UNITED STATES SECURITIES AND EXCHANGE
COMMISSION
Washington, DC 20549
FORM 10-Q
(X) QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarter ended May 31, 1997
OR
( )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: 2-91525-NY
MARKET GUIDE INC.
(Exact name of Registrant as specified in its charter)
New
York 11-2646081
(State or other jurisdiction
of
(I.R.S. Employer Identification No.)
incorporation or organization)
2001 Marcus Avenue
Suite South 200
Lake Success, New York 11042-1011
(Address of principal executive offices) (Zip Code)
Registrant's telephone number,
including area code: (516) 327-2400
Former name, former address and former fiscal year, if changed since last
report)
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 _______
4,709,759 Common shares, $.001 par value were issued and outstanding on July 9,
1997. Table of Contents
Financial Statements
Balance Sheets as of May 31, 1997 (Unaudited) and February 28, 1997 3 Statement
of Operations for the Three Months Ended May 31, 1997
(Unaudited) and May 31, 1996 (Unaudited) 5
Statement of Cash Flows for the Three Months Ended May 31, 1997
(Unaudited) and May 31, 1996 (Unaudited) 6
Note to Financial Statements 7
Management's Discussion and Analysis of Financial
Condition and Results of Operations May 31, 1997 8
Other Information
16
Signature 17
<TABLE>
MARKET GUIDE INC.
Balance Sheets
<S> <C> <C> <C>
May 31, 1997 February 28,
1997
(Unaudited)
ASSETS
Current assets
Cash $ 903,820 $ 1,230,893
Accounts receivable (net of
allowance for
doubtful accounts) 721,555 557,415
Prepaid expenses and other 108,890 263,630
current assets
Total current assets 1,734,265 2,051,938
Propery, plant and equipment
Furniture and equipment 1,162,278 936,097
Equipment held under capital 942,949 942,949
leases
Leasehold improvements 74,626 72,509
2,179,853 1,951,555
Less: Accumulated depreciation
and
amortizaton (including
capital leases totaling
$233,828 and $189,234 as of
May 31, 1997 and February 28,
1997,
respectively) 827,918 744,551
Net property, plant and 1,351,935 1,207,004
equipment
Other assets
Computer software and product
enhancements
(net of accumulated 2,172,434 1,891,621
amortization)
Deposits and other assets 78,085 78,085
Total other assets 2,250,519 1,969,706
Total assets $ 5,336,719 $ 5,228,648
</TABLE>
<TABLE>
MARKET GUIDE INC.
Balance Sheets-continued
<S> <C> <C> <C>
May 31, 1997 February 28,
1997
(Unaudited)
LIABILITIES AND STOCKHOLDERS'
EQUITY
Current liabilities
Current maturities of long-term
debt and
capital leases $ 180,852 $ 176,012
Unearned revenues 462,680 248,679
Accounts payable and other 189,084 179,493
accrued expenses
Total current liabilities 832,616 604,184
Non-current liabilities
Long-term debt and capital
lease obligations, less
current maturities 514,435 564,262
Total non-current liabilities 514,435 564,262
Commitments
0 0
Total liabilities
1,347,051 1,168,446
Stockholders' equity
Common stock - $.001 par value;
20,000,000
shares authorized, 4,709,759
and 4,708,186
shares issued and outstanding
as of May 31, 1997
and February 28, 1997, 4,709 4,708
respectively
Capital in excess of par value 4,976,026 4,972,032
Accumulated deficit (991,067) (916,538)
Total stockholders' equity 3,989,668 4,060,202
Total liabilities and $ 5,336,719 $ 5,228,648
stockholders' equity
</TABLE>
<TABLE>
MARKET GUIDE INC.
Statement of Operations
(Unaudited)
<S> <C> <C>
For the Three Months Ended
May 31, 1997 May 31, 1996
(Unaudited) (Unaudited)
Revenues
Database vendors $ 1,171,402 $ 1,033,861
Market Guide products 258,861 80,504
Print product 15,750 16,741
Total revenues 1,446,013 1,131,106
Expenses
Salaries, payroll taxes & 923,398 635,145
employee benefits
Database and product costs 194,426 143,279
General and administrative 312,676 172,975
Advertising and promotion 77,465 29,333
Total expenses 1,507,965 980,732
Income from operations (61,952) 150,374
Interest income 8,161 6,576
Interest expense 20,738 17,918
Income before income taxes (74,529) 139,032
Provision for income taxes 0 1,320
Net income $ (74,529) $ 137,712
Earnings per share
Primary $ (0.02) $ 0.03
Fully diluted $ (0.02) $ 0.03
Weighted average number of
shares outstanding
Primary 4,708,203 4,188,272
Fully diluted 4,733,203 4,371,701
</TABLE>
<TABLE>
MARKET GUIDE INC.
