-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RrvAMyYdksqKpZZ29DkqQFpd1FmdlgfFI93x9PiywpJx4TzCL0g3wHrwffLtFXNf YLQaDIZiRtaZJdxvl0IC6A== 0000889812-99-001556.txt : 19990518 0000889812-99-001556.hdr.sgml : 19990518 ACCESSION NUMBER: 0000889812-99-001556 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990331 FILED AS OF DATE: 19990517 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MEDIALINK WORLDWIDE INC CENTRAL INDEX KEY: 0000812890 STANDARD INDUSTRIAL CLASSIFICATION: COMMUNICATION SERVICES, NEC [4899] IRS NUMBER: 521481284 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 000-21989 FILM NUMBER: 99627716 BUSINESS ADDRESS: STREET 1: 708 THIRD AVE CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2126828300 MAIL ADDRESS: STREET 1: 708 THIRD AVE CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: VIDEO BROADCASTING CORP DATE OF NAME CHANGE: 19960809 10-Q 1 QUARTERLY REPORT U.S. Securities and Exchange Commission Washington, D.C. 20549 Form 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 1999 Commission File Number 0-21989 Medialink Worldwide Incorporated -------------------------------- (Exact name of registrant as specified in its charter) Delaware 52-1481284 -------- ---------- (State or other jurisdiction (I.R.S. Employer of incorporation or Identification Number) organization) 708 Third Avenue, New York, New York 10017 ------------------------------------------ (Address of principal executive offices) (Zip Code) (212) 682-8300 -------------- (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ] Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the close of business on May 14, 1999: Common Stock - 5,522,704 TABLE OF CONTENTS PART I. FINANCIAL INFORMATION ITEM 1. Financial Statements 3 Condensed Consolidated Balance Sheets as of March 31, 1999 and December 31, 1998 3 Condensed Consolidated Statements of Operations for the three months ended March 31, 1999 and 1998 4 Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 1999 and 1998 5 Notes to Condensed Consolidated Financial Statements 6 - 8 ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 9 - 15 PART II. OTHER INFORMATION ITEM 1. Legal Proceedings 16 ITEM 2. Changes in Securities and Use of Proceeds 16 ITEM 3. Defaults Upon Senior Securities 16 ITEM 4. Submission of Matters to a Vote of Security Holders 16 ITEM 5. Other Information 17 ITEM 6. Exhibits and Reports on Form 8-K 17 MEDIALINK WORLDWIDE INCORPORATED AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS As of March 31. 1999 and December 31, 1998
March 31 December 31, 1999 1998 ------------ -------------- (Unaudited) ASSETS Current Assets: Cash and cash equivalents $ 7,925,534 $ 8,593,392 Accounts receivable, net 9,142,510 10,188,675 Prepaid expenses and other current assets 1,202,053 1,248,917 Deferred tax assets 286,000 286,000 ----------- ----------- Total current assets 18,556,097 20,316,984 ----------- ----------- Property and equipment, net 2,796,152 2,621,293 Goodwill, customer list and other intangibles, net 9,509,550 9,543,871 Deferred tax assets 519,000 463,000 Other assets 356,047 547,650 ------------ ----------- Total assets $ 31,736,846 $ 33,492,798 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Current portion of long-term debt $ 120,268 $ 213,831 Line of credit - bank - 200,000 Accounts payable 2,404,630 1,928,222 Accrued expenses and other current liabilities 1,359,155 2,629,376 Income taxes payable 485,407 1,403,003 ------------ ------------ Total current liabilities 4,369,460 6,374,432 Long-term debt, net of current portion 277,200 689,633 Note payable - stockholder - 88,664 - ------------ Total liabilities 4,646,660 7,152,729 ------------ ------------ Stockholders' Equity: Common stock. Authorized 15,000,000 shares; issued and outstanding 5,516,824 and 5,482,077 shares in 1999 and 1998, respectively 55,168 54,821 Additional paid-in capital 22,216,320 21,860,924 Retained earnings 5,059,079 4,523,873 Accumulated other comprehensive income (240,381) (99,549) ------------ ------------ Total stockholders' equity 27,090,186 26,340,069 ------------ ------------ Total liabilities and stockholders' equity $ 31,736,846 $ 33,492,798 ============ ============
See notes to condensed consolidated financial statements 3 MEDIALINK WORLDWIDE INCORPORATED AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS For the Three Months Ended March 31, 1999 and 1998 1999 1998 ---- ---- (Unaudited) (Unaudited) Revenues $ 9,898,137 $ 9,941,060 Direct costs 3,143,247 3,851,471 ----------- ----------- Gross Profit 6,754,890 6,089,589 General and administrative expenses 5,939,189 5,329,451 ----------- ----------- Operating income 815,701 760,138 Interest and other income, net 69,505 102,501 ----------- ----------- Income before income taxes 885,206 862,639 Provision for income taxes 350,000 340,000 ----------- ------------ Net income $ 535,206 $ 522,639 =========== =========== Basic earnings per share $ 0.10 $ 0.10 =========== =========== Diluted earnings per share $ 0.09 $ 0.09 =========== =========== See notes to condensed consolidated financial statements 4 MEDIALINK WORLDWIDE INCORPORATED AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS For the Three Months Ended March 31, 1999 and 1998
