<PAGE> 1
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1999
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
----------- -----------
Commission file number 1-13333
---------------
DBT ONLINE, INC.
(Exact name of registrant as specified in its charter)
Pennsylvania 85-0439411
---------------------------- ----------------------------------
(State or other jurisdiction (IRS Employer Identification No.)
of incorporation or organization)
5550 W. Flamingo Road, Suite B-5
----------------------------------------
(Address of Principal Executive Offices)
Las Vegas, Nevada 89103
----------------------------------------
(702) 257-1112
----------------------------------------
(Issuer's telephone number)
Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act during the preceding 12
months (or for such shorter periods 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 [ ]
The number of common shares outstanding as of March 31, 1999 was 18,944,797.
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DBT ONLINE, INC.
TABLE OF CONTENTS
<TABLE>
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Page
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PART I FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS (Unaudited)
Consolidated Balance Sheets as of March 31, 1999
and December 31, 1998..................................................................3
Consolidated Statements of Operations for the Three Months Ended March 31, 1999
and 1998...............................................................................4
Consolidated Statements of Cash Flows for the Three Months Ended March 31, 1999
and 1998...............................................................................5
Notes to Consolidated Financial Statements......................................................6
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS...................................................7
PART II OTHER INFORMATION
Item 1. LEGAL PROCEEDINGS..............................................................................12
Item 2. CHANGES IN SECURITIES..........................................................................12
Item 3. DEFAULTS UPON SENIOR SECURITIES................................................................12
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS............................................12
Item 5. OTHER INFORMATION..............................................................................12
Item 6. EXHIBITS AND REPORTS ON FORM 8-K...............................................................12
Signature........................................................................................................13
EXHIBIT
Exhibit 27.1 Financial Data Schedule..............................................................E-1
</TABLE>
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Part I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
- -----------------------------------------------------------
DBT ONLINE, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
At March 31, At December 31,
1999 1998
------------ ---------------
(Unaudited)
<S> <C> <C>
ASSETS
CURRENT ASSETS:
Cash and cash equivalents 23,079 $21,324
Accounts receivable, less allowance: March 31, 1999 - $420
December 31, 1998 - $399 11,437 9,409
Short-term investments 26,342 25,840
Prepaid expenses and other current assets 2,415 2,422
------- -------
Total current assets 63,273 58,995
Property and equipment, net 19,633 18,806
Patents, less amortization: March 31, 1999 - $4,436
December 31, 1998 - $4,012 9,407 9,830
Goodwill, less amortization: March 31, 1999 - $1,377
December 31, 1998 - $1,170 4,436 4,637
Other assets 294 103
------- -------
TOTAL ASSETS $97,043 $92,371
======= =======
LIABILITIES AND STOCKHOLDERS'EQUITY
CURRENT LIABILITIES:
Accounts payable and accrued liabilities $ 4,663 $ 3,273
Due to other patent interest holders 1,723 1,394
Income taxes payable 753 406
------- -------
Total current liabilities 7,139 5,073
DEFERRED INCOME TAXES 3,281 3,405
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS'EQUITY:
Preferred stock, $. 10 par value. 5,000,000 shares
authorized; no shares issued or outstanding
Common stock, $. 10 par value. 100,000,000 shares authorized
18,944,797 shares and 18,905,762 shares issued and outstanding
at March 31, 1999 and December 31, 1998, respectively 1,894 1,890
Additional paid-in capital 70,364 69,559
Retained earnings 14,394 12,444
Accumulated other comprehensive loss (29)
------- -------
Total stockholders' equity 86,623 83,893
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TOTAL LIABILITIES AND STOCKHOLDERS'EQUITY $97,043 $92,371
======= =======
</TABLE>
See notes to consolidated financial statements. Page 3
<PAGE> 4
DBT ONLINE, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS)
Three Months Ended March 31,
1999 1998
------------ ------------
(Unaudited) (Unaudited)
Revenues $ 16,535 $ 12,404
Patent royalties 1,653 1,715
------------ ------------
Total revenues and royalties 18,188 14,119
------------ ------------
Cost of revenues 7,432 6,197
Sales and marketing 2,286 1,478
Research and development 1,179 663
General and administrative 4,779 3,991
------------ ------------
Total expenses 15,676 12,329
------------ ------------
Income from operations 2,512 1,790
Interest income, net 443 597
------------ ------------
Income before income taxes 2,955 2,387
Provision for income taxes 1,005 808
------------ ------------
Net income $ 1,950 $ 1,579
============ ============
Net income per common share (basic) $ 0.10 $ 0.08
============ ============
Weighted average shares outstanding (basic) 18,914,300 18,680,700
============ ============
Net income per common share (diluted) $ 0.10 $ 0.08
============ ============
Weighted average shares outstanding (diluted) 19,693,600 19,624,300
============ ============
See notes to consolidated financial statements.