Statement of Cash Flows
(Unaudited)
For the Three Months Ended
May 31, 1997 May 31, 1996
(Unaudited) (Unaudited)
<S> <C> <C> <C> <C>
Cash Flows From Operating
Activities
Net income $ (74,529) $ 137,712
Adjustments to reconcile net
income to net cash
provided from operating
activities
Depreciation and amortization 175,397 103,856
Changes in assets and
liabilities
(Increase)/Decrease in accounts (164,140) 70,164
receivable
(Increase)/Decrease in prepaid 154,740 92,396
assets
(Increase)/Decrease in deposits 0 (5,327)
and other assets
Increase/(Decrease) in accounts 9,591 (90,091)
payable
Increase/(Decrease) in unearned 214,001 (572)
revenues
Total adjustments 389,589 170,426
Net cash from operating 315,060 308,138
activities
Cash Flows From Investing
Activities
Payments for purchase of fixed (226,181) (92,791)
assets
Payments for leasehold (2,117) 0
improvements
Development of computer
software and product
enhancements (372,843) (134,131)
Net cash from investing (601,141) (226,922)
activities
Cash Flows From Financing
Activities
Payments for notes payable,
long-term debt and
capital leases (44,987) (36,660)
Proceeds from capital leases 0 100,844
Proceeds from issuance of 3,995 7,839
employee stock plan
Proceeds from private placement 0 0
of common stock
Proceeds from stock options 0 0
exercised
Net cash from financing (40,992) 72,023
activities
Net increase/(decrease) in cash (327,073) 153,239
Cash at beginning of period 1,230,893 680,783
Cash at end of period 903,820 834,022
</TABLE>
Market Guide Inc.
Note to Financial Statements
May 31, 1997
Note 1 INTERIM FINANCIAL STATEMENTS
The accompanying financial statements of Market Guide Inc. have not been audited
by independents accountants, except for the balance sheet as of February 28,
1997. In the opinion of management, all adjustments (consisting of normal
recurring adjustments) considered necessary for a fair presentation have
been included. Operating results for the three months ended May 31, 1997 are
not necessarily indicative of the results that may be expected for the year
ending February 28, 1998.
Market Guide Inc.
Management's Discussion and Analysis of Financial Condition
and Results of Operations
May 31, 1997
Business
Market Guide Inc. was incorporated in the State of New York on March 23, 1983 as
"The Unlisted
Market Service Corporation." On September 3, 1986 the current corporate name
was adopted. In
1996, the Company formed a new division, CreditRisk Monitor, to develop a
service for the
corporate credit manager.
The Company acquires, integrates, condenses and publishes accurate, timely, and
objective financial and other information on publicly traded corporations, and
markets this information to the financial, investment and credit communities,
as well as to independent investors, in a cost effective manner.
The Market Guide Database covers over 9,500 companies trading on the New York,
American, Nasdaq
and Over-the-Counter Stock Exchanges, including foreign companies trading in the
U.S. as ADRs and ADSs. The content created by Market Guide is derived from
information filed by the subject company with the Securities and Exchange
Commission, issued in press releases or carried in other media reports. Each
company's information is updated at least four and often more than eight
times a year, as soon as the relevant information becomes available. Pricing
and trading volume
information incorporated into the database are updated daily, and
short interest statistics are updated monthly.
Market Guide adds value, distinguishes itself from the competition, and serves
its clients through its:
Flexible database design which gives users important
insights not available in competitive databases, thereby enabling them to make
better informed investment decisions
Inclusion of auxiliary information such as earnings
estimates, price performance, relative
price performance, summary insider and institutional ownership statistics, bond
ratings, and short interest statistics giving users a complete perspective on
each company
Calculation of over 500 popular financial ratios, growth
rates, and averages computed for the user's convenience; and
Carefully planned, market tested display formats,
including company to industry comparisons, that allow users to quickly and
efficiently make carefully considered investment and credit decisions.