1999 1998 ---- ---- (Unaudited) (Unaudited) CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 535,206 $ 522,639 ----------- ------------ Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 572,760 426,096 Deferred income taxes (56,000) (83,000) Decrease in accounts receivable 1,042,654 1,149,256 Decrease in other assets 191,603 45,942 Decrease (increase) in prepaid expenses and other current assets 62,862 (363,145) (Decrease) increase in accounts payable and accrued expenses (520,861) 372,699 Increase in income taxes payable (917,596) (508,679) ------------ ------------ Total adjustments 375,422 1,039,169 ------------ ------------ Net cash provided by operating activities 910,628 1,561,808 ------------ ------------ CASH FLOWS FROM INVESTING ACTIVITIES: Cash used in acquisitions (573,703) (133,730) Additions to property and equipment (237,513) (417,762) ------------ ------------ Net cash used in investing activities (811,216) (551,492) ------------ ------------ CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from exercise of stock options 27,390 49,636 Payments on long-term debt (505,996) (126,044) Payments on note payable - stockholder (88,664) (10,701) Payments on line of credit - bank (200,000) (1,507) ------------ ------------ Net cash provided by financing activities (767,270) (88,616) ------------ ------------ Net (decrease) increase in cash and cash equivalents (667,858) 921,700 Cash and cash equivalents at the beginning of period 8,593,392 11,581,323 ----------- ------------ Cash and cash equivalents at end of period $ 7,925,534 $12,503,023 =========== ===========
See notes to condensed consolidated financial statements 5 MEDIALINK WORLDWIDE INCORPORATED AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (1) Basis of presentation The condensed consolidated financial statements included herein have been prepared by Medialink Worldwide Incorporated and Subsidiaries (collectively, the "Company" or "Medialink"), without audit, pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. The Company believes that the disclosures are adequate to make the information presented not misleading. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and the notes thereto included in the Company's Form 10-K filing for the year ended December 31, 1998. The unaudited condensed consolidated financial statements included herein reflect all adjustments (which include only normal, recurring adjustments) which are, in the opinion of management, necessary to state fairly the results for the three month periods ended March 31, 1999 and 1998. The results for the three month period ended March 31, 1999 are not necessarily indicative of the results expected for the full fiscal year. (2) Recent Acquisitions On March 12, 1999, through a wholly owned subsidiary, the Company acquired 100% of the outstanding shares of The Delahaye Group, Inc. ("Delahaye"). The acquisition, which was accounted for as a pooling of interests, was completed through the issuance of 185,666 shares of Medialink common stock valued at approximately $2,800,000. Accordingly, all prior period consolidated financial statements have been restated to include the combined results of operations, financial position and cash flows of Delahaye as though it had always been part of Medialink. In connection with the acquisition, the Company recorded a first quarter charge to operating expenses of approximately $350,000 for direct and other acquisition-related costs pertaining to the transaction. 6 MEDIALINK WORLDWIDE INCORPORATED AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) The results of operations previously reported by the separate companies and the combined amounts presented in the accompanying consolidated financial statements are summarized as follows: For the three months Ended March 31, 1998 (Unaudited) Net sales: Medialink $8,911,000 Delahaye 1,030,000 ---------- Combined $9,941,000 ========== Net income (loss): Medialink $558,000 Delahaye (35,000) ---------- Combined $523,000 ========== (3) Earnings per Share Basic earnings per common share is computed using net income applicable to common stock and the weighted average number of shares outstanding. Diluted earnings per common share is computed using the weighted average number of