EXHIBIT 99.3
WebMD CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data, unaudited)
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| | | Three Months Ended | | Six Months Ended |
| | | June 30, | | June 30, |
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| | | 2003 | | 2002 | | 2003 | | 2002 |
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Revenue | | $ | 246,471 | | | $ | 227,644 | | | $ | 481,214 | | | $ | 453,517 | |
Costs and expenses: | | | | | | | | | | | | | | | | |
| Cost of operations | | | 143,582 | | | | 135,648 | | | | 277,962 | | | | 274,179 | |
| Development and engineering | | | 10,490 | | | | 11,113 | | | | 21,502 | | | | 21,981 | |
| Sales, marketing, general and administrative | | | 71,724 | | | | 76,511 | | | | 141,794 | | | | 155,877 | |
| Depreciation and amortization | | | 16,016 | | | | 33,033 | | | | 43,992 | | | | 65,792 | |
| Impairment of long-lived assets | | | 33,113 | | | | 609 | | | | 33,113 | | | | 609 | |
| Restructuring and integration charge (benefit) | | | — | | | | 1,160 | | | | — | | | | (2,590 | ) |
| Other income | | | 1,118 | | | | 5,866 | | | | 1,301 | | | | 5,866 | |
| Interest income | | | 4,994 | | | | 6,022 | | | | 10,049 | | | | 9,162 | |
| Interest expense | | | 2,927 | | | | 2,954 | | | | 5,848 | | | | 3,095 | |
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Loss before income tax provision | | | (25,269 | ) | | | (21,496 | ) | | | (31,647 | ) | | | (50,398 | ) |
| Income tax provision | | | 1,001 | | | | 713 | | | | 1,981 | | | | 1,413 | |
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Net loss | | $ | (26,270 | ) | | $ | (22,209 | ) | | $ | (33,628 | ) | | $ | (51,811 | ) |
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Basic and diluted net loss per common share | | $ | (0.09 | ) | | $ | (0.07 | ) | | $ | (0.11 | ) | | $ | (0.17 | ) |
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Weighted-average shares outstanding used in computing basic and diluted net loss per common share | | | 304,001 | | | | 309,462 | | | | 303,447 | | | | 310,565 | |
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WebMD CORPORATION
CONSOLIDATED SEGMENT INFORMATION
(In thousands, except per share data, unaudited)
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| | | Three Months Ended | | Six Months Ended |
| | | June 30, | | June 30, |
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|
| | | 2003 | | 2002 | | 2003 | | 2002 |
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Revenues | | | | | | | | | | | | | | | | |
| Transaction services | | $ | 118,021 | | | $ | 117,204 | | | $ | 233,514 | | | $ | 235,131 | |
| Physician services | | | 76,797 | | | | 66,068 | | | | 148,808 | | | | 132,157 | |
| Portal services | | | 26,538 | | | | 18,006 | | | | 48,718 | | | | 35,140 | |
| Plastic technologies | | | 31,649 | | | | 31,509 | | | | 62,187 | | | | 61,050 | |
| Inter-segment eliminations | | | (6,534 | ) | | | (5,143 | ) | | | (12,013 | ) | | | (9,961 | ) |
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| | $ | 246,471 | | | $ | 227,644 | | | $ | 481,214 | | | $ | 453,517 | |
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Income (loss) before taxes, restructuring, non-cash and other items | | | | | | | | | | | | | | | | |
| Transaction services | | $ | 22,342 | | | $ | 18,264 | | | $ | 46,393 | | | $ | 35,802 | |
| Physician services | | | 6,359 | | | | 6,234 | | | | 12,656 | | | | 12,486 | |
| Portal services | | | 6,192 | | | | (2,219 | ) | | | 10,210 | | | | (7,056 | ) |
| Plastic technologies | | | 7,967 | | | | 8,197 | | | | 15,247 | | | | 15,795 | |
| Corporate | | | (12,381 | ) | | | (12,641 | ) | | | (24,843 | ) | | | (27,248 | ) |
| Interest income | | | 4,994 | | | | 6,022 | | | | 10,049 | | | | 9,162 | |
| Interest expense | | | (2,927 | ) | | | (2,954 | ) | | | (5,848 | ) | | | (3,095 | ) |