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DBT ONLINE, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
Three Months Ended March 31,
1999 1998
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(Unaudited) (Unaudited)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 1,950 $ 1,579
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 1,968 1,691
Deferred income taxes (124) (138)
Changes in operating assets and liabilities:
Accounts receivable (2,028) (1,591)
Prepaid expenses and other current assets 6 (15)
Accounts payable and accrued liabilities 1,533 1,429
Due to other patent interest holders 329 211
Income taxes payable 347 780
---------- ---------
Net cash provided by operating activities 3,981 3,946
CASH FLOWS FROM INVESTING ACTIVITIES:
Property and equipment purchased (2,171) (3,021)
Increase in other assets (191) (53)
(Purchases of) proceeds from investments (531) 2,691
---------- ---------
Net cash used in investing activities (2,893) (383)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from exercise of stock options 667 172
---------- ---------
Net cash provided by financing activities 667 172
---------- ---------
NET INCREASE IN CASH AND CASH EQUIVALENTS 1,755 3,735
CASH AND CASH EQUIVALENTS AT
BEGINNING OF PERIOD 21,324 7,913
---------- ---------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 23,079 $ 11,648
========== =========
</TABLE>
See notes to consolidated financial statements.
Page 5
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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
(In thousands, except share and per share amounts)
The following should be read in conjunction with the consolidated
financial statements and the notes thereto, which are included in the Company's
Annual Report on Form 10-K for the year ended December 31, 1998.
NOTE 1. BASIS OF PRESENTATION
The accompanying consolidated financial statements include the accounts
of DBT Online, Inc. (the "Company") and its wholly owned subsidiaries. The
interim consolidated financial statements as of March 31, 1999 and for the three
months periods ended March 31, 1999 and 1998 are unaudited. All significant
intercompany accounts and transactions have been eliminated. The accompanying
consolidated financial statements reflect all adjustments which are, in the
opinion of management, necessary for a fair presentation of the financial
position, results of operations and cash flows for the interim periods
presented. Such adjustments consist solely of normal recurring accruals. Results
for the interim periods are not necessarily indicative of results for a full
year.
NOTE 2. SUBSEQUENT EVENT
On May 6, 1999, the Company acquired I.R.S.C., Inc. ("IRSC"), pursuant
to the merger (the "IRSC Merger") of a wholly owned subsidiary of the Company,
with and into IRSC. Upon consummation of the IRSC Merger, IRSC became a wholly
owned subsidiary of the Company. IRSC is a provider of court records and other
public information used to conduct pre-employment screening and other anti-fraud
due diligence services for business customers.
As a result of the IRSC Merger, each share of IRSC common stock was
converted into the right to receive approximately 1.43 shares of Company common
stock or 432,346 common shares of the Company in the aggregate. The IRSC Merger
was accounted for as a pooling-of-interests and, accordingly, the Company's
financial statements for periods prior to the IRSC Merger have been restated to
include the results of IRSC for all periods presented. Details of the results
of operations of the Company and IRSC for the three months ended March 31, 1999
and 1998 are as follows:
Three Months Ended Three Months Ended
March 31, 1999 March 31, 1998
------------------ ------------------
Revenues:
Company $16,442 $12,425
IRSC 1,746 1,694
------- -------
Combined $18,188 $14,119
======= =======
Net income:
Company $ 1,871 $ 1,568
IRSC 79 11
------- -------
Combined $ 1,950 $ 1,579
======= =======
NOTE 3. COMPREHENSIVE INCOME
Comprehensive income for the three months ended March 31, 1999 and
1998 are as follows:
Three Months Ended
March 31,
--------------------
1999 1998
------- -------
Net income $ 1,950 $ 1,579
Adjustment to reconcile net income
to total comprehensive income:
Unrealized loss on investments (29)
------- -------
Comprehensive income $ 1,921 $ 1,579
======= =======
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ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
(IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS)
The following should be read in conjunction with the consolidated
financial statements and the notes thereto contained in the Company's 1998 Form
10K. This information contains certain statements regarding future trends, the
accuracy of which is subject to many risks and uncertainties. Such trends, and
their anticipated impact upon the Company, could differ materially from those
presented in this Form 10-Q.