Developing efficient, timely, cost-effective and easy to
use delivery systems such as Market Guide for Windows, our Internet site
(www.marketguide.com) and the CreditRisk Monitor site
(www.creditriskmonitor.com).
The targeted markets for Market Guide's data and related products include
investment managers,
investment research departments, financial planners, investment counselors,
investment bankers,
banks, stockbrokers and brokerage firms, traders, libraries, publications,
corporations, law
firms and individual investors. The Company sells its information through four
channels:
information vendors, the Internet, Market Guide for Windows (its proprietary
analytic software)
and a print publication. The CreditRisk Monitor division serves the need of the
corporate credit
managers through an Internet based service.
Vendors
Market Guide works in partnership with financial information service vendors.
The financial
information service vendors combine data from various real-time and historical
information
sources with their own analytic software and data delivery capability. Their
sales forces sell
the product and they also provide customer training and support services.
Market Guide focuses
on developing the highest quality information content and leveraging off the
information vendor's
sales force, software, information dissemination infrastructure and customer
base. The amount of
data presented, its display format, and the software's analytic capabilities
vary depending upon
the way each information provider defines its customers' needs, software
capabilities,
distribution technologies and preferred pricing strategies.
The information service vendors that currently distribute the Market Guide
Database include:
Accutrade; American Association of Individual Investors; Argus Research;
Aufhauser; Automatic
Data Processing; AIQ Systems, Inc.; Bridge Information Systems Inc.; CDA
Technology; Ceres
Securities; Charles Schwab and Company; Data Broadcasting Corporation; Dow Jones
Telerate; First
Call Corporation; Global Market Information; Holt Value Associates; IBM
Infomarket; ILX Systems
Inc.; Instinet Analytics; Interactive Data Corporation; OneSource Information
Services, Inc.;
Pacific Brokerage Services; P.C. Quote, Inc.; Prodigy Services Company; Quotron
Systems, Inc.;
Real Time Quotes, Inc.; Reuters Ltd., Securities Data Corporation; Shark
Information Services,
Inc.; Telemet America, Inc.; Telescan, Inc.; Track Data Corporation; Vickers
Stock Research Corporation; and Windows on Wall Street.
Business Developments
In July 1992, Market Guide entered into a database distribution agreement with
OneSource
Information Services, Inc. OneSource distributes a "Reference" Product Line and
an "Investment"
Product Line using Market Guide data. OneSource Information Services, Inc. has
multiple CD-ROM
and Internet based product lines that have different software capabilities and
serve different
marketplaces. The Market Guide Database is the only database that we are aware
of that is
available on four OneSource product lines -- CD/Corporate, CD/Notes,
CD/Investment and OneSource.com.
During the 1993 and 1994 fiscal years AIQ Systems, Inc., Dial Data, Dow Jones
Telerate, First
Call Corporation, Instinet Analytics, and Interactive Data Corporation began
distributing Market
Guide information.
On December 28, 1993, it was announced that Prodigy Services Company had reached
an agreement
with the Company to incorporate selected items from the Market Guide Database
for use in
Prodigy's Strategic Investor product. In January 1995, Prodigy introduced a
completely revised
and greatly enhanced Company Reports and a new "Stock Hunter" search capability
that features
eight predesigned screens utilizing recognized investment theories such as
CANSLIM, One up on
Wall Street, Graham and Dodd, Wallflowers and others. There is also a "Personal
Search" feature
which enables users to conduct a self-designed screen search of Market Guide
data using six pre-
selected criteria. All these Prodigy products are created from Market Guide
information and
earnings estimates from Zack's Investment Research. The Zacks information is
first sent to
Market Guide, integrated with our own information and sent to Prodigy as an
integrated data feed.
Company Reports, Stock Hunter and Personal Search may be accessed
by any Prodigy subscriber for
a modest per access fee, or are available to Strategic Investor users as part of
their monthly
subscription. In May 1997, this agreement was expanded to cover the new Prodigy
Internet service.
In August 1995, the Company announced an agreement with the American Association
of Individual
Investors (AAII) whereby AAII will incorporate Market Guide's information in
their existing
screening software known as Stock Investor. AAII is an educational not for
profit corporation
with over 100,000 members, a small percentage of whom subscribe to Stock
Investor. Market
Guide's information first appeared with Stock Investor's regular quarterly
update in November 1995.
