EXHIBIT 99.2
WebMD CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data, unaudited)
| | | | | | | | | |
| | | Three Months Ended |
| | | March 31, |
| | |
|
| | | 2003 | | 2002 |
| | |
| |
|
Revenue | | $ | 234,743 | | | $ | 225,873 | |
Costs and expenses: | | | | | | | | |
| Cost of operations | | | 134,380 | | | | 138,531 | |
| Development and engineering | | | 11,012 | | | | 10,868 | |
| Sales, marketing, general and administrative | | | 70,070 | | | | 79,366 | |
| Depreciation and amortization | | | 27,976 | | | | 32,759 | |
| Restructuring and integration charge (benefit) | | | — | | | | (3,750 | ) |
| Gain on investments | | | 183 | | | | — | |
| Interest income | | | 5,055 | | | | 3,140 | |
| Interest expense | | | 2,921 | | | | 141 | |
| | |
| | | |
| |
Income (loss) before income tax (benefit) provision | | | (6,378 | ) | | | (28,902 | ) |
| Income tax (benefit) provision | | | 980 | | | | 700 | |
| | |
| | | |
| |
Net income (loss) | | $ | (7,358 | ) | | $ | (29,602 | ) |
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| | | |
| |
Basic and diluted net income (loss) per common share | | $ | (0.02 | ) | | $ | (0.09 | ) |
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| | | |
| |
Weighted-average shares outstanding used in computing basic and diluted net income (loss) per common share | | | 302,892 | | | | 311,668 | |
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WebMD CORPORATION
CONSOLIDATED SEGMENT INFORMATION
(In thousands, except per share data, unaudited)
| | | | | | | | | |
| | | Three Months Ended |
| | | March 31, |
| | |
|
| | | 2003 | | 2002 |
| | |
| |
|
Revenues | | | | | | | | |
| Transaction services | | $ | 115,493 | | | $ | 117,927 | |
| Physician services | | | 72,011 | | | | 66,089 | |
| Portal services | | | 22,180 | | | | 17,134 | |
| Plastic technologies | | | 30,538 | | | | 29,541 | |
| Inter-segment eliminations | | | (5,479 | ) | | | (4,818 | ) |
| | | |
| | | |
| |
| | $ | 234,743 | | | $ | 225,873 | |
| | | |
| | | |
| |
Income (loss) before taxes, restructuring, non-cash and other items | | | | | | | | |
| Transaction services | | $ | 24,051 | | | $ | 17,538 | |
| Physician services | | | 6,297 | | | | 6,252 | |
| Portal services | | | 4,018 | | | | (4,837 | ) |
| Plastic technologies | | | 7,280 | | | | 7,598 | |
| Corporate | | | (12,462 | ) | | | (14,607 | ) |
| Interest income | | | 5,055 | | | | 3,140 | |
| Interest expense | | | (2,921 | ) | | | (141 | ) |
| | | |
| | | |
| |
| | $ | 31,318 | | | $ | 14,943 | |
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| | | |
| |
| Basic and diluted income (loss) per common share before taxes, restructuring, non-cash and other items (a) | | $ | 0.10 | | | $ | 0.05 | |
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| |
Taxes, restructuring, non-cash and other items(b) | | | | | | | | |
| Depreciation and amortization | | $ | (27,976 | ) | | $ | (32,759 | ) |
| Amortization of prepaid content and services (included in cost of operations) | | | — | | | | (974 | ) |
| Amortization of prepaid content and services (included in sales, marketing, general and administrative) | | | (6,146 | ) | | | (6,286 | ) |
| Non-cash stock compensation (included in sales, marketing, general and administrative) | | | (3,757 | ) | | | (7,576 | ) |
| Restructuring and integration (charge) benefit | | | — | | | | 3,750 | |
| Income tax benefit (provision) | | | (980 | ) | | | (700 | ) |
| Gain on investments | | | 183 | | | | — | |
| | | |
| | | |
| |
Net income (loss) | | $ | (7,358 | ) | | $ | (29,602 | ) |
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| | | |
| |
Basic and diluted net income (loss) per common share | | $ | (0.02 | ) | | $ | (0.09 | ) |
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(a) Basic and diluted income (loss) per common share before taxes, restructuring, non-cash and other items is based on the weighted average shares outstanding used in computing basic and diluted net income (loss) per common share.
(b) Reconciliation of income (loss) before taxes, restructuring, non-cash and other items to net income (loss).