shares outstanding adjusted for the incremental shares attributed to outstanding options to purchase common stock. The weighted average number of shares for the three months ended March 31, 1998 has been restated to the reflect the Delahaye acquisition (see Note 2). The weighted average number of shares for the three month periods ended March 31, 1999 and 1998 are as follows: Weighted Average Shares Outstanding For the three months ended March 31, ------------------------------------ 1999 1998 ---- ---- Basic 5,490,374 5,343,576 ========= ========= Diluted 5,924,134 5,871,633 ========= ========= 7 MEDIALINK WORLDWIDE INCORPORATED AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued) (4) Comprehensive Income The components of comprehensive income consist of the following: For the three months ended March 31, ------------------------------------ 1999 1998 ---- ---- Net income $535,206 $522,639 Other comprehensive income (loss): Foreign currency translation adjustments (140,832) (4,442) --------- --------- Comprehensive income $394,374 $518,197 ========= ======== Accumulated other comprehensive income at March 31, 1999 and December 31, 1998 consists of foreign currency translation adjustments. 8 MEDIALINK WORLDWIDE INCORPORATED AND SUBSIDIARIES ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS Three months ended March 31, 1999 compared to three months ended March 31, 1998 On March 12, 1999, through a wholly owned subsidiary, the Company acquired 100% of the outstanding shares of The Delahaye Group, Inc. ("Delahaye"). The acquisition, which was accounted for as a pooling of interests, was completed through the issuance of 185,666 shares of Medialink common stock valued at approximately $2,800,000. Accordingly, the following management discussion and analysis include the combined results of operations, financial position and cash flows of Delahaye as though it had always been part of Medialink for all periods presented. In connection with the acquisition, the Company recorded a first quarter charge to operating expenses of approximately $350,000 for direct and other acquisition-related costs pertaining to the transaction. Revenues decreased by $43,000, or less than 1%, from $9.94 million in the three months ended March 31, 1998 ("1998") to $9.90 million in the three months ended March 31, 1999 ("1999"). This net decrease represented increases in distribution services, which increased by $210,000 and research and analysis services, which increased by $177,000 and decreases in production and live broadcast services which decreased by $430,000. The decrease in revenues of production and live broadcast services is the result of several unusually large projects that occurred in the first quarter of 1998. Direct costs decreased by $709,000, or 18%, from $3.85 million in 1998 to $3.14 million in 1999. Direct costs as a percentage of revenue decreased from 39% in 1998 to 32% in 1999 mainly as a result of the increase in the proportion of revenue from distribution and research and analysis to total revenue in 1998 as compared to 1999. Revenue on these projects generally have higher gross profit margins as compared with revenue on production and live broadcast services. General and administrative expenses increased by $611,000 or 11%, from $5.33 million in 1998 to $5.94 million in 1999. General and administrative expenses as a percentage of revenues were 60% and 54% for 1999 and 1998, respectively. The increase was primarily the result of a charge to operations, relating to the Delahaye acquisition, of approximately $350,000 in 1999. Earnings before interest, taxes, depreciation and amortization ("EBITDA") increased by $202,000, or 17%, from $1.19 million in 1998 to $1.39 million in 1999. As a percentage of revenue, EBITDA was 14% and 12% in 1999 and 1998, respectively. Depreciation and amortization expense, which is included in general and administrative expenses, increased by $147,000, or 34%, from $426,000 in 1998 to $573,000 in 1999. The increase was due primarily to amortization expense arising from Medialink's various acquisitions. 