Market Guide has developed an analytic software package, Market Guide for
Windows, introduced in
fiscal year 1996, that allows users to search the database, develop user defined
reports and
download information to popular spreadsheet software packages. The software is
not patented or
trademarked, but a copyright is claimed by the Company. Market Guide for
Windows is delivered
on a CD/ROM with weekly or monthly updates.
In June 1996, the Company announced a multi-year contract with Reuters Limited
which grants Reuters' worldwide use of Market Guide's financial database.
To date, this agreement represents
the largest single contract in Market Guide's history.
The Company has an Internet site that has been in operation since the second
quarter of fiscal
1997. It is anticipated that this site will broaden the Company's ability to
sell and service
its products directly to end users. The address to our site is
http://www.marketguide.com. The
Company also uses its Internet infrastructure to host co-branded sites and
partnership with
various vendors.
The same Market Guide for Windows software with a smaller information set is
sold over the
Internet to individual investors under the name StockQuest. StockQuest was
introduced in August 1996.
In August 1996, the Company formed a new division, CreditRisk Monitor (CRM).
CRM is an Internet-
based financial information and real-time news service targeted towards the
credit industry.
After seven months of development work, the CreditRisk Monitor service was
successfully introduced in April 1997.
Publications
A quarterly print product called The Market Guide - Select Over the Counter
Stock Edition is a
single volume of 800 one-page reports on fast growing, profitable over-the-
counter companies.
The book also has a detailed company index listing 15 key statistics on each
company in a tabular
format. This index is very useful to investors searching for attractive
investment opportunities.
Market Guide attempts to provide continuity of coverage so that subscribers to
the book can keep
following companies in which they have an interest. However, from time-to-time
the companies
covered do change. The most common reasons for deletion of coverage are:
The company has been acquired in a merger or a leveraged buyout;
The company has not filed a financial statement with the Securities
and Exchange Commission for two or more reporting periods;
The company has exhibited significant deterioration in its financial
condition;
The company has been deleted from the National Association of Security
Dealers Automatic Quotation System (Nasdaq) and has fewer than three
Market Makers;
The company now trades on the New York or American Stock Exchange,
and no longer qualifies for the OTC edition.
Companies dropped from the book are replaced by companies which are selected by
using proprietary
Market Guide selection criteria. The companies in the book have regularly
outperformed the Nasdaq composite.
Database Enhancements
The Company continuously expands, enhances and improves the Market Guide
Database based on
customer suggestions and employee feedback. In 1988, the Company added the New
York and American
Stock Exchange companies to its then current universe of Nasdaq and "pink sheet"
companies.
In 1990, Market Guide decided to expand the database to include complete
detailed quarterly
financial statements. The Company engaged in a series of dialogues with current
or potential
vendors and customers to determine the market potential, to identify the
Company's perceived
strengths and weaknesses, and to research market needs and the appropriateness
of the Company's
methodologies and objectives. The results of this analysis were the commitment
of resources to
more than double the amount of information collected and maintained on each
subject company. In
fiscal years 1990, 1991 and 1992 the Company added the Annual Statement of Cash
Flows and
complete Quarterly Income Statements, Balance Sheets and Statements of Cash
Flows on all the
companies in the database. This has allowed Market Guide to serve new markets
and to bid on
services for which Market Guide did not previously qualify.
In late 1993 the Company began to track short interest information published
monthly by the
exchanges.
In early 1994 the Company began subscribing to and processing the Securities and
Exchange
Commission's (SEC's) Electronic Data Gathering Analysis and Reporting (EDGAR)
service. This has
given our analysts access to source documents (10-Ks, 10-Qs, etc.) ten days to
two weeks earlier
than in previous years. This has resulted in record levels of timeliness
measures for the Market Guide Database.
In the fall of 1994, Market Guide introduced completely new industry and
sector classifications that reflect the current economy and are being
incorporated into all of Market Guide's products.
These industry and sector classifications will help investors:
Identify which industry and sectors are outperforming the market or
have fallen from favor;
Compare companies to a well defined peer group;
Permit investors to construct and analyze industry aggregate financial
characteristics;
Properly construct portfolios to ensure adequate diversification; and
Make well reasoned asset allocation decisions.
