ModusLink Global Solutions Inc – ‘8-K’ for 8/18/00 – EX-99.1

On:  Friday, 8/18/00, at 4:25pm ET   ·   For:  8/18/00   ·   Accession #:  927016-0-3092   ·   File #:  0-23262

in

this entire Filing. an “Entity” Search.

Show

Documents searched

and

each “hit”. the 1st “hit”.

↓↑Hints

Current Report   —   Form 8-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                         3     10K 
 2: EX-99.1     Unaudited Financial Statements of Ubid                 6     31K 

EX-99.1   —   Unaudited Financial Statements of Ubid

EX-99.1
1st Page of 6
TOC
↑Top
Previous
Next
↓Bottom
Just 1st
 
                                                                  Exhibit 99.1

Financial Statements                                                            

uBid, Inc.  
BALANCE SHEETS  
(in thousands, except share data) 

                                                        [Enlarge/Download Table]

                                                                                March 31,    December 31,
                                                                              ------------  -------------
                                                                                   2000         1999     
                                                                              ------------  -------------
ASSETS                                                                         (unaudited)               
                                                                                                         
Current assets:                                                                                          
Cash.........................................................................  $ 37,601      $ 51,544    
Restricted cash..............................................................        --         2,092    
Accounts receivable, net of allowances of $149 and $113, respectively........     6,369         3,615    
Merchandise inventories......................................................    19,238        15,098    
Prepaid expenses and other...................................................     2,924         2,374    
                                                                               --------      --------    
   Total current assets......................................................    66,132        74,723    
Fixed assets, net............................................................     6,238         4,543    
                                                                               --------      --------    
   Total assets..............................................................  $ 72,370      $ 79,266    
                                                                               ========      ========    

LIABILITIES AND STOCKHOLDERS' EQUITY                                                                     
Current liabilities:                                                                                     
Note payable.................................................................     3,331         3,331    
Accounts payable.............................................................  $ 23,497      $ 19,995    
Accrued marketing............................................................     3,867         4,753    
Accrued expenses and other current liabilities...............................     3,478         5,925    
                                                                               --------      --------    
   Total current liabilities.................................................    34,173        34,004    
Stockholders' equity (deficit):                                                                          
Preferred Stock; $.001 par value; 5,000,000 shares authorized; no shares                                 
 issued or outstanding.......................................................        --            --    

Common Stock; $.001 par value; 20,000,000 shares authorized;                                             
 11,667,966 and 11,543,842 shares issued and outstanding as of March 31,                                 
 2000 and December 31, 1999, respectively....................................         4             4    

Additional paid-in-capital...................................................    86,233        85,752    
Deferred compensation expense................................................    (4,020)       (4,517)   
Accumulated deficit..........................................................   (44,020)      (35,977)   
                                                                               --------      --------    
   Total stockholders' equity................................................    38,197        45,262    
                                                                               --------      --------    
   Total liabilities and stockholders' equity................................  $ 72,370      $ 79,266    
                                                                               ========      ========    

See notes to the financial statements 

EX-99.1
2nd Page of 6
TOC
1st
Previous
Next
↓Bottom
Just 2nd
uBid, Inc.  
STATEMENTS OF OPERATIONS  
(in thousands, except share data) 
(unaudited) 

                                                        [Enlarge/Download Table]

                                                                                         Three Months Ended      
                                                                                               March 31,         
                                                                                       2000               1999   
                                                                                  ------------------------------ 
                                                                                                                 
Net revenues..................................................................... $    85,859         $   34,314 
Cost of revenues.................................................................      77,471             31,337 
                                                                                  -----------         ---------- 
Gross profit.....................................................................       8,388              2,977 
Operating expenses:                                                                                              
   Sales and marketing...........................................................       7,392              2,660 
   Technology and development....................................................       1,774                644 
   General and administrative....................................................       6,692              2,341 
   Merger related expense........................................................         530                 -- 
   Stock option compensation.....................................................         497                885 
                                                                                  -----------         ---------- 
       Total operating expenses..................................................      16,885              6,530 
                                                                                  -----------         ---------- 
Loss from operations.............................................................      (8,497)            (3,553)
Interest income..................................................................         521                271 
Interest expense.................................................................         (67)               (70)
                                                                                  -----------         ---------- 
Net loss......................................................................... $    (8,043)        $   (3,352)
                                                                                  ===========         ========== 
Basic and diluted net loss per share............................................. $     (0.69)        $    (0.37)
                                                                                  ===========         ========== 
Shares used to compute basic and diluted net loss per share......................  11,593,801          9,146,883 

