EXHIBIT 99.1 [THE DIALOG CORPORATION PLC LETTERHEAD] News Announcement For Immediate Release The Dialog Corporation Reports 1999 First Quarter Results; Chairman Mander Retires LONDON and CARY, N.C.--(BUSINESS WIRE)--May 28, 1999--The Dialog Corporation plc (Dialog) (NASDAQ:DIAL, LSE:DLG), a leading provider of Internet-based information, technology, and eCommerce solutions to the corporate market, today announced operating results for the three-month period ended March 31, 1999. (All figures are according to U.K. G.A.A.P. and have been converted from G.B.P. ((pound)) to U.S. dollars ($) for information purposes at the prevailing exchange rate on March 31, 1999 of (pound)1=$1.614). Financial Highlights - -- Q1 revenues of $68.9 million - 7.8% increase over Q4 1998 - -- Q1 operating costs (before depreciation and amortization) of $25.2 million reflect enhanced sales force and new eCommerce infrastructure - -- Q1 operating profit of $7.9 million achieved - -- Information Services division accounted for 97% of total revenues and demonstrated revenue growth of 7.6% over Q4 1998. The Division had its first sales of the newly developed Dialog Intranet Toolkit during the quarter - -- Web Solutions division sales were $1.6 million from established contracts with the BBC (British Broadcasting Corporation) and the DTI (UK Department of Trade and Industry), together with sales of Muscat search technology and corporate intranet sales - - eCommerce revenues were approximately $480,000 in the quarter; corporate customers increased 50% to 150 The first quarter operating results are in line with expectations and reflect the changes in pricing structure implemented in mid-1998. They also reflect investment in establishing our eCommerce infrastructure and the enhancement of our global sales force which commenced in Q4 1998. Debt Structure As announced last week, the Board is addressing the current debt structure of the Group so as to permit more effective use of business cash flows in the high growth market opportunities of Information Services, Web Solutions and eCommerce. The Board is currently actively engaged in discussions which, subject to their outcome, would result in a substantial alleviation of the current debt burden on the Group, with particular regard to interest costs and scheduled debt repayments. For the purpose of providing clarity to shareholders, discussions relating specifically to the current debt structure are separate from discussions relating to major strategic initiatives referred to below. Strategic Initiatives As previously announced on May 17, 1999 the Board is at an advanced stage in its discussions pertaining to major strategic initiatives and currently anticipates being in a position to make a further announcement in due course. Board Change After more than eleven years as Chairman and following recent heart surgery, Michael Mander is today stepping down as Chairman and has determined not to offer himself for re-election as a Director at the AGM in July. Michael became a Director of Dialog (previously M.A.I.D plc) in 1986 and Chairman in 1988. During this time he has played a key role in the growth and development of the Company. He has agreed to continue to support the Company as a consultant. Outlook Dialog continues to enjoy significant market opportunities which could deliver enhanced shareholder value were the Group to have a lower debt burden and be able to release cash funds into its chosen business areas. The Board continues to pursue relevant opportunities vigorously with the firm belief of delivering on shareholder expectations. Discussions continue on a number of fronts. The interest from third parties in these discussions is very encouraging and underscores the Board's belief in the inherent value of Dialog, its InfoSort technology and the vision of its management team in terms of delivering innovative solutions to information end-users. Allen Thomas, Deputy Chairman of Dialog Corporation Plc, commented: "1999 has commenced with a strong focus on the growth drivers of the business and the need to address the Group's current debt position. I am confident that significant progress is being made in addressing these issues and expect the Group to be delivering news of progress in the near future. "With regard to Michael Mander stepping down, the entire Board joins me in thanking Michael for his firm, patient leadership and wise counsel, and wishes him good health and happiness in the future. His