In the fall of 1995, the Company completed development of a historical pricing
database to
complement the financial information it has compiled. The pricing database
contains both
historical and current information for all issues trading on the New York and
American Stock
Exchanges, the Nasdaq Stock Market, and selected OTC Bulletin Board Companies.
The Market Guide
pricing database contains Open, High, Low, Close and Volume information on a
daily basis
beginning in 1983, with daily updates occurring each trading day.
In order to satisfy institutional investors' needs for extensive historical
financial
information, Market Guide increased the number of years of historical annual
financial
statements in the Market Guide database. With the culmination of the Big Ten
project, Market
Guide now has annual financial statement going back to 1983 for most companies
on its database.
As a result of the Big Ten project, Market Guide is now able to
compete for other business
where at least ten years of historical data is required. The information is
currently being
distributed within the OneSource US Equities product, the Market Guide for
Windows product, and through selected vendors.
In fiscal year 1997, the Company began collecting information on Dividend
Reinvestment Plans
(DRIPs). The DRIP information Market Guide collects includes restrictions,
fees, discounts and
contacts on over 900 plans. The Company will continue to expand its DRIP
database as more
companies realize the benefits of sponsoring such plans.
In fiscal year 1997, the Company incorporated Senior Debt Ratings
into its database. The ratings
offered on the Market Guide Database are provided by Fitch Investors Service,
L.P., Moody's
Investors Service and Standard & Poor's Rating Group, and include current
ratings, prior ratings
and the accompanying dates. Using these ratings, Market Guide has calculated
an average company and industry rating.
Internet
The Company has created a dynamic, comprehensive and extremely useful Internet
site. The site
contains both advertising supported and added cost content. Advertising
supported content is
free to the user and Market Guide expects to cover its costs and generate
profits from the sale
of advertising. As of May 1997, the advertising supported content included:
Price quotes (in partnership with PC Quote);
News (in partnership with News Alert);
Market Guide's Company Snapshot Reports;
Market Guide's What's Hot/What's Not service that identifies the
price performing leaders and
laggards by sector, industry and company over various time periods; and
Price charts.
For users who wish to have more comprehensive information, added cost content is
available for
nominal per report or subscription based fees. The added cost content includes:
The Market Guide Quick Facts Report;
The Market Guide Company Profile Report;
The Market Guide Ratio Comparison Report;
The Market Guide Detailed Financials; The Market Guide ProVestor Report;
The Earnings Estimate Report (in partnership with First Call); and
The Market Guide StockQuest Screening and Reporting application.
The Market Guide web site is very comprehensive with easy navigational
capabilities. It has
been designed to handle all the needs of most investors. However, we continue
to enhance the
site with additional content, capabilities and educational aids. Future
enhancements will
include online trading capabilities and the sale of investment materials.
In addition to our own site, Market Guide's information is available on over 20
other web sites.
Most of these web partners also offer their users added cost
services from Market Guide. These
added cost services are delivered mostly through co-branded sites hosted by
Market Guide.
CreditRisk Monitor
Market Guide's newest division, CreditRisk Monitor (CRM), is a new online
information and news
service that follows more than 375 U.S. publicly traded domestic retail chains
and wholesalers.
This online service is accessible through the Internet
(www.creditriskmonitor.com) and has been
designed to provide corporate credit managers with the analytical tools
necessary to follow, on
a daily basis, all the public companies they do business with.
CRM was formed specifically to leverage Market Guide's comprehensive database
and state-of-the-
art technology through sales to a new market. CRM provides the credit community
with a cost
efficient, online credit and financial information service.
The CRM information service consists of: CRM Company Reports, the CRM Alert
Notification
Service and the CRM Real-Time News Service. The CRM web site became operational
in April 1997.
Business Facilities
In October 1994, the Company relocated to new headquarters in Lake Success, New
York. Lake
Success is on the Queens (New York City) - Nassau County (Long Island) border.
The Company
currently maintains two office suites in this complex, Suite South 200 which
totals 13,500 square
feet, and Suite West 290 which totals 5,500 square feet.
In June 1996, the Company leased a sales office in Chicago, Illinois. This
space totals 572
square feet and is staffed by a full time sales representative.
Results of Operations
For the three months ended May 31, 1997 compared to May 31, 1996
Total revenues for three months ended May 31, 1997 increased 28% to $1,446,013.