OVERVIEW OF THE COMPANY
We are a leading nationwide provider of online public records data and
other publicly available information operating through our Electronic
Information Group (EIG). We also operate in the patent exploitation and
enforcement business through our Patent Enforcement Group (PEG). EIG provides
online integrated database services and related reports to law enforcement and
other government agencies, law firms, insurance companies, and licensed
investigation companies. PEG exploits and enforces two laser patents, generating
its revenues through patent royalties.
THREE MONTHS ENDED MARCH 31, 1999 COMPARED TO THREE MONTHS ENDED MARCH 31, 1998
REVENUES
EIG's revenues increased 33.3% to $16,535 for the three months ended
March 31, 1999, from $12,404 for the same period in 1998. The increase in EIG's
revenues was attributable to an increase in the number of active customers and
new products released by EIG. DBT's active customers (defined as customers
accessing the system in a given month) increased 30.3% to 15,500 at March 31,
1999, from 11,900 at March 31, 1998. PEG's revenues decreased 3.6% to $1,653 for
the three months ended March 31, 1999, from $1,715 for the same period in 1998.
Total consolidated revenues increased 28.8% to $18,188 for the three months
ended March 31, 1999, from $14,119 for the same period in 1998.
COST OF REVENUES
EIG's cost of revenues increased 21.4% to $7,005 for the three months
ended March 31, 1999, from $5,770 for the same period in 1998. The increase in
EIG's cost of revenues was due primarily to increases in both purchased data
costs and depreciation expense as EIG continued to invest both in its computer
facilities and in the expansion of its databases. As a percentage of EIG's
revenues, cost of revenues decreased to 42.4% for the three months ended
March 31, 1999, from 46.5% for the same period in 1998. The decrease in cost of
revenues as a percentage of EIG's revenues was due to the scale benefits
associated with our accelerated revenue growth. PEG's cost of revenues remained
the same at $427 for the three months ended March 31, 1999 and for the same
period in 1998 and consists solely of the amortization costs associated with the
purchase of the PEG's patents. Total consolidated cost of revenues increased
19.9% to $7,432 for the three months ended March 31, 1999, from $6,197 for the
same period in 1998.
SALES AND MARKETING
EIG's sales and marketing expenses increased 54.7% to $2,286 for the
three months ended March 31, 1999, from $1,478 for the same period in 1998. The
increase was primarily due to increases in advertising expenses and sales and
marketing personnel. As a percentage of EIG's revenues, sales and marketing
expense increased to 13.8% for the three months ended March 31, 1999, from
11.9%, for the same period in 1998. This increase was attributable to a greater
emphasis on utilizing sales and marketing campaigns to increase revenue growth.
PEG did not have sales and marketing expenses.
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RESEARCH AND DEVELOPMENT
EIG's research and development expenses increased 77.8% to $1,179 for
the three months ended March 31, 1999, from $663 for the same period in 1998. As
a percentage of EIG's revenues, research and development expenses increased to
7.1% for the three months ended March 31, 1999, from 5.3% for the same period in
1998. The increase was primarily due to an increase in both salaries and
personnel associated with our new product development. PEG did not have research
and development expenses.
GENERAL AND ADMINISTRATIVE EXPENSES
EIG's general and administrative expenses increased 22.3% to $4,506 for
the three months ended March 31, 1999, from $3,684 for the same period in 1998.
This increase was due to increases in occupancy expenses, payroll, and other
expenses related to the reorganization of our administrative infrastructure. As
a percentage of EIG revenues, general and administrative expenses decreased to
27.3% for the three months ended March 31, 1999, from 29.7% for the same period
in 1998. PEG's general and administrative expenses decreased to $273 for the
three months ended March 31, 1999, from $307 for the same period in 1998. Total
consolidated general and administrative expenses increased 19.7% to $4,779 for
the three months ended March 31, 1999, from $3,991 for the same period in 1998.
