<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
---------------------------------
[x] Quarterly Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the period ended March 31, 2000
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 0-13093
I.R.S. Employer Identification Number 36-3131704
HYPERFEED TECHNOLOGIES, INC.
(a Delaware Corporation)
300 S. Wacker, Suite 300
Chicago, Illinois 60606
Telephone (312) 913-2800
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes X No ____
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date: 15,636,140 shares of the
registrant's common stock ($.001 par value) were outstanding as of April 30,
2000.
Page 1
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HYPERFEED TECHNOLOGIES, INC.
INDEX
<TABLE>
<CAPTION>
PAGE
<S> <C>
PART I. Financial Information
Item 1. Consolidated Balance Sheets as of March 31, 2000 and
December 31, 1999 3
Consolidated Statements of Operations for the three month periods
ended March 31, 2000 and 1999 5
Consolidated Statements of Cash Flows for the three month periods
ended March 31, 2000 and 1999 6
Notes to Consolidated Financial Statements 7
Item 2. Management's Discussion and Analysis of:
Results of Operations and Financial Condition 11
Liquidity and Capital Resources 14
Item 3. Quantitative and Qualitative Disclosures about Market Risk 15
PART II. Other Information
Item 2. Changes in Securities 15
Item 6. Exhibits and Reports on Form 8-K 16
Company's Signature Page 17
</TABLE>
Page 2
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HYPERFEED TECHNOLOGIES, INC.
Consolidated Balance Sheets
March 31, 2000 and December 31, 1999
ASSETS
<TABLE>
<CAPTION>
March 31, December 31,
2000 1999
(Unaudited) (Audited)
----------- ---------
<S> <C> <C>
Current Assets
Cash and cash equivalents $ 1,644,944 $ 1,452,186
Accounts receivable, less allowance for doubtful
accounts of: 2000: $507,926;1999: $442,276 3,943,431 2,652,350
Prepaid license fees, current 1,680,000 1,680,000
Prepaid expenses and other current assets 309,661 244,477
----------- -----------
TOTAL CURRENT ASSETS 7,578,036 6,029,013
----------- -----------
Property and equipment
Satellite receiving equipment 282,474 436,759
Computer equipment 3,523,959 4,323,921
Communication equipment 1,071,787 1,173,595
Furniture and fixtures 112,312 263,941
Leasehold improvements 403,226 402,692
----------- -----------
5,393,758 6,600,908
Less: Accumulated depreciation and amortization 2,988,683 4,189,766
----------- -----------
2,405,075 2,411,142
----------- -----------
Prepaid license fees, net of accumulated amortization
of: 2000: $1,610,000; 1999: $1,190,000 2,590,000 3,010,000
----------- -----------
Software development costs, net of accumulated
amortization of: 2000: $6,006,689; 1999: $6,890,526 3,413,157 3,775,491
----------- -----------
Deposits and other assets 65,000 69,538
----------- -----------
TOTAL ASSETS $16,051,268 $15,295,184
=========== ===========
</TABLE>
See Notes to Consolidated Financial Statements.
Page 3
<PAGE>
HYPERFEED TECHNOLOGIES, INC.
Consolidated Balance Sheets (continued)
March 31, 2000 and December 31, 1999
LIABILITIES AND STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
March 31, December 31,
2000 1999
(Unaudited) (Audited)
----------- ---------
<S> <C> <C>
Current Liabilities
Notes payable $ 1,300,000 $ 1,050,000
Accrued satellite termination fees 516,000 558,000
Accounts payable 3,076,515 1,709,322
Accrued expenses 1,519,255 2,319,150
Accrued compensation 472,600 461,498
Income taxes payable 5,000 5,000
Unearned revenue 2,742,856 2,304,070
----------- -----------
TOTAL CURRENT LIABILITIES 9,632,226 8,407,040
----------- -----------
Notes payable, less current portion 1,124,634 1,449,634
Accrued satellite termination fees, less current portion 516,000 624,000
Unearned revenue, less current portion 66,779 78,315
Accrued expenses, less current portion 128,087 134,693
Minority interest -- 3,869
----------- -----------
TOTAL NONCURRENT LIABILITIES 1,835,500 2,290,511
----------- -----------
TOTAL LIABILITIES 11,467,726 10,697,551
----------- -----------
Stockholders' Equity
Preferred stock, $.001 par value; authorized 5,000,000 shares;
issued and outstanding:
Series A 5% convertible: 19,075 shares at
March 31, 2000 and December 31, 1999 19 19
Series B 5% convertible: 28,791 shares at
March 31, 2000 and December 31, 1999 29 29
Common stock, $.001 par value; authorized 50,000,000
shares; issued and outstanding 15,636,140 shares at
March 31, 2000 and 15,592,690 shares at December 31, 1999 15,636 15,593
Additional paid-in capital - Series A 5% convertible preferred stock 3,086,013 3,086,013
Additional paid-in capital - Series B 5% convertible preferred stock 4,664,891 4,664,891
Additional paid-in capital - common stock 25,318,568 25,183,631
Additional paid-in capital - convertible subordinated
debenture and warrants 8,630,491 8,630,491
Accumulated deficit (37,132,105) (36,983,034)
----------- -----------
TOTAL STOCKHOLDERS' EQUITY 4,583,542 4,597,633
----------- -----------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY $16,051,268 $15,295,184
=========== ===========
</TABLE>
See Notes to Consolidated Financial Statements.
