<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
--------------------
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): April 26, 2000
iVillage Inc.
(Exact name of registrant as specified in its charter)
Delaware 000-25469 13-3845162
(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
organization)
212 Fifth Avenue, New York, New York 10010
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 206-3100
- --------------------------------------------------------------------------------
(Former name or former address if changed since last report)
<PAGE>
Item 5. Other Events
On April 26, 2000, iVillage Inc. ("iVillage") issued a press release
announcing its financial results for the three-month period ended March 31,
2000. A copy of iVillage's press release announcing these financial results is
attached as Exhibit 99.1 hereto and incorporated by reference into this Report.
In addition, on April 26, 2000, iVillage issued a separate press release
with respect to the resignation of Craig Monaghan as iVillage's Chief Financial
Officer. A copy of such press release is attached as Exhibit 99.2 hereto and is
incorporated by reference into this Report.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Not applicable.
(b) Not applicable.
(c) Exhibits
99.1 Press Release dated April 26, 2000 regarding iVillage Inc.'s
announcement of its financial results for the three-month period
ended March 31, 2000.
99.2 Press Release dated April 26, 2000 with respect to the
resignation of Craig Monaghan as iVillage's Chief Financial
Officer.
<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 hereunto duly authorized.
iVillage Inc.
(Registrant)
Date: April 26, 2000 By:/s/ Steven A. Elkes
---------------------------------------
Steven A. Elkes
Senior Vice President, Business Affairs
<PAGE>
EXHIBIT INDEX
Exhibits
- --------
99.1 Press Release dated April 26, 2000 regarding iVillage Inc.'s
announcement of its financial results for the three-month period ended
March 31, 2000.
99.2 Press Release dated April 26, 2000 with respect to the resignation of
Craig Monaghan as iVillage's Chief Financial Officer.
<PAGE>
[LOGO]
iVillage Inc
The Women's Network
FOR IMMEDIATE RELEASE
iVillage Reports First Quarter 2000 Financial Results
Revenue Increases 221% Over First Quarter 1999
Results Reflect Significant Decline in EBITDA Losses
New York, NY - April 26, 2000 - iVillage Inc. (Nasdaq: IVIL), operator of
iVillage.com: The Women's Network (http://www.ivillage.com and AOL keyword:
ivillage), today announced financial results for the first quarter ended March
31, 2000.
iVillage's net revenues increased 221% to $20.8 million for the first quarter of
2000 compared to net revenues of $6.5 million for the first quarter of 1999. Net
revenues in the first quarter increased 8% over fourth quarter 1999 revenues of
$19.3 million. iVillage reported media revenues of $17.6 million for the first
quarter 2000, an increase of 8% over fourth quarter 1999 media revenues of $16.3
million. Commerce revenues in the first quarter were $3.2 million, an increase
of 7% over commerce revenues of $3.0 million in the fourth quarter 1999.
Commerce currently represents 15% of iVillage's total revenues.
Membership increased 218% to approximately 4.9 million for the first quarter of
2000, from 1.6 million for the first quarter of 1999 and an increase of 18% over
4.2 million at the end of the fourth quarter 1999. Newsletter subscribers in the
first quarter increased 10% to 12 million, over the fourth quarter of 1999.
During the month of March, iVillage issued 89 million member requested
newsletters, a 36% increase over December 1999, demonstrating the increased
activity and involvement of members and users.
Based on a custom report run by Media Metrix(1) (summary report is attached),
for the month of March 2000, iVillage had a reach of 9.6%. Traffic to
iVillage.com grew 72% to 155 million average monthly page views during the first
quarter of 2000, compared to the first quarter of 1999, and 13% over the fourth
quarter of 1999. Additionally, iVillage.com was ranked 14th in new user growth
from March 1999 to March 2000.
"This is our fifth quarter as a public company and once again we are delivering
above expectations on all measures: revenue, traffic and member growth and
reduced EBITDA losses," said Candice Carpenter, Chief Executive Officer of
iVillage Inc.
iVillage reported an EBITDA loss of approximately $14.3 million for the quarter
ended March 31, 2000, a 25% decline from an EBITDA loss of $19.0 million for the
quarter ended December 31, 1999. EBITDA loss for the comparable year-ago quarter
was $15.0 million. The Company expects continued EBITDA improvement going
forward.
- ----------
(1) Given that there are several Web measurement services, iVillage believes in
showing the fullest representation of Web measurement indices (see the
attached chart).