OPERATING PROFIT
EIG's operating profit increased 92.7% to $1,559 for the three months
ended March 31, 1999, from $809 for the same period in 1998. This increase was
attributable to the continued growth in revenues offset by increased cost of
revenues and other operating expenses. PEG's operating profit decreased 2.9% to
$953 for the three months ended March 31, 1999, from $981 for the same period in
1998. Total operating profit increased 40.3% to $2,512 for the three months
ended March 31, 1999, from $1,790 for the same period in 1998.
INTEREST INCOME
Net interest income was $443 for the three months ended March 31, 1999,
compared to $597 for the same period in 1998. The decrease was due to lower cash
and investment balances as our capital expenditures increased significantly in
1998, reducing our beginning cash balance in 1999.
INCOME TAXES
Our effective income tax rate remained the same at 34% for the three
months ended March 31, 1999 and for the same period in 1998. The effective tax
rates for both of these periods were favorably impacted by non-taxable interest
income and reduced state income taxes.
NET INCOME
Our net income increased 23.5% to $1,950 for the three months ended
March 31, 1999, from $1,579 for the same period in 1998. The increase was
primarily due to the increase in the operating profit of EIG, offset by the
reduced operating profit of PEG, and reduced interest income during the period.
LIQUIDITY AND CAPITAL RESOURCES
Cash flows from operations were $3,981 for the three months ended
March 31, 1999, compared to $3,946 for the same period in 1998. We had working
capital at March 31, 1999 of $56,134 (including cash, cash equivalents and
short-term investments of $49,421) compared to $53,922 (including cash, cash
equivalents and short-term investments of $47,164) at December 31, 1998. We
expect to fund future working capital requirements with our existing cash and
short-term investment balances and with cash generated from operations.
Capital expenditures were $2,171 for the three months ended March 31,
1999, compared to $3,021 for the same period in 1998. These expenditures were
primarily attributable to the acquisition of computer equipment.
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We currently have no debt and believe that our existing cash and
short-term investment balances together with our cash flows from both EIG and
PEG operations will be sufficient to meet our anticipated cash and capital
requirements through 1999.
INFLATION
The rate of inflation has not had a material impact on the operations
of the Company. Moreover, if inflation remains at its recent levels, it is not
expected to have a material impact on the operations of the Company for the
foreseeable future.
RISKS ASSOCIATED WITH THE YEAR 2000
The Year 2000 Issue is the issue of whether information and
non-information technology systems will be able to recognize and process
date-sensitive information in the year 2000. The Company relies, directly and
indirectly, on information technology systems, such as microprocessors,
proprietary operating systems, desktop computers, network hardware equipment and
applications software, to operate its products, manage its business data and
perform a variety of administrative services including, accounting, financial
reporting, payroll and invoicing. The Company also relies on non-information
technology systems including office equipment, security systems, and telephone
systems to carry out its day-to-day operations. In addition, third parties
material to the Company's operations, such as suppliers, vendors and customers,
rely on information and non-information technology systems to manage their
businesses. All of these technology systems could potentially be affected by the
Year 2000 Issue.
In order to obtain Year 2000 compliance certification from the
Information Technology Association of America, an independent industry
consortium, and minimize the risk of Year 2000 related losses, the Company began
conducting a comprehensive assessment of its Year 2000 Issues in August 1998.
The assessment has focused on five areas that, if affected by the Year 2000
Issue, could have a material adverse effect on the Company's operations. These
areas are: data storage; product software used by the Company's customers;
product software used internally by the Company; hardware; and non-information
technology systems. The following is a Year 2000 status report for each of these
areas, based upon the phase of the assessment completed to date.
