SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    Form 10-Q

                   QUARTERLY REPORT UNDER SECTION 13 OR 15 (d)(D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


For Quarter Ended JULYOctober 31, 2000              Commission file number 0-0113060-11306
                                                                       -------

                                VALUE LINE, INC.
                                -------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

            New York                                       13-3139843
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  (State or other jurisdiction of                     I.R.S(I.R.S. Employer
   incorporation or organizationorganization)                     Identification No.)


  220 East 42nd Street, New York, New York                 10017-5891
- ----------------------------------------                 ------------------------------------------------------------------------------------------
  (address of principal executive offices)                 (zip code)


Registrants'Registrant's 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 JulyCLASS                          OUTSTANDING AT OCTOBER 31, 2000
           -----                          -----------------------------------------------------------

Common Stock,stock, $.10 par value                    9,978,625 SharesSHARES
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PART I - FINANCIAL INFORMATION
  ITEM 1. FINANCIAL STATEMENTS

                                VALUE LINE, INC.
                           CONSOLIDATED BALANCE SHEETS
                      (IN THOUSANDS, EXCEPT SHARE AMOUNTS)
                                   (Unaudited)(UNAUDITED)

JulyOct. 31, April 30, 2000 2000 --------- --------- Assets Current Assets: Cash and cash equivalents (including short term investments of $74,172$70,105 and $47,456, respectively) $ 74,19270,460 $ 47,933 Trading securities 19,17118,574 19,044 Accounts receivable, net of allowance for doubtful accounts of $136$138 and $133, respectively 2,1831,887 2,495 Receivable from affiliates 3,7733,599 3,061 Prepaid expenses and other current assets 1,0251,233 1,115 Deferred income taxes 139 139 --------- --------- Total current assets 100,48395,892 73,787 Long term securities available for sale 184,930187,905 210,468 Property and equipment, net 10,08010,102 10,402 Capitalized software and other intangible assets, net 3,5633,491 3,541 --------- --------- Total assets $ 299,056297,390 $ 298,198 ========= ========= Liabilities and Shareholders' Equity Current Liabilities: Accounts payable and accrued liabilities $ 6,2456,844 $ 7,162 Accrued salaries 1,2551,668 2,063 Dividends payable 2,495 2,495 Accrued taxes payable 4,100-- 1,041 --------- --------- Total current liabilities 14,09511,007 12,761 Unearned revenue 39,15236,720 41,116 Deferred income taxes 32,27632,248 33,036 Deferred charges 350281 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 153,034157,036 149,304 Treasury stock, at cost (21,375 shares on 7/10/31/00, and 4/30/00) (411) (411) Accumulated other comprehensive income, net of taxes 58,601tax 58,550 60,014 --------- --------- Total shareholders' equity 213,183217,134 210,866 --------- --------- Total liabilities and shareholders' equity $ 299,056297,390 $ 298,198 ========= =========
The accompanying notes and independent auditor's review report are an integral part of these financial statements. 2 PART I - FINANCIAL INFORMATION ITEMItem 1. FINANCIAL STATEMENTS VALUE LINE, INC. CONSOLIDATED STATEMENTS OF INCOME (IN THOUSANDS EXCEPT PER SHARE AMOUNTS) (Unaudited)Financial Statements Value Line, Inc. Consolidated Statements of Income (in thousands, except per share amounts) (unaudited)
For the threeThree months ended JulySix months ended October 31, JulyOctober 31, 2000 1999 2000 1999 ------- ------- ------- ------- Revenues: Investment periodicals and related publications $14,059 $14,970$13,812 $14,430 $27,871 $29,400 Investment management fees & svcs 10,496 8,86111,861 8,985 22,357 17,846 ------- ------- ------- ------- Total revenues 24,555 23,83125,673 23,415 50,228 47,246 ------- ------- ------- ------- Expenses: Advertising and promotion 5,152 3,5405,557 4,368 10,709 7,908 Salaries and employee benefits 6,019 6,0666,072 5,729 12,091 11,795 Production and distribution 1,808 1,7461,881 1,566 3,689 3,312 Office and administration 2,210 2,1872,161 1,927 4,371 4,114 ------- ------- ------- ------- Total expenses 15,189 13,53915,671 13,590 30,860 27,129 ------- ------- ------- ------- Income from operations 9,366 10,29210,002 9,825 19,368 20,117 Income from securities trans.,transactions, net 1,191 1,1851,023 1,211 2,214 2,396 ------- ------- ------- ------- Income before income taxes 10,557 11,47711,025 11,036 21,582 22,513 Provision for income taxes 4,332 4,5634,528 4,650 8,860 9,213 ------- ------- ------- ------- Net income $ 6,2256,497 $ 6,9146,386 $12,722 $13,300 ======= ======= ======= ======= Earnings per share, basic & fully diluted $ 0.620.65 $ 0.690.64 $ 1.27 $ 1.33 ======= ======= ======= =======
