<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
--------------
FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) DECEMBER 29, 1999
-------------------------------
DOUBLECLICK INC.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in charter)
<TABLE>
<S> <C> <C>
DELAWARE 000-23709 13-3870996
- --------------------------------------------------------------------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
</TABLE>
450 WEST 33RD STREET, NEW YORK, NEW YORK 10001
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212)683-0001
-----------------------------
NOT APPLICABLE
- --------------------------------------------------------------------------------
(Former name or former address, if changed since last report.)
<PAGE>
This Current Report on Form 8-K/A amends the Current Report on Form 8-K
filed on January 13, 2000.
ITEM 2 Acquisition or Disposition of Assets
On December 29, 1999 DoubleClick Inc. (the "Company") acquired the 90.7%
of the outstanding shares of DoubleClick Scandinavia AB ("DoubleClick
Scandinavia") it did not previously own under the terms of the Agreement on the
Sale and Purchase of Shares, dated as of December 17, 1999. In the transaction,
the shares of DoubleClick Scandinavia not owned by the Company were exchanged
for an aggregate of approximately 862,000 shares of Company common stock.
Additional shares of Company common stock are contingently issuable in March
2001 and 2002. The minimum value of these additional shares that will be issued
under the agreement is approximately $32.0 million and the maximum value of the
contingently issuable shares is approximately $60.0 million. The terms of the
transaction were determined through arms-length negotiations between the Company
and the DoubleClick Scandinavia shareholders.
Copies of the Company's press release announcing the transaction and
describing DoubleClick Scandinavia's business, which the Company intends to
continue, are incorporated herein by reference and included as Exhibit 99.1
hereto.
Item 7 FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements of Business Acquired.
The following appear as Exhibit 99.2 to this Current Report on Form 8-K/A
and are incorporated into this document by reference:
(i) Consolidated balance sheet of DoubleClick Scandinavia AB and its
subsidiaries as of December 29, 1999, and the related consolidated statement
of operations and cash flows for the period January 1, 1999 through December
29, 1999.
(b) Pro Forma Financial Information.
The following appear as Exhibit 99.3 to this Current Report on Form 8-K/A
and are incorporated into this document by reference:
(i) Unaudited condensed combined pro forma statement of operations for the
period January 1, 1999 through December 29, 1999.
(c) Exhibits. The following documents are filed as exhibits to this
report:
2.1* Agreement for the Sale and Purchase of Shares, dated as
of December 17, 1999, between DoubleClick Inc. and the
Sellers listed on Appendix 1 thereto.
23.1 Consent of Independent Accountants
99.1* Press Release dated December 22, 1999.
99.2 Consolidated balance sheet of DoubleClick Scandinavia AB
and its subsidiaries as of December 29, 1999, and the
related consolidated statements of operations and cash
flows for the period January 1, 1999 through December 29,
1999.
99.3 Unaudited condensed combined pro forma statement of
operations for the period January 1, 1999 through
December 29, 1999.
- -------------------
* Previously Filed.
2
<PAGE>
SIGNATURE
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.
DOUBLECLICK INC.
Date: March 10, 2000 By: /s/ Kevin P. Ryan
-------------------------------
Name: Kevin P. Ryan
Title: President and Chief
Operating Officer
3
<PAGE>
EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit
<S> <C>
2.1* Agreement for the Sale and Purchase of Shares, dated
as of December 17, 1999, between DoubleClick Inc.
and the Sellers listed on Appendix 1 thereto.
23.1 Consent of Independent Accountants
99.1* Press Release dated December 22, 1999.
99.2 Consolidated balance sheet of DoubleClick
Scandinavia AB and its subsidiaries as of December
29, 1999, and the related consolidated statements of
operations and cash flows for the period January 1,
1999 through December 29, 1999.
99.3 Unaudited condensed combined pro forma
statement of operations for the period January 1, 1999
through December 29, 1999.
- --------------------
* Previously Filed.
</TABLE>
4
EXHIBIT 23.1
<PAGE>
Consent of Independent Accountants
We consent to the incorporation by reference in the registration statements
(No. 333-78959 and No. 333-31826) on Form S-3 and (No. 333-48277,
No. 333-90653, No. 333-91661, No. 333-95105, and No. 333-30726) on Form S-8
of DoubleClick Inc. of our report dated March 7, 2000, with respect to the
consolidated balance sheet of DoubleClick Scandinavia AB and subsidiaries as
of December 29, 1999, and the related consolidated statement of operations
and cash flows for the period then ended which report appears in the Form 8-K/A
of DoubleClick Inc. dated March 10, 2000.