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| | $ | 32,546 | | | $ | 20,903 | | | $ | 63,864 | | | $ | 35,846 | |
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| Basic and diluted income per common share before taxes, restructuring, non-cash and other items (a) | | $ | 0.11 | | | $ | 0.07 | | | $ | 0.21 | | | $ | 0.12 | |
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Taxes, restructuring, non-cash and other items (b) | | | | | | | | | | | | | | | | |
| Depreciation and amortization | | $ | (16,016 | ) | | $ | (33,033 | ) | | $ | (43,992 | ) | | $ | (65,792 | ) |
| Amortization of prepaid content and services (included in cost of operations) | | | (827 | ) | | | (750 | ) | | | (827 | ) | | | (1,724 | ) |
| Amortization of prepaid content and services (included in sales, marketing, general and administrative) | | | (5,176 | ) | | | (5,399 | ) | | | (11,322 | ) | | | (11,685 | ) |
| Non-cash stock compensation (included in sales, marketing, general and administrative) | | | (3,801 | ) | | | (7,314 | ) | | | (7,558 | ) | | | (14,890 | ) |
| Impairment of long-lived assets | | | (33,113 | ) | | | (609 | ) | | | (33,113 | ) | | | (609 | ) |
| Restructuring and integration (charge) benefit | | | — | | | | (1,160 | ) | | | — | | | | 2,590 | |
| Income tax provision | | | (1,001 | ) | | | (713 | ) | | | (1,981 | ) | | | (1,413 | ) |
| Other income | | | 1,118 | | | | 5,866 | | | | 1,301 | | | | 5,866 | |
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Net loss | | $ | (26,270 | ) | | $ | (22,209 | ) | | $ | (33,628 | ) | | $ | (51,811 | ) |
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| Basic and diluted net loss per common share | | $ | (0.09 | ) | | $ | (0.07 | ) | | $ | (0.11 | ) | | $ | (0.17 | ) |
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| Weighted-average shares outstanding used in computing basic and diluted net loss per common share | | | 304,001 | | | | 309,462 | | | | 303,447 | | | | 310,565 | |
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(a) | | Basic and diluted income 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 loss per common share. |
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(b) | | Reconciliation of income before taxes, restructuring, non-cash and other items to net loss. |
WebMD CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
| | | | | | | | | | |
| | | | June 30, | | December 31, |
| | | | 2003 | | 2002 |
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| | | | (Unaudited) |
Assets | | | | | | | | |
Cash and cash equivalents | | $ | 461,530 | | | $ | 179,541 | |
Short-term investments | | | 216,060 | | | | 10,888 | |
Accounts receivable, net | | | 178,357 | | | | 170,467 | |
Inventory | | | 19,724 | | | | 18,804 | |
Current portion of prepaid content and distribution services | | | 24,944 | | | | 25,406 | |
Other current assets | | | 21,180 | | | | 26,197 | |
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| | Total current assets | | | 921,795 | | | | 431,303 | |
Marketable debt securities | | | 268,222 | | | | 449,289 | |
Marketable equity securities | | | 7,504 | | | | 7,427 | |
Property and equipment, net | | | 89,160 | | | | 94,737 | |
Prepaid content and distribution services | | | 37,290 | | | | 48,532 | |
Goodwill | | | 615,488 | | | | 629,055 | |
Intangible assets, net | | | 50,051 | | | | 79,536 | |
Other assets | | | 35,801 | | | | 26,369 | |
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| | $ | 2,025,311 | | | $ | 1,766,248 | |
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Liabilities and Stockholders’ Equity | | | | | | | | |
Accounts payable | | $ | 13,880 | | | $ | 11,494 | |
Accrued expenses | | | 186,280 | | | | 212,600 | |
Deferred revenue | | | 86,588 | | | | 81,179 | |
Current portion of long-term debt | | | — | | | | 6,546 | |