See notes to the financial statements 

EX-99.1
3rd Page of 6
TOC
1st
Previous
Next
↓Bottom
Just 3rd
uBid, Inc.  
STATEMENTS OF CASH FLOWS  
(unaudited, in thousands) 

                                                        [Enlarge/Download Table]

                                                                                        Three Months Ended      
                                                                                             March 31,          
                                                                                 ------------------------------ 
                                                                                   2000                  1999   
                                                                                 -------               -------- 
                                                                                                                
Cash flows from operating activities:                                                                           

   Net loss..................................................................... $ (8,043)              $(3,352)

       Adjustments to reconcile net loss to net cash used in operating                                          
       activities:                                                                                              

   Depreciation and amortization................................................      398                    69 
   Non cash compensation expense................................................      497                   885 
   Changes in operating assets and liabilities:                                                                 
       Accounts receivable, net.................................................   (2,754)                  141 
       Merchandise inventories, net.............................................   (4,140)                 (746)
       Prepaid expenses.........................................................     (550)                   31 
       Accounts payable.........................................................    3,502                 3,262 
       Accrued marketing expense................................................     (886)                  733 
       Accrued expenses and other current liabilities...........................   (2,447)                 (452)
                                                                                 --------               ------- 
Net cash (used in) provided by operating activities.............................  (14,423)                  571 
Cash flows from investing activities:                                                                           
   Purchases of property and equipment..........................................   (2,093)                 (715)
   Decrease in restricted cash..................................................    2,092                    -- 
                                                                                 --------               ------- 
Net cash used in investing activities...........................................       (1)                 (715)
Cash flows from financing activities:                                                                           
   Proceeds from exercises of stock options.....................................      481                    -- 
                                                                                 --------               ------- 
Net cash provided by financing activities.......................................      481                    -- 
                                                                                 --------               ------- 
Net change in cash and cash equivalents.........................................  (13,943)                 (144)
Cash and cash equivalents at beginning of period................................   51,544                26,053 
                                                                                 --------               ------- 
Cash and cash equivalents at end of period...................................... $ 37,601               $25,909 
                                                                                 ========               ======= 

See notes to the financial statements 

EX-99.1
4th Page of 6
TOC
1st
Previous
Next
↓Bottom
Just 4th
uBid, Inc.  
NOTES TO FINANCIAL STATEMENTS 
(in thousands, except share data) 
(unaudited) 

1. Description of Company and Summary of Significant Accounting Policies        

Description of Company                                                          

  The Company is engaged in the retail sale of merchandise, including new,
close-out, and refurbished products, utilizing an interactive online auction.   
The Company currently specializes in selling primarily brand name computers,    
consumer electronics, housewares, jewelry, and sporting goods and memorabilia   
over the World Wide Web to consumers and small and medium-sized businesses.     

 The Company was established by Creative Computers ("Creative") in April
1997 and was incorporated in Delaware in September 1997 as a wholly-owned,      
indirect subsidiary of Creative. Beginning on April 1, 1997 ("Inception"), prior
to the formation of the Company, Creative began funding certain startup and     
development costs related to the Company's business. On September 19, 1997,     
assets and liabilities related to the Company were recorded by the Company at   
Creative's basis. The financial statements have been prepared as if the Company 
operated as a stand-alone entity since Inception.                               

Cash Equivalents                                                                

All highly liquid debt instruments purchased with a maturity of three 
months or less are considered cash equivalents.                                 

Revenue Recognition                                                             

   The Company sells merchandise purchased from suppliers under two types of
arrangements. The Company either purchases merchandise for inventory or         
purchases merchandise at the time of sale under consignment-type revenue sharing
agreements. For the three months ended March 31, 2000 and 1999, the Company's   
sales of merchandise purchased for inventory comprised approximately 88% and 93%
of product revenues, respectively, with merchandise purchase under consignment- 
type revenue sharing agreements representing approximately 12% and 7% of product
revenues, respectively.                                                         

     The Company recognizes revenue for advertising placed on its Website during
the period in which the advertisement is displayed, provided that no significant
Company obligations remain at the end of the period and collection of the       
resulting receivable is probable. The Company recognizes software licensing     
revenue when all the criteria of American Institute of Certified Public         
Accountants (AICPA) Statement of Position (SOP) 97-2, Software Revenue          
Recognition are met. The Company recognizes revenue from payments for           
professional services as the related services are performed. The Company derives
revenue from premium and exclusive placements of vendors in their related       
category on the Company's Website on a straight-line basis over the term of the 
related vendor contract. Commissions and fees from the sale of equipment and    
merchandise through the Company's co-branded business-to-business Websites are  
recognized on the date the related auction is concluded.                        

