10-K filed on April 9, 2004. Switchboard cautions readers to
consider carefully the foregoing factors and other such factors. Further,
Switchboard's forward-looking statements speak only as of the date on which
such statements are made. Switchboard disclaims any intention or obligation to
update any forward-looking statements as a result of developments occurring
after the date of this press release.
Contact Information
Bob Orlando, Chief Financial Officer Steve Casey
Switchboard Incorporated FitzGerald Communications
508-898-8131 617-585-2279
Switchboard Incorporated
Condensed Consolidated Statements of Operations
(unaudited; in thousands, except per share amounts)
Three Months Ended March 31,
2004 2003
Revenue $4,153 $3,341
Cost of revenue 708 707
Gross profit 3,445 2,634
Gross profit % 83% 79%
Operating expenses:
Sales and marketing 1,063 842
Research and development 893 1,114
General and administrative 867 804
Transaction costs 1,127 -
Total operating expenses 3,950 2,760
Operating loss (505) (126)
Interest income, net 154 182
(Loss) income before taxes (351) 56
Provision for income taxes 2 -
Net (loss) income $(353) $56
Net (loss) income per share:
Basic $(0.02) $0.00
Diluted $(0.02) $0.00
Shares used in computing net (loss) income per share:
Basic 19,192 18,627
Diluted 19,192 19,055
Switchboard Incorporated
Condensed Consolidated Balance Sheets
(unaudited, in thousands)
March 31, 2004 December 31, 2003
ASSETS
Cash and marketable securities $56,423 $55,852
Trade accounts receivable, net 2,083 1,503
Other current assets 1,039 863
Property, equipment and other assets 659 1,305
Total assets $60,204 $59,523
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities $3,006 $2,578
Deferred revenue 1,100 603
Stockholders' equity 56,098 56,342
Total liabilities and stockholders' equity $60,204 $59,523
DATASOURCE: Switchboard Incorporated
CONTACT: Bob Orlando, Chief Financial Officer of Switchboard
Incorporated, +1-508-898-8131; or Steve Casey of FitzGerald Communications,
+1-617-585-2279
Web site: http://www.switchboard.com/