/s/ PricewaterhouseCoopers
Stockholm, Sweden
10 March 2000
<PAGE>
DOUBLECLICK SCANDINAVIA AB
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
<TABLE>
<S> <C>
Report of PricewaterhouseCoopers, Independent Accountants 1
Consolidated Statement of Operations for the period from
1 January 1999 to 29 December 1999 2
Consolidated Balance Sheet as of 29 December 1999 3
Consolidated Statement of Cash Flows for the period from
1 January 1999 to 29 December 1999 5
Notes to the Consolidated Financial Statements 6
</TABLE>
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
TO THE BOARD OF DIRECTORS OF
DOUBLECLICK SCANDINAVIA AB
We have audited the accompanying consolidated balance sheet of DoubleClick
Scandinavia AB and its subsidiaries as of 29 December 1999, and the related
consolidated statement of operations and of cash flows for the period from 1
January 1999 to 29 December 1999. These financial statements are the
responsibility of the Company's management. Our responsibility is to express an
opinion on the financial statements based on our audit.
We conducted our audit in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audit provides a reasonable basis for our
opinion.
In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of DoubleClick
Scandinavia AB and its subsidiaries at 29 December 1999, and the results of
their operations and their cash flows for the period from 1 January 1999 to 29
December 1999, in conformity with accounting standards generally accepted in
Sweden.
PRICEWATERHOUSECOOPERS
Stockholm, Sweden
7 MARCH 2000
<PAGE>
DOUBLECLICK SCANDINAVIA AB
CONSOLIDATED STATEMENT OF OPERATIONS
FOR THE PERIOD FROM 1 JANUARY TO 29 DECEMBER 1999
(IN THOUSANDS OF SEK)
- --------------------------------------------------------------------------------
<TABLE>
<S> <C>
OPERATING INCOME
Net revenues - Note 2 64,689
Cost of revenues (44,615)
--------------
GROSS PROFIT 20,074
OPERATING EXPENSES
Other external costs (10,435)
Personnel costs - Note 3 (22,578)
Depreciation and write-downs of tangible fixed assets (801)
Other operating expenses (467)
--------------
LOSS FROM OPERATIONS (14,207)
RESULT FROM FINANCIAL INVESTMENTS
Interest income and similar profit/loss items 356
Other expenses and similar profit/loss items (242)
Other financial income 18
--------------
LOSS AFTER FINANCIAL ITEMS (14,075)
- --------------------------------------------------------------------------------
LOSS FOR THE YEAR (14,075)
- --------------------------------------------------------------------------------
</TABLE>
The accompanying notes are an integral part of these
consolidated financial statements.
<PAGE>
DOUBLECLICK SCANDINAVIA AB
CONSOLIDATED BALANCE SHEET
29 DECEMBER 1999
(IN THOUSANDS OF SEK)
- --------------------------------------------------------------------------------
<TABLE>
<S> <C>
ASSETS
TANGIBLE FIXED ASSETS
Equipment, tools, fixtures and fittings - Note 5 1,961
-----------------
TOTAL FIXED ASSETS 1,961
CURRENT ASSETS
CURRENT RECEIVABLES
Accounts receivable - trade 17,552
Other receivables 116
Prepaid expenses and accrued income - Note 7 550
-----------------
TOTAL CURRENT RECEIVABLES 18,218
CASH AND BANK BALANCES 20,047
TOTAL CURRENT ASSETS 38,265
- --------------------------------------------------------------------------------
TOTAL ASSETS 40,226
- --------------------------------------------------------------------------------
</TABLE>
The accompanying notes are an integral part of these
consolidated financial statements.