Accounting for Stock Option Compensation                                        

    The Company accounts for stock options as prescribed by APB Opinion No. 25
and includes pro forma information in the Stock options footnote, as permitted  
by Statement of Financial Accounting Standards (SFAS) No. 123, Accounting for   
Stock-Based Compensation.                                                       

EX-99.1
5th Page of 6
TOC
1st
Previous
Next
↓Bottom
Just 5th
Stock Splits                                                                    

On June 25, 1998, the Company effected a 100,000-for-1 split of its Common      
Stock. On November 30, 1998, the Company effected a .7329883-for-1 reverse split
of its common stock. All common shares and per share data have been             
retroactively adjusted to reflect these stock splits.                           

Net Loss per Share                                                              

    Basic net loss per share excludes dilution and is computed by dividing net
loss by the weighted average number of common shares outstanding during the     
reported periods. Diluted net loss per share reflects the potential dilution    
that could occur if stock options and other commitments to issue common stock   
were exercised. During the three month periods ended March 31, 2000 and 1999,   
options to purchase 2,900,120 and 1,423,603 common shares, respectively, were   
anti-dilutive and have been excluded from the weighted average share            
computation.                                                                    

Basis of Presentation                                                           

The accompanying unaudited financial statements have been prepared in   
accordance with generally accepted accounting principles and, in the opinion of 
management, reflect all adjustments, which include only normal recurring        
adjustments, necessary to present fairly the Company's financial position,      
results of operations and cash flows as of March 31, 2000 and for the three     
month periods ended March 31, 2000 and 1999. These financial statements should  
be read in conjunction with the Company's audited financial statements and notes
thereto included in the Company's Annual Report on Form 10-K for the year ended 
December 31, 1999. The results of operations for the three month periods ended  
March 31, 2000 are not necessarily indicative of the results to be expected for 
any subsequent quarter or for the year ending December 31, 2000.                

2. Segment Information                                                          

  The Company operates in a single reportable segment as an online auction
for computer, consumer electronics and housewares, and sports and recreation    
products in the United States. The Company's product revenues accounted for 98% 
and 100% of total revenues for the three month period ended March 31, 2000 and  
1999, respectively, and are divided into two categories; sales of merchandise   
held in inventory by the Company and sales of merchandise purchased at the time 
of sale under consignment-type revenue sharing agreements with vendors. The     
Company sources its products from over 470 vendors and offers, on average, over 
7,600 items in each of its daily auctions. Product offerings are divided into   
the following four categories, with their corresponding percentage of net       
product revenues for the three month period ended March 31, 2000 and 1999:      

                                                        [Enlarge/Download Table]

                                                                                    Three Months Ended     
                                                                                         March 31,         
                                                                                ---------------------------
                                                                                    2000           1999    
                                                                                    ----           ----    
                                                                                                           
Computer Products - including desktops, portable computers, computer                 66%           76%     
accessories, disk drives, modems, monitors / video equipment, components,                                  
printers, scanners, digital cameras, software and home office products.                                    

Consumer Electronics - including home theater equipment, home audio equipment,       26%           15%     
speakers, televisions, camcorders, VCR's, DVD players, portable audio players                              
and automobile audio equipment.                                                                            

Housewares - including kitchen appliances, vacuum cleaners, personal care             5%            6%     
devices, furniture, gifts, photography, jewelry and sunglasses.                                            

EX-99.1
Last Page of 6
TOC
1st
Previous
Next
↓Bottom
Just 6th
                                                        [Enlarge/Download Table]
                                                                                      
Sports and Recreation - including sports memorabilia, golf and tennis, health  3%  3% 
and fitness, outdoor sports, bicycles, water sports, and team sports                  
equipment.                                                                            

3.   SUBSEQUENT EVENT                                                           

   On April 28, 2000, CMGI, Inc., a Delaware corporation ("CMGI"), completed
its acquisition of the Company for total consideration of approximately $390.1  
million, consisting of shares of CMGI common stock and CMGI stock options. CMGI 
issued .2628 shares of its common stock for every share of the Company's common 
stock held on April 28, 2000.                                                   

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘8-K’ Filing		Date		First		Last			Other Filings
		12/31/00		5					13F-HR,  4/A
Filed on / For Period End:		8/18/00
		4/28/00		6					8-K
		3/31/00		1		5			13F-HR,  S-8
		12/31/99		1		5			13F-HR
		3/31/99		4		5
		11/30/98		5
		6/25/98		5
		9/19/97		4
		4/1/97		4
									List all Filings