9 MEDIALINK WORLDWIDE INCORPORATED AND SUBSIDIARIES ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) As a result of the foregoing, operating income increased by $56,000, or 7%, from $760,000 in 1998 to $816,000 in 1999. As a percentage of revenue, operating income was 8% in both 1999 and 1998. Interest and other income, net, decreased by $33,000 from $103,000 in 1998 to $70,000 in 1999 as a result of lower balances in cash and cash equivalents in 1999 as compared to 1998. Income tax expense was calculated using Medialink's effective tax rates of 40% in 1999 and 39% in 1998. The increase in the rate reflects changes in state and local taxes as a result of differences in income earned in certain jurisdictions and the change in the proportion of tax-free investment income on investments to total income before taxes. Net income increased by $13,000 or 2%, from $523,000 in 1998 to $535,000 in 1999. Diluted earnings per share was $0.09 per share in both 1999 and 1998. LIQUIDITY AND CAPITAL RESOURCES Medialink has financed its operations primarily through cash generated from operations. Cash flow from operating activities amounted to $911,000 for the three month period ended March 31, 1999 and $1.56 million for the comparable period in 1998. Capital expenditures which are primarily incurred to support the Company's sales and operations were $238,000 in 1999 and $418,000 in 1998. Medialink has no capital expenditure plans other than in the ordinary course of business. As of March 31, 1999 Medialink had $7.93 million in cash and cash equivalents as compared with $8.59 million as of December 31, 1998. As of March 31, 1999, long-term debt was $397,000. The Company believes that it has sufficient capital resources and cash flow from operations to fund its net cash needs for at least the next twelve months, including those related to the above-mentioned acquisitions. 10 MEDIALINK WORLDWIDE INCORPORATED AND SUBSIDIARIES ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) YEAR 2000 UPDATE Management, along with a Year 2000 sub-committee of the Board of Directors has initiated an enterprise-wide program to prepare the Company's computer systems and applications for the Year 2000, as well as to identify and address any other Year 2000 operational issues which may affect the Company. Updates on the Company's Year 2000 program are presented regularly to senior management and the Board of Directors. The Year 2000 program of Delahaye is set forth separately below. The Company's Year 2000 program began in the first quarter of 1999 and is currently being administered by internal staff. The program consists of the following three components relating to the Company's operations: (i) Information Technology ("IT") computer systems and applications that may be impacted by the Year 2000 problem, (ii) non-IT systems and equipment which include embedded technology that may be impacted by the Year 2000 problem and (iii) third-party relationships with which the Company has material relationships. IT Systems and Applications The Company has classified IT systems and applications into two categories: hardware and software. Hardware: The Company has completed an inventory of all of its IT hardware and is currently assessing the impact of the Year 2000 on it. The Company has initiated the remediation phase of the process and estimates that it is 60% complete. The Company is targeting the completion of the remediation phase to be the end of the 1st quarter of 1999. The Company estimates that it is 50% complete in the testing phase and is targeting to be completed in the 2nd quarter of 1999. 11 MEDIALINK WORLDWIDE INCORPORATED AND SUBSIDIARIES ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) Software: The Company has completed an inventory of all of its IT software applications and is currently assessing the impact of the Year 2000 on it. The Company is currently in the remediation phase and estimates that it is 30% complete. With the exception of its financial and accounting software, the Company is targeting to complete the remediation phase in the 1st quarter of 1999. The Company has accelerated the planned upgrading of its financial and accounting software as a result of the Year 2000 issue and has targeted the completion of the installation of a Year 2000 compliant financial and accounting application in the 2nd quarter of 1999. The Company estimates that it has tested approximately 85% of its IT software and is targeting to be completed in the 2nd quarter of 1999. Excluding normal system upgrades, the Company estimates that total costs for conversion and testing of new or modified IT systems and applications will aggregate approximately $150,000 to $350,000, including approximately $100,000 to $300,000 on the accelerated purchase of a financial and accounting software application, through fiscal 2000. Costs related to the acquisition of new hardware and software are expected to be capitalized and amortized consistent with the Company's accounting policies. Consulting and other costs will be expensed as incurred. Non-IT Systems and Applications The Company has completed an inventory of all of its non-IT systems and applications and is currently assessing the impact of the Year 2000 on them. The Company estimates that they are 60% complete with remediation and has targeted to complete this phase during the 1st quarter of 1999. The Company has estimated that it has tested 10% of its non-IT systems and applications and has targeted the completion of this phase in the 2nd quarter of 1999. The Company does not anticipate that the costs to rectify any Year 2000 issues as they relate to non-IT systems and applications to have a material impact on the Company's operations or financial condition. 