<PAGE>
DOUBLECLICK SCANDINAVIA AB
CONSOLIDATED BALANCE SHEET
29 DECEMBER 1999
(IN THOUSANDS OF SEK)
- --------------------------------------------------------------------------------
<TABLE>
<S> <C>
EQUITY AND LIABILITIES
EQUITY - Note 8
RESTRICTED EQUITY
Share capital (821,000 shares of par value 2 SEK each) 1,642
Other restricted reserves 13,907
NON-RESTRICTED EQUITY / ACCUMULATED DEFICIT
Loss brought forward (12,589)
Loss for the period ended 29 December 1999 (14,075)
-------------------
TOTAL EQUITY (11,115)
CURRENT LIABILITIES
Advance payments from customers 12,636
Accounts payable - trade 7,405
Liability to DoubleClick Inc. 8,438
Loan from minority shareholders 734
Other liabilities 5,111
Accrued expenses - Note 10 17,017
-------------------
TOTAL CURRENT LIABILITIES 51,341
- --------------------------------------------------------------------------------
TOTAL EQUITY AND LIABILITIES 40,226
- --------------------------------------------------------------------------------
PLEDGED ASSETS AND CONTINGENT LIABILITIES
PLEDGED ASSETS None
CONTINGENT LIABILITIES None
</TABLE>
The accompanying notes are an integral part of these
consolidated financial statements.
<PAGE>
DOUBLECLICK SCANDINAVIA AB
CONSOLIDATED STATEMENT OF CASH FLOWS
FOR THE PERIOD FROM 1 JANUARY TO 29 DECEMBER 1999
(IN THOUSANDS OF SEK)
- --------------------------------------------------------------------------------
<TABLE>
<S> <C>
OPERATING ACTIVITIES
Loss after financial items (14,075)
Adjustments to reconcile net loss to cash used in operating activities
Depreciation 801
Interest income (356)
Interest expense 242
Translation difference (460)
-----------------
(13,848)
Interest paid (302)
Taxes paid (4)
NET CASH FROM OPERATING ACTIVITIES BEFORE ADJUSTMENTS FOR CHANGES IN WORKING CAPITAL (14,154)
CHANGES IN WORKING CAPITAL
Increase in accounts receivable - trade (11,133)
Current operating receivables 402
Decrease in accounts payable - trade 7,899
Current operating liabilities 27,248
-----------------
NET CASH FROM OPERATING ACTIVITIES 10,262
INVESTING ACTIVITIES
Purchases of tangible assets - Note 5 (1,325)
Interest received 356
-----------------
NET CASH USED IN INVESTING ACTIVITIES (969)
NET INCREASE IN CASH AND CASH EQUIVALENTS 9,293
Cash and cash equivalents at the beginning of the year 10,754
- ----------------------------------------------------------------------------------------------------------------
CASH AND CASH EQUIVALENTS AT 29 DECEMBER 1999 20,047
- ----------------------------------------------------------------------------------------------------------------
</TABLE>
The accompanying notes are an integral part of these
consolidated financial statements.
<PAGE>
DOUBLECLICK SCANDINAVIA AB
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES
DESCRIPTION OF BUSINESS
DoubleClick Scandinavia AB and its subsidiaries (the "Company") provides
comprehensive interactive advertising solutions to advertisers, ad agencies and
Web publishers.
BASIS OF PRESENTATION
On 29 December 1999 the Company was acquired by DoubleClick Inc. in a business
combination accounted for using the purchase method. In the transaction, the
shares of DoubleClick Scandinavia AB not owned by DoubleClick were exchanged for
an aggregate of approximately 862,000 shares of DoubleClick Inc. common stock.
Additional shares of common stock are contingently issuable in March 2001 and
2002. The maximum value of the contingently issuable shares is approximately USD
60 million.
The results of operations for the period from 29 December 1999 to 31 December
1999 and amounts recorded from the application of the purchase method are not
reflected in the accompanying consolidated financial statements as of, and for
the period ended 29 December 1999.
ACCOUNTING PRINCIPLES
The accounting principles applied are in accordance with the Swedish Annual
Accounts Act, as well as the recommendations and statements from the Swedish
Accounting Standard Board, the Swedish Financial Accounting Standard Council and
the Swedish Institute of Authorized Public Accountants (FAR).
The accounting principles applied by DoubleClick Scandinavia AB are
substantially the same as those provided by accounting principles generally
accepted in the United States and therefore there are no reconciling items to
these financial statements.
The following valuation and recalculation principles were applied to the
financial statements:
CONSOLIDATED FINANCIAL STATEMENTS
Subsidiaries, which are those companies in which the Company, directly or
indirectly, has an interest of more than one half of the voting rights or
otherwise has power to exercise control over the operations, have been
consolidated. Subsidiaries are consolidated from the date on which effective
control is transferred to the group and are no longer consolidated from the date
of disposal. All intercompany transactions, balances and unrealized surplus and
deficits on transactions between group companies have been eliminated. Where
necessary, accounting policies for subsidiaries have been changed to ensure
consistency with the policies adopted by the Company.
