EXHIBIT 99.1
| Contact: | Edward J. Fletcher | |
| Chief Financial Officer | ||
| (203) 353-0383 |
i3 MOBILE REPORTS THIRD QUARTER RESULTS
Updates Status of Merger Transaction
STAMFORD, Conn., November 12, 2003 – i3 Mobile, Inc. (NASDAQ: IIIM), today announced financial results for the third quarter ended September 30, 2003, and updated the status of its proposed merger with ACE*COMM Corporation.
i3 Mobile reported a net loss for the three and nine months ended September 30, 2003 of $1.3 million and $9.1 million, respectively, or $0.07 and $0.45 per share, versus the three and the nine months ended September 30, 2002 net loss of $14.8 million and $36.8 million, respectively, or $0.72 and $1.72 per share.
As of September 30, 2003, i3 Mobile had cash on-hand and cash less current liabilities of approximately $10.4 million and $9.0 million, respectively.
On September 12, 2003, the Company entered into a merger agreement with ACE*COMM Corporation (NASDAQ: ACEC), a global provider of advanced convergent mediation products and enterprise telemanagement software applications, which are employed in wired and wireless networks that deliver voice, data, mixed media and Internet communications, providing customers the ability to capture, secure, validate, and enhance data from multiple networks and technologies. On October 28, 2003, i3 Mobile and ACE*COMM amended the merger agreement. The merger is subject to the approval of the merger agreement, as amended, by the stockholders of i3 Mobile and the approval of the issuance of the ACE*COMM common stock in connection with the merger by the stockholders of ACE*COMM. If such transaction is consummated, i3 Mobile stockholders will receive 0.1876 shares of ACE*COMM common stock for each share of i3 Mobile common stock. The exchange ratio was determined pursuant to a formula valuing
ACE*COMM’s common stock at market value less a discount and valuing i3 Mobile at an amount equal to its cash, net of specified liabilities and commitments at the closing of the merger. J. William Grimes, Chairman of the Board and interim Chief Executive Officer of i3 Mobile said, “I am pleased to report that with the mailing of the merger proxy statement to our shareholders earlier this month, i3 Mobile is hopefully now in the final stages of consummating this merger with ACE*COMM.”
i3 Mobile has called a special meeting of its stockholders to vote upon the proposal to adopt the merger agreement, as amended, and approve the merger with ACE*COMM for December 5, 2003.
About i3 Mobile
On March 25, 2003, i3 Mobile announced that it had terminated operation of its premium mobile subscription information, communication service and other businesses and taken other cost saving measures to continue to reduce recurring operating losses, manage cash resources and working capital and facilitate a potential transaction.
i3 Mobile Safe Harbor Disclaimer
This news release may be deemed to include forward-looking statements as defined by applicable U.S. law and, as a result, may involve risks, uncertainties and assumptions that could cause actual results to differ materially from those in such forward-looking statements. The words “believe,” “expect,” “intend,” “anticipate,” variations of such words, and similar expressions identify forward-looking statements, but their absence does not mean that the statement is not forward-looking. These statements are not guarantees of future performance and are subject to certain risks, uncertainties and assumptions that are difficult to predict. Factors that could affect i3 Mobile’s actual results in the short term include the ability to consummate a transaction with ACE*COMM or another acquisition candidate or other investment opportunity, and i3 Mobile’s ability to manage its limited cash resources until it is able to do so. Although i3 Mobile’s management believes that the assumptions made and expectations reflected in the forward-looking statements are reasonable, there is no assurance that the underlying assumptions will in fact prove to be correct or that actual results will be different from the expectations expressed herein. A more detailed description of certain factors that could affect actual results are those discussed in i3 Mobile’s Annual Report on Form 10-K and its quarterly reports on Forms 10-Q. i3 Mobile undertakes no obligation to update publicly any forward-looking statements or reflect new information, events or circumstances after the date of this release or to reflect the occurrence of unanticipated events.
TABLES FOLLOW
i3 MOBILE, INC.
CONSOLIDATED BALANCE SHEET
(IN THOUSANDS, EXCEPT SHARE DATA)
September 30, 2003 | December 31, 2002 | |||||||
| ASSETS | ||||||||
Current assets: | ||||||||
Cash and cash equivalents | $ | 10,355 | $ | 20,572 | ||||
Accounts receivable, net of allowances | — | 138 | ||||||
Prepaid expenses and other current assets | 521 | 558 | ||||||
Total current assets | 10,876 | 21,268 | ||||||
Fixed assets, net | 181 | 1,765 | ||||||
Deposits and other non-current assets | 325 | 334 | ||||||
Total assets | $ | 11,382 | $ | 23,367 | ||||
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||||
Current liabilities: | ||||||||
Accounts payable and accrued liabilities | $ | 1,420 | $ | 4,328 | ||||
Total liabilities | 1,420 | 4,328 | ||||||
Stockholders’ equity: | ||||||||
Common stock | 248 | 248 | ||||||
Additional paid-in capital | 166,983 | 166,945 | ||||||
Accumulated deficit. | (149,632 | ) | (140,517 | ) | ||||
Treasury stock at cost | (7,637 | ) | (7,637 | ) | ||||
Stockholders’ equity | 9,962 | 19,039 | ||||||
Total liabilities and stockholders’ equity | $ | 11,382 | $ | 23,367 | ||||
i3 MOBILE, INC.
CONSOLIDATED STATEMENT OF OPERATIONS
(IN THOUSANDS)
| THREE MONTHS ENDED | NINE MONTHS ENDED | |||||||||||||||
September 30, 2003 | September 30, 2002 | September 30, 2003 | September 30, 2002 | |||||||||||||
Net revenue | $ | — | $ | 899 | $ | 267 | $ | 2,597 | ||||||||
Expenses: | ||||||||||||||||
Operating | — | 1,682 | 1,198 | 5,237 | ||||||||||||
Sales and marketing | — | 2,078 | 568 | 11,539 | ||||||||||||
Product development | — | 1,377 | 1,150 | 4,217 | ||||||||||||
General and administrative | 1,368 | 3,971 | 6,064 | 12,200 | ||||||||||||
Long-lived asset impairment | — | 6,731 | 516 | 6,731 | ||||||||||||
Total expenses | 1,368 | 15,839 | 9,496 | 39,924 | ||||||||||||
Operating loss | (1,368 | ) | (14,940 | ) | (9,229 | ) | (37,327 | ) | ||||||||
Interest income, net | (27 | ) | (112 | ) | (114 | ) | (517 | ) | ||||||||
Net loss | $ | (1,341 | ) | $ | (14,828 | ) | $ | (9,115 | ) | $ | (36,810 | ) | ||||
Net loss per share – basic and diluted | $ | (0.07 | ) | $ | (0.72 | ) | $ | (0.45 | ) | $ | (1.72 | ) | ||||
Shares used in computing net loss per share | 20,116 | 20,471 | 20,116 | 21,345 | ||||||||||||
