Exhibit 99.2
WebMD CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data, unaudited)
| | | | | | | | |
| | Three Months Ended | |
| | March 31, | |
| | 2005 | | | 2004 | |
Revenue | | $ | 303,934 | | | $ | 271,214 | |
Costs and expenses: | | | | | | | | |
Cost of operations | | | 172,163 | | | | 162,642 | |
Development and engineering | | | 14,640 | | | | 11,096 | |
Sales, marketing, general and administrative | | | 82,137 | | | | 76,994 | |
Depreciation and amortization | | | 16,504 | | | | 12,585 | |
Legal expense | | | 4,160 | | | | 2,037 | |
Loss on investments | | | 3,832 | | | | 84 | |
Interest income | | | 4,321 | | | | 5,483 | |
Interest expense | | | 4,781 | | | | 4,748 | |
Other income, net | | | — | | | | 121 | |
| | | | | | |
Income before income tax provision | | | 10,038 | | | | 6,632 | |
Income tax provision | | | 189 | | | | 931 | |
| | | | | | |
Net income | | $ | 9,849 | | | $ | 5,701 | |
| | | | | | |
Net income per common share: | | | | | | | | |
Basic | | $ | 0.03 | | | $ | 0.02 | |
| | | | | | |
Diluted | | $ | 0.03 | | | $ | 0.02 | |
| | | | | | |
Weighted-average shares outstanding used in computing net income per common share: | | | | | | | | |
Basic | | | 325,334 | | | | 311,011 | |
| | | | | | |
Diluted | | | 335,689 | | | | 327,402 | |
| | | | | | |
WebMD CORPORATION
CONSOLIDATED SEGMENT INFORMATION
(In thousands, except per share data, unaudited)
| | | | | | | | |
| | Three Months Ended | |
| | March 31, | |
| | 2005 | | | 2004 | |
Revenues | | | | | | | | |
WebMD Business Services | | $ | 185,733 | | | $ | 163,779 | |
WebMD Practice Services | | | 73,018 | | | | 71,006 | |
WebMD Health | | | 33,575 | | | | 26,309 | |
Porex | | | 19,856 | | | | 18,421 | |
Inter-segment eliminations | | | (8,248 | ) | | | (8,301 | ) |
| | | | | | |
| | $ | 303,934 | | | $ | 271,214 | |
| | | | | | |
Income before taxes, non-cash and other items | | | | | | | | |
WebMD Business Services | | $ | 38,253 | | | $ | 29,850 | |
WebMD Practice Services | | | 4,397 | | | | 1,351 | |
WebMD Health | | | 4,851 | | | | 4,542 | |
Porex | | | 5,397 | | | | 5,042 | |
Corporate | | | (13,626 | ) | | | (13,305 | ) |
Interest income | | | 4,321 | | | | 5,483 | |
Interest expense | | | (4,781 | ) | | | (4,748 | ) |
| | | | | | |
| | | 38,812 | | | | 28,215 | |
Basic income per common share before taxes, non-cash and other items (a) | | $ | 0.12 | | | $ | 0.09 | |
| | | | | | |
Diluted income per common share before taxes, non-cash and other items (a) | | $ | 0.12 | | | $ | 0.09 | |
| | | | | | |
|
Taxes, non-cash and other items (b) | | | | | | | | |
Depreciation and amortization | | | (16,504 | ) | | | (12,585 | ) |
Amortization of prepaid content and services (included in cost of operations) | | | — | | | | (255 | ) |
Amortization of prepaid content and services (included in sales, marketing, general and administrative) | | | (2,627 | ) | | | (5,038 | ) |
Non-cash stock compensation (included in sales, marketing, general and administrative) | | | (1,651 | ) | | | (1,705 | ) |
Legal expense | | | (4,160 | ) | | | (2,037 | ) |
Loss on investments | | | (3,832 | ) | | | (84 | ) |
Income tax provision | | | (189 | ) | | | (931 | ) |
Other income, net | | | — | | | | 121 | |
| | | | | | |
Net income | | $ | 9,849 | | | $ | 5,701 | |
| | | | | | |
Net income per common share: | | | | | | | | |
Basic | | $ | 0.03 | | | $ | 0.02 | |
| | | | | | |
Diluted | | $ | 0.03 | | | $ | 0.02 | |
| | | | | | |
Weighted-average shares outstanding used in computing net income per common share: | | | | | | | | |
Basic | | | 325,334 | | | | 311,011 | |
| | | | | | |
Diluted | | | 335,689 | | | | 327,402 | |
| | | | | | |
(a) | | Basic and diluted income per common share before taxes, non-cash and other items are based on the weighted-average shares outstanding used in computing basic and diluted income per common share. |
|
(b) | | Reconciliation of income before taxes, non-cash and other items to net income. |
WebMD CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, unaudited)
| | | | | | | | |