REVENUE RECOGNITION
Revenues are derived primarily from the sale and delivery of advertising
impressions through third-party Web sites within the DoubleClick Scandinavia AB
network (the "network"). Revenues are recognized in the period the advertising
impressions are delivered provided collection of the resulting receivable is
reasonably assured.
The Company becomes obligated to make payments to third-party Web sites, which
have contracted with the Company to be part of the network in the period the
advertising impressions are delivered. Such expenses are classified as cost of
revenues in the consolidated statement of operations.
<PAGE>
DOUBLECLICK SCANDINAVIA AB
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
RECEIVABLES
Trade receivables are carried at anticipated realizable value. An estimate is
made for doubtful receivables based on a review of all outstanding amounts at 29
December 1999. Bad debts are written off during the year in which they are
identified.
FOREIGN CURRENCIES
Income statements of foreign entities are translated into the Swedish krona
(SEK), the Company's reporting currency, at average exchange rates for the
period and the balance sheet is translated at the exchange rates ruling on 29
December 1999. Exchange differences arising from the retranslation of the net
investment in foreign subsidiary undertakings are taken to translation reserve
in shareholders' equity.
Foreign currency transactions are accounted for at the exchange rates prevailing
at the date of the transactions; gains and losses resulting from the settlement
of such transactions and from the translation of monetary assets and liabilities
denominated in foreign currencies, are recognized in the statement of
operations. Such balances are translated at period-end exchange rates.
INCOME TAXES
The Company uses the asset and liability method of accounting for income taxes.
Under this method, deferred tax assets and liabilities are recognized for the
future consequences attributable to differences between the financial statement
carrying amounts of existing assets and liabilities and their respective tax
bases and to operating loss and tax credit carryforwards. Deferred tax assets
and liabilities are measured using enacted tax rates expected to apply to
taxable income in the years in which those temporary differences are expected to
be recovered or settled. The effect on deferred tax assets and liabilities of a
change in tax rates is recognized in results of operations in the period that
includes the enactment date. A valuation allowance is provided for the amount of
deferred tax assets that, based on available evidence, realization is not
assured.
FIXED ASSETS
All fixed assets are initially recorded at cost. Depreciation is calculated on
the straight-line method to write off the cost of each assets, or the revalued
amounts, to their residual values over their estimated useful life as follows:
<TABLE>
<S> <C>
Equipment, tools, fixtures and fittings 3 years
</TABLE>
CASH AND CASH EQUIVALENTS
For the purposes of the cash flow statement, cash and cash equivalents comprise
cash in hand and deposits held at call with banks.
<PAGE>
DOUBLECLICK SCANDINAVIA AB
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
<TABLE>
<S> <C>
NOTE 2 - NET REVENUES 1999
kSEK
NET SALES IN NORDIC REGION 64,689
</TABLE>
The directors have decided that the Company does not have any separately
reportable segments.
<TABLE>
<S> <C>
NOTE 3 - PERSONNEL COSTS 1999
kSEK
Salary and social security costs 21,168
Other personnel costs 1,410
----------------
TOTAL 22,578
</TABLE>
<TABLE>
<CAPTION>
1) AVERAGE NUMBER OF EMPLOYEES TOTAL EMPLOYEES OF WHICH MEN
<S> <C> <C>
TOTAL 51 59%
</TABLE>
2) SALARIES, OTHER REMUNERATION AND SOCIAL SECURITY COSTS
<TABLE>
<CAPTION>
1999
kSEK
SALARIES AND SOCIAL SECURITY
OTHER COSTS (OF WHICH
REMUNERATION PENSION COSTS)
<S> <C> <C>
TOTAL 16 956 4,212
(1,402)
</TABLE>
3) SALARIES AND OTHER REMUNERATION SPLIT BETWEEN THE BOARD OF DIRECTORS
(INCLUDING THE MANAGING DIRECTOR) AND OTHER EMPLOYEES
<TABLE>
<CAPTION>
1999
kSEK
---------------------------------------
BOARD OF DIRECTORS
AND MD (OF WHICH OTHER EMPLOYEES
BONUS ETC)
<S> <C> <C>
TOTAL 3 859 13,097
(10)
</TABLE>
kSEK 402 of the Company's pension costs refer to the Board and the Managing
Director.