1
<PAGE>
Net loss for the first quarter was $25.2 million, or a net loss per share of
$0.85, compared to a net loss of $29.9 million for the fourth quarter, or a net
loss per share of $1.04. Net loss for the same period one year ago was $17.6
million or a pro forma net loss per share of $0.96. At the end of the first
quarter 2000, iVillage had $93.2 million in cash, cash equivalents and
restricted cash on its balance sheet.
"This quarter brings strong demonstration of the leverage and scalability of our
model," said Ms. Carpenter. "Specifically, we launched three channels with
multi-million dollar sponsorships in place prior to their launch, achieving an
attractive return on our spending from day one. Working Diva serves the needs of
the 75% of our members who work; we launched the Garden channel with a
multi-million dollar commitment from Garden.com; and the beauty channel was
launched in partnership with Unilever."
"We are also pleased today to announce an expanded agreement with AOL, in which
Astrology.com will have an anchor tenancy in the new horoscopes area on AOL,
launching later this Spring," continued Ms. Carpenter. "We will be providing
daily content to this new area, which will offer daily horoscopes, tools to test
compatibility, as well as weekly features from iVillage Astrologer Kelli Fox. We
are very excited about this deal, as it provides additional opportunities for
traffic generation and continues to deepen our AOL relationship."
During the first quarter, iVillage signed 4 sponsorship agreements over $1
million, including deals with Unilever, Kimberly Clark and American Blind &
Wallpaper. Revenue per thousand page views in the first quarter increased 83% to
$44, up from $24 in the same period in 1999.
In the first quarter of 2000, iVillage continued to be in the top 25 ranking for
monthly page views per visit and length of stay among the top 50 Web sites. In
March, iVillage ranked 12th out of the top 50 sites in minutes spent per month,
5th in pages per visitor in a day, and 8th in minutes spent per day.
"Our branding campaign continues to show positive results, as our aided brand
awareness is 67% among women, and we were recently named one of the top 20
Internet brands by Corporate Branding LLC," continued Ms. Carpenter. "We have
also continued to develop promotional opportunities for our members and have
seen fantastic results. We reinforced our relationship with NBC through a unique
on-air/online promotional partnership, `Be The Star That You Are.' The
promotion, which ended on April 24, offered one grand-prize winner a trip to
Hollywood and a walk-on role on the hit drama series, `Providence.' This has
been our most successful sweepstakes to date, with over 700,000 entries."
2
<PAGE>
About iVillage.com: The Women's Network
iVillage.com: The Women's Network (http://www.ivillage.com and AOL keyword:
ivillage) is the leading women's network online providing practical solutions
and everyday support for women between the ages of 25 and 54. iVillage.com is
organized into branded communities that focus on issues of most importance to
women and provide interactive services, peer support and online access to
experts through 16 content channels and several shopping areas. Content channels
include allHealth, Astrology, Beauty, Book Club, Click!: Where Computers Make
Sense, Diet & Fitness, Food, Garden, MoneyLife, ParentsPlace, Parent Soup, Pets,
Relationships, Travel, Work from Home and Working Diva, and are complemented by
stores such as iBaby and iMaternity, Shopping Central, and PlusBoutique.
Established in 1995 and headquartered in New York City, iVillage Inc. (Nasdaq:
IVIL) is a new media company, recognized as an industry leader in developing
innovative sponsorship and commerce relationships that match the desire of
marketers to reach women with the needs of iVillage.com members for relevant
information and services.
Safe Harbor Statement under the Private Securities Litigation Reform Act of
1995:
iVillage Inc. has included in this press release certain "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995 concerning iVillage's business, operations and financial condition. The
words or phrases "can be", "expects", "may affect", "may depend", "believes",
"estimate", "project" and similar words and phrases are intended to identify
such forward-looking statements. Such forward-looking statements are subject to
various known and unknown risks and uncertainties and iVillage cautions you that
any forward-looking information provided by or on behalf of iVillage is not a
guarantee of future performance. Actual results could differ materially from
those anticipated in such forward-looking statements due to a number of factors,
some of which are beyond iVillage's control, in addition to those discussed in
iVillage's other press releases, public filings and statements by iVillage's
management, including (i) the volatile and competitive nature of the Internet
industry, (ii) changes in domestic and foreign economic and market conditions,
(iii) the effect of federal, state and foreign regulation on iVillage's
business, and (iv) the impact of recent and future acquisitions on iVillage's
business and financial condition. All such forward-looking statements are
current only as of the date on which such statements were made. iVillage does
not undertake any obligation to publicly update any forward-looking statement to
reflect events or circumstances after the date on which any such statement is
made or to reflect the occurrence of unanticipated events.