experience and vision in guiding the Group has contributed strongly to its current market leadership position." This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, which are subject to the "safe harbor" created by those sections. The forward-looking statements can be identified by terminology such as "may," "will," "expect," "intend," "estimate," "anticipate," "inevitable," "believe" or "continue" or variations thereon, and include, among others, the launch dates of the Company's products noted above. The Company's actual results could differ materially from those discussed in the forward-looking statements as a result of certain factors, including, among others, those set forth under the caption "Risk Factors" in the Company's most recent Report on Form 20-F or generally in the Company's Reports on Form 6-K. The Company disclaims any obligation to update these forward-looking statements as a result of subsequent events. The Dialog Corporation plc Quarter ended March 31, 1999 Profit and loss account (unaudited) 1999 1998 ---- ---- $'000 $'000 Turnover 68,902 72,327 Cost of sales (29,327) (31,447) ------- ------- Gross profit 39,575 40,880 Distribution costs (7,931) (8,310) Administrative expenses (20,260) (19,211) Amortisation of development costs/goodwill (3,450) (2,329) Exceptional restructuring charges - (1,067) ------- ------- Operating profit 7,934 9,963 Net interest payable (7,248) (6,980) Profit on ordinary activities before taxation 686 2,983 Taxation on profit on ordinary activities (77) (333) -------- ------- Profit on ordinary activities after taxation 609 2,650 Minority equity interests 218 (187) -------- ------- Retained profit 827 2,463 ======== ======= Earnings per ADS (cents) 2.2 6.6 ADSs used in computing earnings per ADS (thousands) 37,885 37,562 The financial results set forth above represent the company's financial results under UK GAAP translated for convenience into US Dollars at the rate of US$:(pound) 1.6143 being the rate of exchange on March 31, 1999, the last trading day of the period. The Dialog Corporation plc March 31, 1999 Balance sheet (unaudited) March 31 December 31 1999 1998 $'000 $'000 FIXED ASSETS Intangible assets 40,796 37,377 Goodwill 12,299 12,391 Tangible assets 27,814 28,848 Investments 20,937 19,943 ------- ------- 101,846 98,559 ------- ------- CURRENT ASSETS Stocks 312 357 Debtors 75,838 69,061 Cash at bank and in hand 9,118 7,255 Assets held for resale - 1,601 ------- ------- 85,268 78,274 CREDITORS (amounts falling due within one year) (106,103) (94,993) ------- -------- NET CURRENT LIABILITIES (20,835) (16,719) ------- -------- TOTAL ASSETS LESS CURRENT LIABILITIES 81,011 81,840 CREDITORS (amounts falling due after more than one year) (230,892) (225,584) Provisions for liabilities and charges (6,012) (7,582) -------- -------- (155,893) (151,326) ======== ======== CAPITAL AND RESERVES Called up share capital 2,446 2,444 Share premium account 245,724 245,580 Shares to be issued 1,561 1,561 Profit and loss account (407,185) (402,650) -------- -------- Ordinary shareholders' funds (157,454) (153,065) Minority interest 1,561 1,739 -------- -------- Total shareholders' funds (155,893) (151,326) ======== ======== The financial results set forth above represent the Company's financial results under UK GAAP translated for convenience into US Dollars at the rate of US$:(pound) 1.6143 being the rate of exchange on March 31, 1999, the last trading day of the period. General These results are unaudited and do not constitute statutory accounts within the meaning of Section 240 of the Companies Act 1985. The financial statements for the year ended December 31, 1998 have not been audited by the Company's auditors, PricewaterhouseCoopers (formerly Price Waterhouse). The financial statements for the year ended December 31,1997 have been reported on by Price Waterhouse and delivered to the Registrar of Companies. The audit report was not qualified and neither did it contain any statements under Section 237 (2) or (3) of the Companies Act 1985. The unaudited results for the three months ended March 31, 1999 have been prepared in accordance with the accounting policies stated in the 1997 Annual Report and Accounts. CONTACT: The Dialog Corporation plc David Mattey, Chief Financial Officer 011 44 171 930 6900 or Kristian Talvitie, U.S. Investor Relations kristian_talvitie@dialog.com 212/381-1824 or Jaffoni & Collins Incorporated David C. Collins/Robert L. Rinderman dial@jcir.com 212/835-8500