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WebMD CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
| | | | | | | | | | |
| | | | March 31, | | December 31, |
| | | | 2003 | | 2002 |
| | | |
| |
|
| | | | (Unaudited) | | | | |
Assets | | | | | | | | |
Cash and cash equivalents | | $ | 252,652 | | | $ | 179,541 | |
Short-term investments | | | 214,276 | | | | 10,888 | |
Accounts receivable, net | | | 176,571 | | | | 170,467 | |
Inventory | | | 18,489 | | | | 18,804 | |
Current portion of prepaid content and distribution services | | | 25,660 | | | | 25,406 | |
Other current assets | | | 18,447 | | | | 26,197 | |
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| | | |
| |
| | Total current assets | | | 706,095 | | | | 431,303 | |
|
Marketable debt securities | | | 218,602 | | | | 449,289 | |
Marketable equity securities | | | 7,407 | | | | 7,427 | |
Property and equipment, net | | | 91,714 | | | | 94,737 | |
Prepaid content and distribution services | | | 42,324 | | | | 48,532 | |
Goodwill | | | 629,217 | | | | 629,055 | |
Intangible assets, net | | | 58,989 | | | | 79,536 | |
Other assets | | | 26,240 | | | | 26,369 | |
| | |
| | | |
| |
| | $ | 1,780,588 | | | $ | 1,766,248 | |
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| | | |
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Liabilities and Stockholders’ Equity | | | | | | | | |
Accounts payable | | $ | 11,711 | | | $ | 11,494 | |
Accrued expenses | | | 207,992 | | | | 212,600 | |
Deferred revenue | | | 85,365 | | | | 81,179 | |
Current portion of long-term debt | | | 6,546 | | | | 6,546 | |
| | |
| | | |
| |
| Total current liabilities | | | 311,614 | | | | 311,819 | |
|
Convertible subordinated notes | | | 300,000 | | | | 300,000 | |
Other long-term liabilities | | | 605 | | | | 628 | |
| | | | | | | | | | |
Stockholders’ equity | | | 1,168,369 | | | | 1,153,801 | |
| | |
| | | |
| |
| | $ | 1,780,588 | | | $ | 1,766,248 | |
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3
WebMD CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands, unaudited)
| | | | | | | | | | | | |
| | | | | | Three Months Ended |
| | | | | | March 31, |
| | | | | |
|
| | | | | | 2003 | | 2002 |
| | | | | |
| |
|
Cash flows from operating activities: | | | | | | | | |
| Net income (loss) | | $ | (7,358 | ) | | $ | (29,602 | ) |
| Adjustments to reconcile net income (loss) to net cash provided by operating activities: | | | | | | | | |
| | Depreciation and amortization | | | 27,976 | | | | 32,759 | |
| | Amortization of debt issuance costs | | | 375 | | | | — | |
| | Non-cash content and distribution services | | | 6,146 | | | | 7,260 | |
| | Non-cash stock based compensation | | | 3,757 | | | | 7,576 | |
| | Gain on investments | | | (183 | ) | | | — | |
| | Changes in operating assets and liabilities: | | | | | | | | |
| | | Accounts receivable | | | (6,074 | ) | | | (1,692 | ) |
| | | Inventory | | | 315 | | | | (1,894 | ) |
| | | Prepaid content and distribution services | | | (191 | ) | | | (1,649 | ) |
| | | Other, net | | | 9,495 | | | | 807 | |
| | | Accounts payable | | | 190 | | | | (3,389 | ) |
| | | Accrued expenses | | | (4,610 | ) | | | 10,049 | |
| | | Deferred revenue | | | 4,112 | | | | 8,393 | |
| | | |
| | | |
| |
| | | | Net cash provided by (used in) operating activities | | | 33,950 | | | | 28,618 | |
|
Cash flows from investing activities: | | | | | | | | |
| Proceeds from maturities of available-for-sale securities | | | 801 | | | | 79,248 | |
| Proceeds from maturities and redemptions of held-to-maturity securities | | | 101,919 | | | | 1,055 | |
| Purchases of available-for-sale securities | | | (1,164 | ) | | | — | |
| Purchases of held-to-maturity securities | | | (75,119 | ) | | | (156,714 | ) |
| Purchases of property and equipment | | | (4,022 | ) | | | (5,753 | ) |
| Cash paid in business combinations, net of cash acquired | | | (344 | ) | | | (1,142 | ) |
| | | |
| | | |
| |
| | | | Net cash provided by (used in) investing activities | | | 22,071 | | | | (83,306 | ) |
|
Cash flows from financing activities: | | | | | | | | |
| Proceeds from issuance of common stock | | | 17,025 | | | | 5,351 | |
| Payments of notes payable and other | | | (19 | ) | | | (645 | ) |
| Redemption of Series B Preferred Stock | | | — | | | | (10,000 | ) |
| Purchases of treasury stock | | | (93 | ) | | | — | |
| | | |
| | | |
| |
| | | | Net cash provided by (used in) financing activities | | | 16,913 | | | | (5,294 | ) |
|
Effect of exchange rates on cash | | | 177 | | | | (121 | ) |
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| |
Net increase (decrease) in cash and cash equivalents | | | 73,111 | | | | (60,103 | ) |
Cash and cash equivalents at beginning of period | | | 179,541 | | | | 286,273 | |
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Cash and cash equivalents at end of period | | $ | 252,652 | | | $ | 226,170 | |
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