# # #
Contacts:
Media:
iVillage The Abernathy MacGregor Group
Jason Stell Carl Fischer
212-206-3141 212-371-5999
[email protected] [email protected]
Analysts and Investors:
iVillage The Abernathy MacGregor Group
Barbara Coffey Carina Thate
917-326-4193 212-371-5999
[email protected] [email protected]
3
<PAGE>
iVillage Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
(in thousands, except per share amounts)
<TABLE>
<CAPTION>
Three months ended March 31,
----------------------------
2000 1999
------------- -----------
(Unaudited)
<S> <C> <C>
Revenues:
Advertising, sponsorship and other $ 17,561 $ 4,690
Commerce, net 3,201 1,774
-------- --------
Total revenues 20,762 6,464
Cost of revenues 9,238 5,081
-------- --------
Gross margin 11,524 1,383
-------- --------
Operating expenses:
Product development and technology 1,889 1,724
Sales and marketing 13,521 7,953
Sales and marketing - NBC expenses 3,292 3,106
General and administrative 7,126 3,636
Depreciation and amortization 12,583 2,854
-------- --------
Total operating expenses 38,411 19,273
-------- --------
Loss from operations (26,887) (17,890)
Interest income, net 1,558 330
Other income (expense), net 161 --
-------- --------
Net loss (25,168) (17,560)
======== ========
Preferred stock deemed dividend -- (23,612)
Net loss attributable to common stockholders $(25,168) $(41,172)
======== ========
Basic and diluted net loss per share attributable to common
stockholders $ (0.85) $ (7.51)
======== ========
Weighted average shares of common stock outstanding
used in computing basic and diluted net loss per share 29,630 5,483
======== ========
Pro forma basic and diluted net loss per share excluding
deemed dividend $ (0.96)
========
Weighted average shares of common stock outstanding
used in computing pro forma basic and diluted net loss
per share excluding deemed dividend 18,295
========
Other supplemental information:
EBITDA loss $(14,304) $(15,036)
======== ========
EBITDA loss without NBC expenses $(11,012) $(11,930)
======== ========
</TABLE>
<PAGE>
iVillage Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(in thousands)
March 31, December 31,
2000 1999
-------- ------------
(Unaudited)
ASSETS:
Current assets:
Cash and cash equivalents $ 83,016 $106,010
Restricted cash 953 1,495
Accounts receivable, net 3,616 6,620
Inventory 1,955 2,332
Other current assets 5,037 3,193
-------- --------
Total current assets 94,577 119,650
Restricted cash 9,250 --
Fixed assets, net 10,562 10,017
Goodwill and intangible assets, net 164,051 175,143
Other assets 4,573 7,938
-------- --------
Total assets $283,013 $312,748
======== ========
LIABILITIES and STOCKHOLDERS' EQUITY:
Current liabilities:
Accounts payable and accrued expenses $ 14,592 $ 16,216
Deferred revenue 12,260 12,682
-------- --------
Total liabilities 26,852 28,898
-------- --------
Commitments and contingencies
Stockholders' equity 256,161 283,850
-------- --------
Total liabilities and stockholders' equity $283,013 $312,748
======== ========
<PAGE>
iVillage Inc.