The accompanying notes and independent auditor's review report 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)(UNAUDITED)
For the threesix months ended JulyOct. 31, JulyOct. 31, 2000 1999 ------- --------------- -------- Cash flows from operating activities:CASH FLOWS FROM OPERATING ACTIVITIES: Net income 6,225 6,914$ 12,722 $ 13,300 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 802 564 (Gains)1,515 1,159 Gains on sales of trading securities and securities held for sale (716) (395)(1,134) (420) Unrealized losses/(gains)/losses on trading securities 647 (43)1,179 (495) Changes in assets and liabilities: (Decrease)Decrease in unearned revenue (1,964) (1,872) (Decrease)(4,396) (5,489) Decrease in deferred charges (69) (69) Increase/(decrease)(138) (139) Decrease in accounts payable and accrued expenses (917) 555 (Decrease)(318) (1,020) Decrease in accrued salaries (808) (780) Increase(395) (492) Decrease in accrued taxes payable 3,059 3,835(1,041) (356) (Increase)/decrease in prepaid expenses and other current assets 90 (50) (Increase)/decrease(118) 8 Decrease in accounts receivable 312 (130) (Increase)608 154 Increase in receivable from affiliates (712) (404) ------- -------(538) (560) -------- -------- Total adjustments (276) 1,211 ------- ------- Net cash provided by operations 5,949 8,125 Cash flows from investing activities:(4,776) (7,650) -------- -------- NET CASH PROVIDED BY OPERATIONS 7,946 5,650 CASH FLOWS FROM INVESTING ACTIVITIES: Proceeds from sales of long term securities 24,572 --500 Purchases of long term securities (1,267) (2,172)(4,321) (2,374) Proceeds from sales of trading securities 11,113 6,28322,476 11,857 Purchases of trading securities (11,111) (6,264) Acquisitions(21,991) (13,456) Acquisition of property, and equipment net (91) (185)(524) (436) Expenditures for capitalized software (411) (306) ------- ------- Net cash provided by/(641) (862) -------- -------- NET CASH PROVIDED BY/(used in) investing activities 22,805 (2,644) Cash flows from financing activities:USED IN) INVESTING ACTIVITIES 19,571 (4,771) CASH FLOWS FROM FINANCING ACTIVITIES: Dividends paid (2,495) (2,495) ------- -------(4,990) (4,990) -------- -------- NET CASH (USED IN) FINANCING ACTIVITIES (4,990) (4,990) -------- -------- Net cash (used in) financing activities (2,495) (2,495) ------- ------- Net increaseincrease/(decrease) in cash and cash equivalents 26,259 2,986 Cash and cash equivalents at beginning of year22,527 (4,111) CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR 47,933 41,826 ------- ------- Cash and cash equivalents at end of quarter 74,192 44,812 ======= =======-------- -------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 70,460 $ 37,715 ======== ========
The accompanying notes and independent auditor's review report 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 THREESIX MONTHS ENDED JULYOCTOBER 31, 2000 (in thousands, except share amounts) (Unaudited)(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 $959$ 1,000 $ 959 ($411) $149,304 $60,014 $210,866 Comprehensive income Net income $6,225 6,225 6,225$12,722 12,722 12,722 Other comprehensive income, net of tax: Change in unrealized gains on securities (1,413) (1,413) (1,413)(1,464) (1,464) (1,464) ------- Comprehensive income $4,812$11,258 ======= Dividends declared (2,495) (2,495) ---------(4,990) (4,990) ----------- ------- ------------- ----- -------- --------------- -------- Balance at JulyOctober 31, 2000 9,978,625 $1,000 $959$ 1,000 $ 959 ($411) $153,034 $58,601 $213,183 =========$157,036 $58,550 $217,134 =========== ======= ============= ===== ======== =============== ========
The accompanying notes and independent auditor's review report 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 THREESIX MONTHS ENDED JULYOCTOBER 31, 1999 (in thousands, except share amounts) (Unaudited)(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 $9599,978,625 $ 1,000 $ 959 ($411) $125,585 $39,770$ 125,585 $ 39,770 $166,903 Comprehensive income Net income $6,914 6,914 6,914$13,300 13,300 13,300 Other comprehensive income, net of tax: Change in unrealized gains on securities 4,033 4,033 4,033 -------9,069 9,069 9,069 --------- Comprehensive income $10,947 =======$22,369 ========= Dividends declared (2,495) (2,495)(4,990) (4,990) ----------- -------- -------- ------ --------- ------- ------ ----- -------- -------- -------- Balance at JulyOctober 31, 1999 9,978,125 $1,000 $9599,978,625 $ 1,000 $ 959 ($411) $130,004 $43,803 $175,355$ 133,895 $ 48,839 $184,282 =========== ======== ======== ====== ========= ======= ====== ===== ======== ======== ========