DATA STORAGE
Of the Company's 15 data fields initially identified as non-Year 2000 compliant,
eight fields have been made Year 2000 compliant and the remaining seven fields
will be brought into Year 2000 compliance prior to the original target date of
June 1999.
o The Company has 115 historical data storage files containing date codes. At
least two of these files are not Year 2000 compliant. The Company estimates
that all of these files, along with the Company's other historical data
storage files, will be made Year 2000 compliant by June 1999.
o The Company has determined that some of its data files have been
incorrectly modified for Year 2000 compliance, which could potentially
cause date related errors. The Company is currently in the process of
producing DataLinks, a database that will allow it to identify those files,
which were incorrectly modified. The Company expects to make all of the
improperly modified files Year 2000 compliant by June 1999. Once
operational, DataLinks will serve as the central Year 2000 information
gathering system for the Company, and will be used to identify Year 2000
problems and to monitor adherence to the Company's Year 2000 policies and
procedures.
o The Company is evaluating the necessity of re-configuring all of the date
fields contained within its data storage files to make them Year 2000
compliant. If undertaken, this project would be completed by June 1999.
o The Company is currently in the process of determining the time frame and
format in which vendors will begin supplying Year 2000 compliant data to
the Company. The Company estimates that data obtained from its vendors will
be Year 2000 compliant by September 1999.
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SOFTWARE USED BY CUSTOMERS
The Company's product software is divided into two parts: software
written by the Company and commercial software written by third parties. The
following is an update on the Year 2000 status of each of these areas:
o SOFTWARE WRITTEN BY THE COMPANY - Preliminary assessment has revealed that
the date related codes contained in the software written by the Company are
generally Year 2000 compliant. Two software programs, important to the
Company's business and operations, AutoTrack PLUSsm and AutoTrackXPsm will
be fully tested for Year 2000 compliance by June 1999. Any Year 2000
remediation efforts necessary in connection with these programs will be
completed by September 1999.
o SOFTWARE WRITTEN BY THIRD PARTIES:
o Version 8.0 of pcAnywhere, the software used to access AutoTrack PLUS,
has been certified as Year 2000 compliant by Symantec Corporation, its
manufacturer. Through testing, the Company has determined that earlier
versions of pcAnywhere (4.5 and 5.0 for DOS(R), 2.0 for Windows(R) and
7.5 for Windows) are also Year 2000 compliant, except for one two-digit
year display which does not affect the operation of these versions.
However, the Company expects that in the coming months many of its
customers will, as part of their Year 2000 remediation efforts, be
switching from the earlier versions of pcAnywhere to more updated Year
2000 certified software programs, including AutoTrackXP.
o Versions 4.0 and earlier of Microsoft Internet Explorer(R), also used
by the Company's customers, will not be tested for Year 2000 compliance
by Microsoft, the manufacturer. The Company expects that customers
using these earlier versions will bring their systems into Year 2000
compliance through Microsoft's web site, which provides on-line
upgrades of Microsoft Internet Explorer at no cost.
o Versions 3.x and 4.x of Netscape Navigator(R) are both Year 2000
compliant when used with the Windows 95 or later operating system,
according to Netscape. The Company expects that customers using earlier
versions of Netscape will bring their systems into Year 2000 compliance
through Netscape's web site, which provides on-line upgrades at no
cost.
o Third Party dialer applications used on the AutoTrack XP install disks
have been certified as Year 2000 compliant by the vendor.
PRODUCT SOFTWARE USED BY THE COMPANY
A real time inventory system has been installed by the Company. The
Company will postpone upgrading commercial software used internally until late
1999 in order to ensure that it obtains the most advanced versions possible.
HARDWARE
o DESKTOP MACHINES - Most of the Company's 350 desktop machines are
being replaced with certified Year 2000 Hewlett Packard desktops as
part of a a Company wide computer upgrade program. Clocking for the
Company's computer network will be centralized through a new, Year
2000-compliant system. The system will control timekeeping for all
desktop machines and servers and ensure that all date and time
related codes and functions used in hardware throughout the
Company's network remain Year 2000 compliant.
o SUPPORT MACHINES - Support machines used by the Company, are being
manually tested for Year 2000 compliance. The Company completed its
Year 2000 assessment of these machines in March 1999 and expects to
make necessary changes and perform testing by June 1999.