Income Statement ($ in Million except for EPS)
<TABLE>
<CAPTION>
==========
Mar-99 Jun-99 Sep-99 Dec-99 FY 99 Mar-00
<S> <C> <C> <C> <C> <C> <C>
Revenue
Advertising, Sponsorship & Other 4.690 5.994 8.209 16.285 35.178 17.561
% of total Rev. 73% 74% 77% 85% 79% 85%
Commerce 1.774 2.114 2.516 2.979 9.383 3.201
% of total Rev. 27% 26% 23% 15% 21% 15%
-------------------------------------------------------------------------------
Total Revenue 6.464 8.108 10.725 19.264 44.561134 20.762
Growth q-q 10% 25% 32% 80% 8%
Growth Y/y 194% 207% 150% 227% 197% 221%
Cost of Revenues 5.082 4.422 6.078 7.204 22.786 9.238
-------------------------------------------------------------------------------
Gross Profit 1.382 3.686 4.647 12.060 21.775 11.524
Gross Margin 21% 45% 43% 63% 49% 56%
Product Development & Technology 1.724 1.405 1.551 1.645 6.325 1.889
% of Revenues 27% 17% 14% 9% 14% 9%
Sales and Marketing 11.059 12.562 19.636 24.547 67.804 16.813
% of Revenues 171% 155% 183% 127% 152% 81%
General and Administrative 3.636 3.340 3.681 5.001 15.657 7.126
% of Revenues 56% 41% 34% 26% 35% 34%
Depreciation and Amortization 2.854 4.665 9.250 12.543 29.312 12.583
% of Revenues 44% 58% 86% 65% 66% 61%
-------------------------------------------------------------------------------
Total Operating Expenses 19.273 21.972 34.117 43.736 119.098 38.411
% of Revenues 298% 271% 318% 227% 267% 185%
Loss from Operations (17.890) (18.286) (29.471) (31.677) (97.323) (26.887)
Interest Income (Expense) & Other 0.330 1.182 0.937 1.636 4.085 1.558
Other 0.129 0.109 0.238 0.161
-------------------------------------------------------------------------------
Net loss (17.560) (17.104) (28.405) (29.932) (93.000) (25.168)
Preferred Div (23.612) (23.612)
Net Loss Attributed to Common (41.172) (17.104) (28.405) (29.932) (116.612) (25.168)
EPS $ (2.25) $ (0.72) $ (1.12) $ (1.04) $ (5.59) $ (0.85)
Shares out 18.295 23.728 25.430 28.660 20.851 29.630
Additional Financial Information
Revenue from Barter 0.841 0.855 0.800 0.829 3.325 0.808
% of Revenues 13% 11% 7% 4% 7% 4%
Sales and Marketing related to NBC 3.106 4.466 4.605 5.289 17.466 3.292
EBITDA (15.036) (13.621) (20.092) (19.025) (68.011) (14.304)
EBITDA - excluding NBC (11.930) (9.155) (15.487) (13.736) (50.546) (11.012)
Balance Sheet and Other Highlights
Cash & Equivalents (in millions) 100.52 85.28 62.08 107.50 93.20
Average quarterly pageview (in 000)* 90 102 116 137 155
Revenues/average quarterly PV * $ 23.97 $ 26.57 $ 30.82 $ 46.87 $ 44.65
% of pageviews from AOL 28% 24% 21% 14% 13%
Member & Member equivalents (mill)* 1.555 1.998 2.688 4.198 4.942
Subscriptions (millions)* 7.7 8.5 11.4 10.9 11.9
Number of Message Boards (000)* 1.67 1.80 1.91 1.92 1.94
Number of Community Hosts (000)* 1.34 1.61 1.69 2.15 2.08
Number of deals >$1 million* 1 1 6 13 4
==========
</TABLE>
* Unaudited data
Prior periods reclassified to conform with current quarter presentation
<PAGE>
Summary Statistics For iVillage - for March 2000
<TABLE>
<CAPTION>
-------------------------------------------------------------------------------------
Media Metrix Media Metrix Nielsen/ PC Data Doubleclick*
Digital Media Digital Media NetRatings Online DART
Syndicated Custom Syndicated Syndicated Proprietary
Report Report Report Report Report
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Unique Visitors (000) 5,756 7,353 4,196 6,963 8,434
- ------------------------------------------------------------------------------------------------------------------------------------
% Reach 7.5% 9.6% 5.1% 10.3%
- ------------------------------------------------------------------------------------------------------------------------------------
Property Rank 36 41 42
- ------------------------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------------------------
Number of Pages per Visitor per Month 18.3 19.0 44.8
- ------------------------------------------------------------------------------------------------------------------------------------
Rank within top 50 sites 12 25 26
- ------------------------------------------------------------------------------------------------------------------------------------
Minutes Spent per Usage Month 22.6 23.4 16.0 20.0
- ------------------------------------------------------------------------------------------------------------------------------------
Rank within top 50 sites 12 20 20
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
*Doubleclick data is unaudited
What the third-party audience measurement services measure
<TABLE>
<CAPTION>
-------------------------------------------------------------------------------------
Media Metrix Media Metrix Nielsen/ PC Data Doubleclick
Digital Media Digital Media NetRatings Online DART
Syndicated Custom Syndicated Syndicated Proprietary
Report Report Report Report Report
- ------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
WWW U.S. home use X X X X X
- ------------------------------------------------------------------------------------------------------------------------------------
WWW U.S. work use X X X
- ------------------------------------------------------------------------------------------------------------------------------------
WWW Int'l home use X
- ------------------------------------------------------------------------------------------------------------------------------------
WWW Int'l work use X
- ------------------------------------------------------------------------------------------------------------------------------------
AOL Proprietary U.S. home use X X X
- ------------------------------------------------------------------------------------------------------------------------------------
AOL Proprietary U.S. work use X X
- ------------------------------------------------------------------------------------------------------------------------------------
AOL Proprietary U.S. home use (adds iVillage
message boards and chats) X
- ------------------------------------------------------------------------------------------------------------------------------------
AOL Proprietary U.S. work use (adds iVillage
message boards and chats) X
- ------------------------------------------------------------------------------------------------------------------------------------
Other Commercial Online Services
(CompuServe, Prodigy) and Off-line Ad-
Supported Digital Applications (Juno, ICQ,
Pointcast, etc.) X X
- ------------------------------------------------------------------------------------------------------------------------------------
</TABLE>
<PAGE>
[LOGO]
iVillage Inc
The Women's Network
FOR IMMEDIATE RELEASE
CRAIG MONAGHAN DEPARTS iVILLAGE
New York, NY - April 26, 2000 - iVillage Inc. (NASDAQ: IVIL), operator of
iVillage.com: The Women's Network (http://www.ivillage.com and AOL keyword:
ivillage), today announced that Craig Monaghan, the Company's CFO since June
1998, has resigned to become CFO of Autonation, Inc. (NYSE: AN). Based in Fort
Lauderdale, Florida, Autonation is America's largest automotive retailer and a
Fortune 100 company with $20 billion in revenue.