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| Total current liabilities | | | 286,748 | | | | 311,819 | |
Convertible subordinated notes | | | 599,999 | | | | 300,000 | |
Other long-term liabilities | | | 631 | | | | 628 | |
Stockholders’ equity | | | 1,137,933 | | | | 1,153,801 | |
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| | $ | 2,025,311 | | | $ | 1,766,248 | |
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WebMD CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands, unaudited)
| | | | | | | | | | | |
| | | | | Six Months Ended |
| | | | | June 30, |
| | | | |
|
| | | | | 2003 | | 2002 |
| | | | |
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Cash flows from operating activities: | | | | | | | | |
Net loss | | $ | (33,628 | ) | | $ | (51,811 | ) |
Adjustments to reconcile net loss to net cash provided by operating activities: | | | | | | | | |
| Depreciation and amortization | | | 43,992 | | | | 65,792 | |
| Impairment of long-lived assets | | | 33,113 | | | | 609 | |
| Amortization of debt issuance costs | | | 774 | | | | 374 | |
| Non-cash content and distribution services | | | 12,149 | | | | 13,409 | |
| Non-cash stock-based compensation | | | 7,558 | | | | 14,890 | |
| Non-cash portion of restructuring and integration charge | | | — | | | | 617 | |
| Gain on investments | | | (183 | ) | | | (5,866 | ) |
| Changes in operating assets and liabilities: | | | | | | | | |
| | Accounts receivable | | | (5,262 | ) | | | 2,097 | |
| | Inventory | | | (920 | ) | | | 1,481 | |
| | Prepaid content and distribution services | | | (445 | ) | | | (938 | ) |
| | Accounts payable | | | 1,827 | | | | (5,108 | ) |
| | Accrued expenses | | | (26,885 | ) | | | 1,210 | |
| | Deferred revenue | | | 478 | | | | 10,871 | |
| | Other, net | | | 4,751 | | | | (1,116 | ) |
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| | | Net cash provided by operating activities | | | 37,319 | | | | 46,511 | |
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Cash flows from investing activities: | | | | | | | | |
Proceeds from maturities and sales of available-for-sale securities | | | 2,631 | | | | 101,826 | |
Proceeds from maturities and redemptions of held-to-maturity securities | | | 102,919 | | | | 1,055 | |
Purchases of available-for-sale securities | | | (6,730 | ) | | | (201,565 | ) |
Purchases of held-to-maturity securities | | | (124,931 | ) | | | (246,072 | ) |
Purchases of property and equipment | | | (9,571 | ) | | | (14,370 | ) |
Cash paid in business combinations, net of cash acquired | | | (14,701 | ) | | | (2,924 | ) |
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| | | Net cash used in investing activities | | | (50,383 | ) | | | (362,050 | ) |
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Cash flows from financing activities: | | | | | | | | |
Proceeds from issuance of common stock | | | 28,578 | | | | 13,369 | |
Payments of notes payable and other | | | (6,563 | ) | | | (4,021 | ) |
Redemption of Series B Preferred Stock | | | — | | | | (10,000 | ) |
Purchases of treasury stock | | | (18,125 | ) | | | (88,747 | ) |
Net proceeds from issuance of convertible debt | | | 290,500 | | | | 292,000 | |
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| | | Net cash provided by financing activities | | | 294,390 | | | | 202,601 | |
Effect of exchange rates on cash | | | 663 | | | | 899 | |
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Net increase (decrease) in cash and cash equivalents | | | 281,989 | | | | (112,039 | ) |
Cash and cash equivalents at beginning of period | | | 179,541 | | | | 286,273 | |
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Cash and cash equivalents at end of period | | $ | 461,530 | | | $ | 174,234 | |
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