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o SERVERS - Many of the Company's approximately 400 computer servers
have failed real time clock testing. However, results of the
Company's investigation indicate that this failure will not
materially affect the operation of the servers. Further Year 2000
related testing of the servers will be conducted as a safeguard.
o NETWORK HARDWARE - The Company's network hardware includes routers,
hubs, switches, CD-ROM towers, print servers and communication
servers. Approximately 80% of this network hardware have been
certified as Year 2000 compliant by Hewlett Packard, its vendor. The
remaining 20% have been certified as Year 2000 compliant by Cisco
Systems.
o COMMUNICATIONS HARDWARE - The Company's communications hardware
includes modems and DSU/CSUs. Modems do not perform date processing
and therefore, do not have Year 2000 related problems. The DSU/CSUs
are digital modems that perform data processing for administrative
purposes only. The Year 2000 status of these digital modems will be
evaluated after other Year 2000 priority areas have been addressed.
Non-Information Technology Systems
o PHONE SYSTEM - The Company's phone system has been certified as Year 2000
compliant by Siemens.
o SECURITY SYSTEM - Security software has been certified as Year 2000
compliant. The vendor is in the process of testing the security hardware
for Year 2000 compliance.
o OFFICE ENVIRONMENTAL SYSTEM - The Company's office environmental system is
currently manually controlled and Year 2000 compliant. However, new
automated controls for the environmental system are being installed.
The Company plans to test these controls for Year 2000 compliance.
o TELEPHONE AND UTILITY SYSTEMS - The Year 2000 status of the Company's
telephone and utility systems has not been assessed. The Company expects
that these systems will be made Year 2000 compliant by their providers.
SUMMARY
The Company expects to be fully Year 2000 compliant and obtain
certification of Year 2000 compliance from the Information Technology
Association of America by September 1999. Given the Company's plans to identify
and address its Year 2000 Issue, the Company does not believe that the Year 2000
Issue will have a material adverse effect on its business, results of operations
or financial condition. The Company estimates that the total cost of addressing
its Year 2000 Issue will be approximately $300. All costs associated with the
remediation of the Year 2000 Issue will be expensed as incurred. The Company
will develop a contingency plan for dealing with Year 2000 Issues by September
1999.
RISKS ASSOCIATED WITH THE YEAR 2000 ISSUE
The Company's failure to correct a material Year 2000-related problem
in its information or non-information technology systems could result in an
interruption in, or a failure of, certain normal business activities or
operations of the Company. Specially, the Company's inability to bring
historical data files, date fields or information purchased from vendors into
Year 2000 compliance could have a material adverse effect on the business,
financial condition and results of operations of the Company. In addition, the
Company is currently unable to predict the effect that the Year 2000 Issue will
have on its suppliers, or the extent to which the Company would be vulnerable to
its suppliers' failure to remediate their Year 2000 Issues on a timely basis.
The failure of a major supplier to convert its systems on a timely basis or a
conversion that is incompatible with the Company's systems could have a material
effect on the Company.
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PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
None to report.
ITEM 2. CHANGES IN SECURITIES
None to report.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None to report.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY-HOLDERS
None to report.
ITEM 5. OTHER INFORMATION
None to report.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
27.1* Financial Data Schedule (for SEC use only)
(b) Reports on Form 8-K
None
- ------------
* Filed herewith.
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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.
DBT ONLINE, INC.
/s/ TIMOTHY M. LEONARD
--------------------------------------
TIMOTHY M. LEONARD
Vice President, Finance, Treasurer and
Chief Financial Officer
(Duly authorized officer and chief financial officer)
Date: August 20, 1999
Page 13
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> MAR-31-1999
<CASH> 23,079
<SECURITIES> 26,342
<RECEIVABLES> 11,857
<ALLOWANCES> (420)
<INVENTORY> 0
<CURRENT-ASSETS> 63,273
<PP&E> 33,911
<DEPRECIATION> (14,278)
<TOTAL-ASSETS> 97,043
<CURRENT-LIABILITIES> 7,139
<BONDS> 0
0
0
<COMMON> 1,894
<OTHER-SE> 84,729
<TOTAL-LIABILITY-AND-EQUITY> 86,623
<SALES> 16,535
<TOTAL-REVENUES> 18,188
<CGS> 7,432
<TOTAL-COSTS> 7,432
<OTHER-EXPENSES> 8,244
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (443)
<INCOME-PRETAX> 2,955
<INCOME-TAX> 1,005
<INCOME-CONTINUING> 1,950
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,950
<EPS-BASIC> 0.10
<EPS-DILUTED> 0.10
</TABLE>