12 MEDIALINK WORLDWIDE INCORPORATED AND SUBSIDIARIES ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) Third Party Relationships The Company has requested certification letters from all of its key vendors, including facilities providers and financial institutions. The Company is currently reviewing its responses and preparing follow-up requests where either no or inadequate responses were received. In certain instances, the Company has relied upon public disclosure of Year 2000 compliance by certain of its key vendors and clients/customers. The Company has also developed a list of mission critical vendors and is in the process of arranging face-to-face meetings with the appropriate individuals at these vendors to discuss their readiness regarding Year 2000. The Company is targeting the completion of its contingency plans with respect to its principal third party suppliers by the end of 3rd quarter of 1999. The Company is also generating a list of key clients/customers and is in the process of developing a plan to address Year 2000 issues as they relate to them. Costs to the Company in this area, excluding costs due to unanticipated third party Year 2000 problems, will principally consist of internal staff costs, which are not expected to be material. 13 MEDIALINK WORLDWIDE INCORPORATED AND SUBSIDIARIES ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) On March 12, 1999 the Company merged with Delahaye. As of the date of this report, the Company has completed an inventory of Delahaye's hardware and software and is currently assessing the impact of the Year 2000 on them. The Company estimates that it will have completed remediation and testing of Delahaye's hardware and software by the end of the 3rd quarter of 1999. Excluding normal system upgrades, the Company estimates that the total costs for conversion and testing of new or modified IT systems and applications will aggregate less than $50,000. These costs are expected to be capitalized and amortized consistent with the Company's accounting policies. Including the costs set forth above, the Company estimates that total program costs for implementing its Year 2000 program will be $225,000 to $425,000, of which approximately $20,000 has been incurred to date. These costs include costs related to the matters above, as well as consulting and other expenses related to infrastructure and facilities enhancements necessary to prepare the Company for the Year 2000. The costs do not include internal staff costs incurred or to be incurred in connection with the implementation of the program. Costs related to the acquisition of new hardware and software are expected to be capitalized and amortized consistent with the Company's accounting policies. Consulting and other costs will be expensed as incurred. All Year 2000 costs will be paid in cash and generated from the Company's operations. The above-stated amounts have been budgeted for the appropriate fiscal years. Based on the current progress of the Company's Year 2000 program, the Company is targeting the substantial completion of its Year 2000 program to be the end of the 2nd quarter of 1999. The cost of the Company's Year 2000 program and the dates provided herein are based on management's best estimates, which were derived utilizing numerous assumptions of future events, many of which are beyond the Company's control. The failure to correct a material Year 2000 problem could result in an interruption in certain normal business activities or operations of the Company. Such interruptions could materially and adversely affect the Company's financial condition, results of operations and cash flows. Based on current plans and assumptions, the Company does not expect that the Year 2000 issue will have an adverse impact on the Company as a whole. Due to the general uncertainty inherent in the Year 2000 problem, however, there can be no assurance that all Year 2000 problems will be foreseen and corrected, or if foreseen, corrected on a timely basis, or that no material disruption to the Company's business or operations will occur. Further, the Company's expectations are based on the assumption that there will be no general failure of external local, national or international systems (including power, communication, postal or other transportation systems) necessary for the ordinary conduct of business. The Company is currently assessing those scenarios in which unexpected failures would have a material adverse effect on the Company and will attempt to develop contingency plans designed to deal with such scenarios. There can be no assurance, however, that successful contingency plans can, in fact, be developed or implemented. 