The accompanying notes and independent auditor's review report 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 POLICIESSignificant Accounting Policies - NOTENote 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 JulyOctober 31, 2000 and April 30, 2000, cash equivalents included $72,730,000$69,894,000 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. 87 VALUE LINE, INC. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS MARKETABLE SECURITIESMarketable Securities - NOTENote 2: Trading Securities: Securities held by the Company and by Value Line Securities, Inc. had an aggregate cost of $16,597,000$16,533,000 and $15,821,000 and a market value of $19,171,000$18,574,000 and $19,044,000 at JulyOctober 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$97,825,000 and $118,135,000 and the market value was $184,930,000$187,905,000 and $210,468,000 at JulyOctober 31, 2000 and April 30, 2000, respectively. At JulyOctober 31, 2000, the decrease in gross unrealized appreciation on these securities of $2,173,000,$2,252,000, net of deferred taxes of $760,000,$788,000, was included in shareholders' equity. SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATIONSupplemental Disclosure of Cash Flow Information - NOTENote 3: Cash payments for income taxes were $1,273,000$9,910,000 and $1,187,000$10,028,000 during the threesix months ended JulyOctober 31, 2000 and 1999, respectively. EMPLOYEES' PROFIT SHARING AND SAVINGS PLANEmployees' Profit Sharing and Savings Plan - NOTENote 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 threesix months ended JulyOctober 31, 2000 and 1999, was $345,000. 9$690,000 and $534,000, respectively. 8 VALUE LINE, INC. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS COMPREHENSIVE INCOMEComprehensive Income - NOTENote 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 JulyOctober 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 during the first six months ended October 31, 2000 and the related deferred taxes was $2,173,000$2,252,000 and $760,000,$788,000, respectively. The increase during the first quartersix months of fiscal 2000 in gross unrealized gains on these securities and the related deferred taxes was $6,205,000$13,951,000 and $2,172,000,$4,882,000, respectively. RELATED PARTY TRANSACTIONSRelated Party Transactions - NOTENote 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 but three of the fifteen mutual funds for which Value Line mutual funds.is the adviser. 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 threesix months ended JulyOctober 31, 2000 and October 31, 1999 investment management fees, 12b-1 service and distribution fees and brokerage commission income, net of clearing fees, amounted to $9,554,000$20,609,000 and $7,975,000,$15,952,000, respectively. These amounts include service and distribution fees of $860,000$2,900,000 and $156,000,$337,000, 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$3,478,000 and $2,972,000 at JulyOctober 31, 2000 and April 30, 2000, respectively. For the six months ended October 31, 2000 and 1999, the Company was reimbursed $263,000 and $274,000, respectively, for payments it made on behalf of and services it provided to Arnold Bernhard and Company, Inc. (the "Parent"). At JulyOctober 31, 2000 and April 30, 2000, Receivable from affiliatesAffiliates included a receivable from the Parent of $43,000 and $44,000 at the end of both periods, respectively. For the threesix months ended JulyOctober 31, 2000 and July 31, 1999, the Company made federal income tax payments to the Parent amounting to $300,000$7,950,000 and $200,000,$7,900,000, respectively. 109 VALUE LINE, INC. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS FEDERAL, STATE AND LOCAL INCOME TAXESFederal, State and Local Income Taxes - NOTENote 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:
ThreeSix months ended JulyOctober 31, 2000 1999 ----------------------------------------------------- (in thousands) Current: Federal $3,662 $3,636$ 7,455 $ 7,360 State and local 883 708 ------------------------- 4,545 4,3441,774 1,416 ------- ------- 9,229 8,776 Deferred: Federal (215) 194(357) 388 State and local 2 25 ------------------------- (213) 219 ------------------------- $4,332 $4,563 =========================(12) 49 ------- ------- (369) 437 ------- ------- $ 8,860 $ 9,213 ======= =======