| | March 31, | | | December 31, | |
| | 2005 | | | 2004 | |
Assets | | | | | | | | |
Cash and cash equivalents | | $ | 42,754 | | | $ | 46,019 | |
Short-term investments | | | 130,690 | | | | 61,675 | |
Accounts receivable, net | | | 231,450 | | | | 214,437 | |
Inventory | | | 13,844 | | | | 13,978 | |
Prepaid expenses and other current assets | | | 38,421 | | | | 40,613 | |
| | | | | | |
Total current assets | | | 457,159 | | | | 376,722 | |
|
Marketable debt securities | | | 396,220 | | | | 511,864 | |
Marketable equity securities | | | 3,331 | | | | 4,017 | |
Property and equipment, net | | | 93,778 | | | | 89,677 | |
Goodwill | | | 1,030,948 | | | | 1,010,564 | |
Intangible assets, net | | | 263,074 | | | | 260,509 | |
Other assets | | | 45,815 | | | | 48,871 | |
| | | | | | |
| | $ | 2,290,325 | | | $ | 2,302,224 | |
| | | | | | |
Liabilities and Stockholders’ Equity | | | | | | | | |
Accounts payable | | $ | 8,423 | | | $ | 17,366 | |
Accrued expenses | | | 161,588 | | | | 201,528 | |
Deferred revenue | | | 122,866 | | | | 109,533 | |
| | | | | | |
Total current liabilities | | | 292,877 | | | | 328,427 | |
|
Convertible subordinated notes | | | 649,999 | | | | 649,999 | |
Other long-term liabilities | | | 1,236 | | | | 1,283 | |
|
Convertible redeemable exchangeable preferred stock | | | 98,357 | | | | 98,299 | |
|
Stockholders’ equity | | | 1,247,856 | | | | 1,224,216 | |
| | | | | | |
| | $ | 2,290,325 | | | $ | 2,302,224 | |
| | | | | | |
WebMD CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands, unaudited)
| | | | | | | | |
| | Three Months Ended | |
| | March 31, | |
| | 2005 | | | 2004 | |
Cash flows from operating activities: | | | | | | | | |
Net income | | $ | 9,849 | | | $ | 5,701 | |
Adjustments to reconcile net income to net cash provided by operating activities: | | | | | | | | |
Depreciation and amortization | | | 16,504 | | | | 12,585 | |
Amortization of debt issuance costs | | | 726 | | | | 746 | |
Non-cash content and distribution services | | | 2,627 | | | | 5,293 | |
Non-cash stock-based compensation | | | 1,651 | | | | 1,705 | |
Bad debt expense | | | 2,283 | | | | 1,472 | |
Loss on investments | | | 3,832 | | | | 84 | |
Gain on sale of property and equipment | | | — | | | | (121 | ) |
Changes in operating assets and liabilities: | | | | | | | | |
Accounts receivable | | | (17,554 | ) | | | (2,778 | ) |
Inventory | | | 134 | | | | 202 | |
Prepaid expenses and other, net | | | 2,931 | | | | 6,337 | |
Accounts payable | | | (8,631 | ) | | | (1,548 | ) |
Accrued expenses | | | (106 | ) | | | (3,177 | ) |
Deferred revenue | | | 8,711 | | | | 3,155 | |
| | | | | | |
Net cash provided by operating activities | | | 22,957 | | | | 29,656 | |
Cash flows from investing activities: | | | | | | | | |
Proceeds from maturities and sales of available-for-sale securities | | | 45,846 | | | | 464,352 | |
Purchases of available-for-sale securities | | | (2,550 | ) | | | (285,351 | ) |
Purchases of property and equipment | | | (11,892 | ) | | | (6,568 | ) |
Proceeds received from sale of property and equipment | | | 400 | | | | 417 | |
Cash paid in business combinations, net of cash acquired | | | (70,775 | ) | | | (70 | ) |
| | | | | | |
Net cash (used in) provided by investing activities | | | (38,971 | ) | | | 172,780 | |
Cash flows from financing activities: | | | | | | | | |
Proceeds from issuance of common stock | | | 13,170 | | | | 10,885 | |
Net proceeds from issuance of preferred shares | | | — | | | | 98,115 | |
Payments of notes payable and other | | | (63 | ) | | | (95 | ) |
Purchases of treasury stock | | | — | | | | (4,877 | ) |
| | | | | | |
Net cash provided by financing activities | | | 13,107 | | | | 104,028 | |
Effect of exchange rates on cash | | | (358 | ) | | | (194 | ) |
| | | | | | |
Net (decrease) increase in cash and cash equivalents | | | (3,265 | ) | | | 306,270 | |
Cash and cash equivalents at beginning of period | | | 46,019 | | | | 39,648 | |
| | | | | | |
Cash and cash equivalents at end of period | | $ | 42,754 | | | $ | 345,918 | |
| | | | | | |