<PAGE>
DOUBLECLICK SCANDINAVIA AB
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
NOTE 4 - TAXATION 1999
kSEK
<S> <C>
All group companies have accumulated deficits and their losses carried forward
are shown below:
DoubleClick Scandinavia AB 6,515
DoubleClick Denmark A/S 4,858
DoubleClick Norway AS 5,555
DoubleClick D.A.R.T. Online Advertising AB 5,168
------------------
TOTAL 22,096
</TABLE>
No income tax has been provided during the period as the Company has no taxable
profit. As of 29 December 1999, the Company had unutilized tax losses of
approximately kSEK 22,096 available to offset against future taxable income.
In Norway the losses carried forward must be used within ten years.
In Denmark the losses carried forward must be used within five years.
In Finland the losses carried forward must be used within ten years. As a result
of the change in ownership an application must be filed with tax authorities and
be approved to be able to use the Finnish loss carry forward.
<TABLE>
<CAPTION>
NOTE 5 - TANGIBLE FIXED ASSETS 1999
kSEK
<S> <C>
EQUIPMENT, TOOLS, FIXTURES AND INSTALLATIONS
ACQUISITION VALUE
Acquisition value opening balance 1,819
Purchases (including cost of improvements) 1,325
Sales/disposals (86)
Reclassification (78)
------------------
ACCUMULATED ACQUISITION VALUE CLOSING BALANCE 2,980
ACCUMULATED DEPRECIATION ACCORDING TO PLAN
Depreciation opening balance (298)
Depreciation according to plan for the year (751)
Sales/disposals 27
Reclassifications 3
------------------
ACCUMULATED DEPRECIATION ACCORDING TO PLAN CLOSING BALANCE (1,019)
------------------
NET BOOK VALUE ACCORDING TO PLAN CLOSING BALANCE 1,961
</TABLE>
During the period the Company acquired equipment with an aggregated cost of kSEK
1,325. All equipment was paid for in cash.
<PAGE>
DOUBLECLICK SCANDINAVIA AB
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
NOTE 6 - SHARES IN GROUP COMPANIES
SHARES IN THE GROUP COMPANIES
<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------
NAME OF COMPANIES REGISTRATION REGISTERED EXTENT OF HOLDING NET
NUMBER OFFICE EQUITY
- ---------------------------------------------------------------------------------------------------------------
NUMBER OF SHARE OF
SHARES CAPITAL
IN %
- ---------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
DoubleClick Denmark A/S 249486 Copenhagen 633,333 63.3 (3,965)
- ---------------------------------------------------------------------------------------------------------------
DoubleClick D.A.R.T. Online
Advertising AB 713688 Helsinki 182 91.0 (4,380)
- ---------------------------------------------------------------------------------------------------------------
DoubleClick Norway A/S 97998016 Oslo 4,550 91.0 (4,970)
- ---------------------------------------------------------------------------------------------------------------
DoubleClick Sweden AB 556575-3943 Stockholm 10,000 100.0 1,000
- ---------------------------------------------------------------------------------------------------------------
</TABLE>
During the period the group incorporated a new subsidiary, DC Sweden AB, (100%
owned) in amount of MSEK 1 cash to equity.
NOTE 7 - PREPAID EXPENSES AND ACCRUED INCOME
<TABLE>
<CAPTION>
<S> <C>
1999
kSEK
Prepaid rent 127
Other items 423
------
TOTAL 550
</TABLE>
NOTE 8 - SHAREHOLDERS' EQUITY
<TABLE>
<CAPTION>
SHARE RESTRICTED NON-RESTRICTED
CAPITAL RESERVES RESERVES
<S> <C> <C> <C>
OPENING BALANCE 1,642 13,960 (12,074)
Transfers between statutory and non-restricted (53) 53
equity
Net profit/loss for the year (14,075)
Translation difference (568)
CLOSING BALANCE 1,642 13,907 (26,664)
</TABLE>
NOTE 9 - MINORITY INTEREST
As the minority shareholders were not able to undertake the loss incurred in the
subsidiaries, the group is committed to cover all the losses. Consequently, the
directors considered it was appropriate that the minority shareholders shared
the losses up to their equity holding in the subsidiaries and no minority
interest is recognized on the balance sheet until the group's effort is
recovered by profits generated in the subsidiaries.