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 SEGMENTSBusiness Segments - NOTENote 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. 1110 VALUE LINE, INC. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS Disclosure of Reportable Segment Profit and Segment Assets (in thousands)
JulySix months ended October 31, 2000 Publishing Investment Total Management Services Revenues from external customers $14,059 $10,496 $24,555$ 27,871 $ 22,357 $ 50,228 Intersegment revenues 1554 -- 1554 Income from securities transactions 65 1,126 1,191138 2,076 2,214 Depreciation and amortization 770 17 7871,457 29 1,486 Segment profit 4,112 5,269 9,3818,039 11,358 19,397 Segment assets 20,891 277,507 298,39820,589 276,161 296,750 Expenditures for segment assets 3111,064 90 4011,154 JulySix months ended October 31, 1999 Publishing Investment Total Management Services Revenues from external customers $14,970 $8,861 $23,831$ 29,400 $ 17,846 $ 47,246 Intersegment revenues 1623 -- 1623 Income from securities transactions 68 1,117 1,185125 2,271 2,396 Depreciation and amortization 522 12 5341,113 15 1,128 Segment profit 5,823 4,499 10,32210,534 9,614 20,148 Segment assets 19,676 235,036 254,71220,064 237,345 257,409 Expenditures for segment assets 306 -- 306434 2 436
1211 VALUE LINE, INC. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
Reconciliation of Reportable Segment Revenues, Operating Profit and Assets (in thousands)
Six months ended October 31, 2000 1999 Revenues Total revenues for reportable segments $24,570 $23,847$ 50,282 $ 47,269 Elimination of intersegment revenues (15) (16) -------------------------(54) (23) --------- --------- Total consolidated revenues $24,555 $23,831 =========================$ 50,228 $ 47,246 ========= ========= Segment profit Total profit for reportable segments $10,572 $11,507$ 21,611 $ 22,544 Less: Depreciation related to corporate assets (15) (30) -------------------------(29) (31) --------- --------- Income before income taxes $10,557 $11,477 =========================$ 21,582 $ 22,513 ========= ========= Assets Total assets for reportable segments $298,398 $254,712$ 296,750 $ 257,409 Corporate assets 658 1,388 -------------------------640 1,164 --------- --------- Consolidated total assets $299,056 $256,100 =========================$ 297,390 $ 258,573 ========= =========
12 [LETTERHEAD OF HOROWITZ & ULLMANN, P.C. HOROWITZ & ULLMANN, P.C. CERTIFIED PUBLIC ACCOUNTANTS A member of the 275 Madison Avenue AICPA SEC Pratice 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 ACCOUTANTS 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 October 31, 2000 and the related consolidated statements of income, changes in stockholders' equity, and cash flows for the six month periods ended October 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 inquires 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 modifications 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. December 14, 2000 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$272,790,000 at JulyOctober 31, 2000. In addition to $86,388,000$84,885,000 of working capital, the Company had long-term securities available for sale with a market value of $184,930,000,$187,905,000, 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$7,946,000 for the threesix months ended JulyOctober 31, 2000 was lower40% higher than thefiscal 2000's cash flow of $8,125,000 for the same period last fiscal year.$5,650,000. The declineincrease was primarily due to the timing of the company's funding of the employee's benefit plan during fiscal 2001.a 26% increase in new full term subscription orders. Net cash inflows from investing activities during the first six months of fiscal 2001 were $25,449,000$24,342,000 higher than net cash flows for the first six months of fiscal 2000's2000 due largely to the company'sCompany'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: Revenues for the second quarter and first six months of fiscal year 2001 exceeded the prior year's results by 10% and 6%, respectively and reached record high levels. Net incomeearnings for the second quarter ended October 31, 2000 were $6,497,000 or $.65 per share, a 2% increase when compared to net earnings of $6,386,000 or $.64 per share for the three months ended JulyOctober 31, 1999. The Company's net earnings for the six months ended October 31, 2000 of $6,225,000,$12,722,000 or $.62$1.27 per share comparescompared to prior year's net incomeearnings of $6,914,000,$13,300,000 or $.69$1.33 per share. Revenues of $24,555,000share during fiscal 2000. The decline in the six months' net earnings was largely attributable to a substantial increase in advertising 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 LineCompany's mutual funds and publications. Total assets at JulyOctober 31, 2000 of $299,056,000$297,390,000 increased 