14 MEDIALINK WORLDWIDE INCORPORATED AND SUBSIDIARIES ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (continued) With the exception of the historical information contained in this Form 10-Q, the matters described herein may contain forward-looking statements that are made pursuant to the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements involve various risks and may cause actual results to differ materially. These risks include, but are not limited to, the ability of Medialink to grow internally or by acquisition, and to integrate acquired businesses, changing industry and competitive conditions, and other risks outside the control of Medialink referred to in its registration statement and periodic reports filed with the Securities and Exchange Commission. 15 MEDIALINK WORLDWIDE INCORPORATED AND SUBSIDIARIES PART II. OTHER INFORMATION ITEM 1. Legal Proceedings. None ITEM 2. Changes in Securities and Use of Proceeds. The registrant's initial public offering commenced on January 29, 1997. The managing underwriters of the offering were Dean Witter Reynolds, Inc. and Wheat First Union (formerly, Wheat First Butcher Singer). The class of securities registered was common stock. The registrant registered 2,000,000 shares of common stock; the aggregate price of the offering amount was $18,000,000; the amount of shares sold was 2,000,000; and the aggregate offering price was $18,000,000. For the account of selling stockholders, there were registered 300,000 shares of common stock; the aggregate price of the offering was $2,700,000; the amount of shares sold was 300,000; and the aggregate offering price was $2,700,000. Through March 31, 1999, the registrant incurred expenses in connection with the issuance and distribution of the securities registered for underwriting discounts and commissions of approximately $1,260,000; finders fees of $0; expenses paid to or for underwriters of $0; other expenses of approximately $1,160,000; and total expenses of approximately $2,420,000. These were direct or indirect payments to others. There were expenses of approximately $189,000 for underwriting discounts and commissions in connection with the sale of shares by selling stockholders, $0 for finders fees, $0 for expenses paid to or for underwriters and total expenses of approximately $189,000. These payments were direct or indirect payments to others. The net offering proceeds to the registrant, after deducting the total expenses described above, were $15,580,000. From January 29, 1997 to March 31, 1999, $9,401,375 of net offering proceeds were used for the acquisition of other businesses and $678,619 was used to pay down various debt balances acquired in the Delahaye acquisition. At March 31, 1999 the remaining proceeds were invested in temporary investments; $4,450,000 in tax free municipals and $1,050,006 in tax free money market accounts and interest bearing bank accounts. No proceeds were used for the construction of plant, building and facilities, the purchase and installation of machinery and equipment, the purchase of real estate, or the repayment of indebtedness or working capital. ITEM 3. Defaults Upon Senior Securities. None ITEM 4. Submission of Matters to a Vote of Security Holders. None 16 MEDIALINK WORLDWIDE INCORPORATED AND SUBSIDIARIES ITEM 5. Other Information. None ITEM 6. Exhibits and Reports on Form 8-K. (a) Exhibits: Exhibit 27 - Financial Data Schedule (b) Report on Form 8-K: None 17 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. MEDIALINK WORLDWIDE INCORPORATED By: /s/ LAURENCE MOSKOWITZ -------------------------------- Laurence Moskowitz, Chairman of the Board, Chief Executive Officer and President By: /s/ J. GRAEME MCWHIRTER -------------------------------- J. Graeme McWhirter Executive Vice President, Assistant Secretary, Chief Financial Officer and Director Dated: May 14, 1999 18 EX-27 2 FINANCIAL DATA SCHEDULE
5 THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE FINANCIAL STATEMENTS IN FORM 10-Q FOR MEDIALINK WORLDWIDE INCORPORATED FOR THE PERIOD ENDED MARCH 31, 1999 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS. 1 3-MOS DEC-31-1999 JAN-01-1999 MAR-31-1999 7,925,534 0 9,366,510 224,000 0 18,556,097 5,216,724 2,420,572 31,736,846 4,369,460 0 0 0 55,168 27,035,018 31,736,846 9,898,137 9,898,137 3,143,247 3,143,247 5,939,189 0 21,608 885,206 350,000 535,206 0 0 0 535,206 0.10 0.10
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