The increase in
revenues reflects a 13% increase in database vendor sales to $1,171,402 and
Market Guide product
sales growth of 222% to $258,861. The revenue growth reflects continued sales
gains in our
traditional core of vendors, new revenue from the addition of more than twenty
Internet related
vendors, growth from our own web site (www.marketguide.com), incremental sales
of Market Guide
for Windows products, and the introduction of CreditRisk Monitor's internet-
based service in
April 1997. Print product revenues, consisting mainly of the Market Guide -
Select OTC Stock
Edition, decreased 6% to $15,750. The decline in print product sales continues
to reflect lower
sales to public libraries due to Market Guide's decision to concentrate on
marketing electronic
products and services.
Total operating expenses for three months ended May 31, 1997 increased 54% to
$1,507,965. Higher
operating expenses principally reflected increased costs associated with hiring
additional
personnel in all departments to support an anticipated acceleration in sales
growth, increased
general and administrative expenses, and start-up and sales and marketing
expenditures related
to the Company's new division, CreditRisk Monitor.
Loss from operations for three months ended May 31, 1997 totaled $61,952
compared to operating
income of $150,374 in the three months ended May 31, 1996. As noted above, the
operating loss
resulted from more rapid cost increases than revenue growth. Had Market Guide
not built its new
CreditRisk Monitor division in this time frame, the Company would have been
profitable.
Interest income for three months ended May 31, 1997 increased 24% to $8,161.
The increase
reflects slightly higher cash balances throughout the quarter.
Interest expense for three months ended May 31, 1997 increased 16% to $20,738.
Higher interest
expense reflects additional capital lease service requirements.
Net loss for the three months ended May 31, 1997 totaled $74,529 compared to
income of $137,712
in the three months ended May 31, 1996. The loss reflects increased costs, as
noted above, and
interest expense in excess of interest income in the quarterly interval.
Liquidity and Capital Resources
As of May 31, 1997, the Company's working capital (current assets less current
liabilities)
decreased 38% to $901,649. The Company's cash and cash equivalents decreased
27% to $903,820.
For the three months ended May 31, 1997, net cash provided by operating
activities increased 2%
to $315,060. The modest gain reflects a major increase in unearned revenues and
a reduction in
prepaid expenses partially offset by higher accounts receivable balances, and an
operating loss.
For the three months ended May 31, 1997, net cash used in investing activities
increased 165% to
$601,141. The increase reflects the Company's continued investment in product
and database
enhancements, the continued development of CreditRisk Monitor, and in Market
Guide's Internet
site.
For the three months ended May 31, 1997, net cash used in financing activities
totaled $40,992
compared to net cash from financing activities totaling $72,023 in the three
months ended May 31, 1996.
The Company did not engage in any borrowing during the first quarter.
The Company believes its current liquidity is sufficient to meet its obligations
during the next twelve months.
Other Information
Item 1 Legal Proceeding
The Company has commenced litigation in the United States District Court for the
Eastern District
of New York against Information Clearinghouse Inc. d/b/a F&D Reports ("ICI") and
Lawrence Sarf.
The Company's complaint alleges claims of trademark infringement, unfair
competition, deceptive
trade practices and conversion in connection with defendants' theft and use of
the Company's
newly designed proprietary slogan "On-Line, On-Time, On-Target," developed for
use with its
Internet credit reporting system. The Company seeks injunctive relief, an
accounting, monetary
and punitive damages. Contemporaneously, an action was commenced in the Nassau
County Supreme
Court by ICI against the Company, and primarily, three newly engaged employees.
ICI claims
misappropriation of proprietary information and trade secrets by the newly
engaged employees,
unfair competition, breach of fiduciary duty and tortious interference. While
ICI requests
injunctive relief as well as money damages, no request for any temporary relief
has been sought.
Discovery has not commenced in either action. Management does not
believe the pending actions
will have a material effect on the business activities of the Company.
Item 2 Changes in Securities None
Item 3 Defaults Upon Senior Securities None
Item 4 Submission of Matters to Vote of Security Holders None
Item 5 Exhibits and Reports on Form 8-K None
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.
MARKET GUIDE INC.
(Registrant)
/S/ HOMI M. BYRAMJI
<TABLE> <S> <C>
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<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> FEB-28-1997
<PERIOD-END> MAY-31-1997
<CASH> 903820
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<CURRENT-ASSETS> 1734265
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