17%15% from the balance at JulyOctober 31, 1999. Subscription revenues of $14,059,000$27,871,000 were 6% below revenues from the prior fiscal year. The decrease in subscription revenues compared to the prior year is due primarily to a 6% net decrease in revenues from the Value Line Investment Survey and related products, which includes the Value Line Investment Survey for Windows, Condensed Edition, Expanded Edition and Value Line Select. The decrease in publication 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$22,357,000 for the threesix months ended JulyOctober 31, 2000, were 18%25% 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 receipt of service and distribution fees from a plan adopted under Rule 12b-1 of the Investment Company Act of 1940 for all but three of the fifteen mutual funds for which Value Line is the adviser, effective July 1, 2000. The increase in the year-over-year average net assets under management in the Company's mutual funds.funds also contributed to the higher revenues. Assets under management in the Company's mutual funds at JulyOctober 31, 2000 increased 10%5% from the level at JulyOctober 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 thanOperating expenses for the six months ended October 31, 2000 of $30,860,000 were 14% above last year's expenses of $27,129,000. Total advertising and promotional expenses of $10,709,000 were 35% above the prior year's.year's expenses. The additional increase inCompany compensated for the reduced level of advertising during the first quarter of last fiscal year, while it was revising its advertising strategy by increasing the level of advertising expenses relatesduring this fiscal year. When compared to the prior year, expenses increased 30% for the Value Line Investment Survey and related products, and $822,000 for the Value Line Mutual Funds, including expenses related 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 increased $414,000 based on the higher level of invested assets in the Value Line family of mutual funds fromthrough these brokers also added to the increased advertising expenses.brokers. Salaries and employee benefit expenses of $6,019,000$12,091,000 were slightly below3% above expenses of $6,066,000$11,795,000 recorded in the prior fiscal year. The decrease from the prior yearincrease in salaries and employee benefit expenses is primarily attributable to higher anticipated employee benefit expenses as compared to last year's. The increase is partially offset by lower expenses due to the outsourcing of 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$3,689,000 were 3%11% above expenses of $1,746,000$3,312,000 for the threesix months ended JulyOctober 31, 1999. This increaseThe additional production expenses resulted from higher outside data collection service expenses related to both mutual fund and Internet datathe amortization of development costs for the Company's Web site. In addition, expensesThe Value Line Investment Survey for the development of THE VALUE LINE INVESTMENT SURVEY FOR WINDOWSWindows Version 3, and for Version 2 of the Company's Website were amortized as required by SOP 98-1 "Accountingand higher outside data collection expenses for the Costs of Computer Software Developed for Internal Use" which the Company adopted in the latter half of 1999.The Value Line Mutual Fund Survey. These increases were partly 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$4,371,000 were 1%6% above last year's expenses of $2,187,000.$4,114,000. 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$2,214,000 for the threesix months ended JulyOctober 31, 2000 compared to income of $1,185,000$2,396,000 during last fiscal year. 14The Value Line trading portfolio outperformed the Standard and Poor's 500 Market Index by 2% during the six month period ended October 31, 2000, compared to 6% during the same period last year. As a result of the higher invested cash position of the Company, dividend income from the Value Line mutual funds increased 56% from the level during the first six months of fiscal 2000. 15 VALUE LINE, INC. SIGNATURESSignatures Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Form 10-Q10Q report for the period ended JulyOctober 31, 2000 to be signed on its behalf by the undersigned thereunto duly authorized. Value Line, Inc. (Registrant) Date: September 14,December 15, 2000 By: /s/s/ Jean Bernhard Buttner ------------------------------------------------------------------------------ Jean Bernhard Buttner Chairman & Chief Executive Officer Date: September 14,December 15, 2000 By: /s/ s/Stephen R. Anastasio ------------------------------------------------------------------------------ Stephen R. Anastasio Chief Accounting Officer 16