Scott Levine, Vice President, Controller & Chief Accounting Officer at iVillage,
will serve as interim CFO while a search is conducted. Mr. Levine has been with
iVillage since February 1999 and was heavily involved in the Company's initial
and follow-on public offerings. Additionally, Mr. Levine was involved with
iVillage at its inception, as acting audit manager on the Company's account
during his tenure at PricewaterhouseCoopers (formerly Coopers & Lybrand).
Candice Carpenter, iVillage CEO commented, "Craig began his career at three
Fortune 500 companies, so it is not surprising that he is taking the opportunity
to be CFO of a Fortune 100 company. Craig has been with iVillage for two years
and has been a key contributor to our success, having built a sound and
sophisticated financial structure at the Company."
About iVillage.com: The Women's Network
iVillage.com: The Women's Network (http://www.ivillage.com and AOL keyword:
ivillage) is the leading women's network online providing practical solutions
and everyday support for women between the ages of 25 and 54. iVillage.com is
organized into branded communities that focus on issues of most importance to
women and provide interactive services, peer support and online access to
experts through 16 content channels and several stores. Content channels include
allHealth, Astrology, Beauty, Book Club, Click!: Where Computers Make Sense,
Diet & Fitness, Food, Garden, MoneyLife, ParentsPlace, Parent Soup, Pets,
Relationships, Travel, Work from Home, and Working Diva, and are complemented by
stores such as iBaby , iMaternity, Shopping Central, and PlusBoutique.
Established in 1995 and headquartered in New York City, iVillage Inc. (Nasdaq:
IVIL) is a new media company, recognized as an industry leader in developing
innovative sponsorship and commerce relationships that match the desire of
marketers to reach women with the needs of iVillage.com members for relevant
information and services.
<PAGE>
Safe Harbor Statement under the Private Securities Litigation Reform Act of
1995:
iVillage Inc. has included in this press release certain "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995 concerning iVillage's business, operations and financial condition. The
words or phrases "can be", "expects", "may affect", "may depend", "believes",
"estimate", "project" and similar words and phrases are intended to identify
such forward-looking statements. Such forward-looking statements are subject to
various known and unknown risks and uncertainties and iVillage cautions you that
any forward-looking information provided by or on behalf of iVillage is not a
guarantee of future performance. Actual results could differ materially from
those anticipated in such forward-looking statements due to a number of factors,
some of which are beyond iVillage's control, in addition to those discussed in
iVillage's other press releases, public filings and statements by iVillage's
management, including (i) the volatile and competitive nature of the Internet
industry, (ii) changes in domestic and foreign economic and market conditions,
(iii) the effect of federal, state and foreign regulation on iVillage's
business, and (iv) the impact of recent and future acquisitions on iVillage's
business and financial condition. All such forward-looking statements are
current only as of the date on which such statements were made. iVillage does
not undertake any obligation to publicly update any forward-looking statement to
reflect events or circumstances after the date on which any such statement is
made or to reflect the occurrence of unanticipated events.
# # #
CONTACTS:
Media:
iVillage The Abernathy MacGregor Group
Jason Stell Carl Fischer
212.206.3141 212.371.5999
[email protected] [email protected]
Analysts and Investors:
iVillage The Abernathy MacGregor Group
Barbara Coffey Carina Thate
917.326.4193 212.371.5999
[email protected] [email protected]