<PAGE>
DOUBLECLICK SCANDINAVIA AB
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
NOTE 10 - ACCRUED EXPENSES
<TABLE>
<CAPTION>
<S> <C>
1999
kSEK
Accruals on service costs 13,794
Consulting income 199
Accrued salaries and other personnel costs 1,706
Accrued social security costs 513
Other items 805
----------------
TOTAL 17,017
NOTE 11 - OPERATING LEASES 1999
kSEK
FUTURE MINIMUM PAYMENTS
2000 1,175
2001 1,204
2002 1,041
2003 797
2004 and after 603
----------------
TOTAL 4,820
Total rent expense for all leases during 1999 776
</TABLE>
NOTE 12 - POST BALANCE SHEET EVENT
On 17 January 2000, an extra shareholders' meeting was held to accept the
resignation of the members of board of directors. At the same time, new members
of board of directors of the group were appointed.
* * * *
<PAGE>
DOUBLECLICK INC.
UNAUDITED CONDENSED COMBINED PRO FORMA STATEMENT OF OPERATIONS
FOR THE PERIOD ENDED DECEMBER 29, 1999
(In thousands, except per share amounts)
<TABLE>
<CAPTION>
Historical Pro Forma
---------------------------- ----------------------
DoubleClick (Unaudited)
DoubleClick Scandinavia Adjustments Combined
----------- ----------- ----------- --------
<S> <C> <C> <C> <C>
Revenues $ 258,294 $ 7,764 $ (1,862) $ 264,195
Cost of Revenues 107,156 5,401 (1,829) 110,728
--------- --------- --------- ---------
Gross Profit 151,138 2,362 (33) 153,467
Operating expenses
Selling & Marketing 103,578 3,745 30,537 137,860
General & Administrative 36,306 405 36,711
Research & Development 28,364 -- 28,364
Facility Relocation and Other 41,605 -- 41,605
--------- --------- --------- ---------
Total operating expenses 209,853 4,150 30,537 244,540
Loss from operations (58,715) (1,788) (30,570) (91,073)
Interest and other, net 11,481 -- 11,481
--------- --------- --------- ---------
Loss before income taxes (47,234) (1,788) (30,570) (79,592)
Provision for income taxes 8,587 -- 8,587
--------- --------- --------- ---------
Net loss $ (55,821) $ (1,788) $ (30,570) $ (88,179)
========= ========= ========= =========
Basic and diluted net loss per common share $ (0.51) $ (0.80)
========= =========
Weighted average shares used in basic
and diluted net loss per share calculation 109,756 110,604
========= =========
</TABLE>
See accompanying notes.
<PAGE>
DOUBLECLICK INC.
NOTES TO UNAUDITED PRO FORMA
CONDENSED COMBINED STATEMENT OF OPERATIONS
DECEMBER 29, 1999
NOTE 1 -
The unaudited pro forma condensed combined statement of operations gives the
effect of the acquisition of DoubleClick Scandinavia AB ("DoubleClick
Scandinavia") as if it was consummated at the beginning of the period presented.
The pro forma information is presented for illustrative purposes only and does
not purport to be indicative of the operating results that would have actually
occurred if the transaction had been in effect on January 1, 1999, nor is it
indicative of the future operating results of DoubleClick Inc. ("DoubleClick").
The pro forma adjustments are based upon information and assumptions available
at the time of filing this Form 8-K/A. The unaudited pro forma condensed
combined financial statements, including the notes thereto, should be read in
conjunction with the historical consolidated financial statements and related
notes of DoubleClick and DoubleClick Scandinavia.
NOTE 2 -
Pro forma adjustments to reflect the acquisition of DoubleClick Scandinavia give
effect to the following:
a) Amortization of intangibles for the period January 1, 1999 through
December 29, 1999 and
b) The elimination of technology service fees paid by DoubleClick Scandinavia
to DoubleClick and sales commissions paid by DoubleClick to DoubleClick
Scandinavia.
NOTE 3 -
Pro forma net loss per share is computed by including the shares issued for
DoubleClick Scandinavia in the computation of the weighted average shares
outstanding as if they were outstanding from January 1, 1999.
NOTE 4 -
Certain reclassifications have been made to the historical statement of
operations for DoubleClick Scandinavia in order to conform to DoubleClick's
presentation. In April 1999 and January 2000, DoubleClick effected two-for-one
stock splits in the form of 100 percent stock dividends and accordingly all
share and per share amounts have been restated.
NOTE 5 -
The statement of operations of DoubleClick Scandinavia was translated from
Swedish krona to the U.S. dollar using the average exchange rate for the period.