Page 4
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HYPERFEED TECHNOLOGIES, INC.
Consolidated Statements of Operations
<TABLE>
<CAPTION>
For The Three Months Ended
--------------------------
- -------------------------------------------------------------------------------
March 31, March 31,
2000 1999
(Unaudited) (Unaudited)
----------- -----------
- -------------------------------------------------------------------------------
<S> <C> <C>
REVENUE
HyperFeed Services $ 4,851,831 $ 4,161,637
PCQuote.com Services 5,999,946 3,258,641
----------- -----------
TOTAL REVENUE 10,851,777 7,420,278
----------- -----------
DIRECT COST OF SERVICES
HyperFeed Services 3,021,888 3,101,605
PCQuote.com Services 4,462,428 2,269,874
----------- -----------
TOTAL DIRECT COST OF SERVICES 7,484,316 5,371,479
----------- -----------
GROSS MARGIN 3,367,461 2,048,799
----------- -----------
OPERATING EXPENSES
Sales 1,078,951 880,838
General and administrative 1,155,649 1,049,687
Product and market development 819,484 593,765
Depreciation and amortization 427,671 242,830
----------- -----------
TOTAL OPERATING EXPENSES 3,481,755 2,767,120
----------- -----------
LOSS FROM OPERATIONS (114,294) (718,321)
----------- -----------
INTEREST INCOME (EXPENSE)
Interest income 13,403 7,512
Interest expense (52,049) (14,992)
----------- -----------
NET INTEREST EXPENSE (38,646) (7,480)
----------- -----------
LOSS BEFORE INCOME TAXES (152,940) (725,801)
INCOME TAXES -- --
----------- -----------
LOSS BEFORE MINORITY INTEREST (152,940) (725,801)
Minority interest 3,869 --
----------- -----------
NET LOSS ($ 149,071) ($ 725,801)
=========== ===========
Basic net loss per share ($0.01) ($0.05)
Diluted net loss per share ($0.01) ($0.05)
Weighted-average common shares outstanding 15,606,096 14,412,358
- -------------------------------------------------------------------------------
</TABLE>
See Notes to Consolidated Financial Statements.
Page 5
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HYPERFEED TECHNOLOGIES, INC.
Consolidated Statements of Cash Flows
<TABLE>
<CAPTION>
For The Three Months Ended
--------------------------
March 31, March 31,
2000 1999
(Unaudited) (Unaudited)
----------- -----------
<S> <C> <C>
Cash Flows From Operating Activities:
Net loss ($ 149,071) ($ 725,801)
Adjustments to reconcile net loss to net cash
provided by (used in) operating activities:
Depreciation and amortization of property and equipment 427,671 242,830
Provision for doubtful accounts 150,000 90,000
Amortization of software development costs 651,605 571,009
Amortization of value assigned to warrant issued in lieu of
license fees 420,000 --
Common stock issued in lieu of cash compensation -- 17,900
Minority interest in loss (3,869) --
Changes in assets and liabilities:
Accounts receivable (1,441,081) (575,918)
Prepaid expenses and other current assets (65,184) 2,062
Deposits and other assets 4,538 31,012
Accounts payable 1,367,193 (216,377)
Accrued expenses (795,399) 326,251
Accrued satellite termination fees (150,000) --
Accrued income taxes payable -- (3,161)
Unearned revenue 427,250 66,796
----------- -----------
NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES 843,653 (173,397)
----------- -----------
Cash Flows From Investing Activities:
Purchase of property and equipment (421,604) (238,504)
Software development costs capitalized (289,271) (299,312)
----------- -----------
NET CASH USED IN INVESTING ACTIVITIES (710,875) (537,816)
----------- -----------
Cash Flows From Financing Activities:
Proceeds from issuance of common stock 134,980 667,038
Principal payments on notes payable (75,000) (75,000)
----------- -----------
NET CASH PROVIDED BY FINANCING ACTIVITIES 59,980 592,038
----------- -----------
Net increase (decrease) in cash and cash equivalents 192,758 (119,175)
Cash and cash equivalents:
Beginning of the period 1,452,186 1,139,785
----------- -----------
End of the period $ 1,644,944 $ 1,020,610
=========== ===========
</TABLE>
See Notes to Consolidated Financial Statements.
Page 6
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HYPERFEED TECHNOLOGIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
(1) BASIS OF PRESENTATION
PRINCIPLES OF CONSOLIDATION: The accompanying interim consolidated financial
statements include the accounts of HyperFeed Technologies, Inc. (the
"Company") and its subsidiary, PCQuote.com, Inc., and have been prepared in
accordance with generally accepted accounting principles for interim
financial information and in conjunction with the rules and regulations of
the Securities and Exchange Commission. Accordingly, they do not include all
of the information and footnotes required by generally accepted accounting
principles for complete financial statements. The consolidated interim
financial statements include all adjustments, including the elimination of
all significant intercompany transactions in consolidation, which, in the
opinion of management, are necessary in order to make the financial
statements not misleading. The amounts indicated as "audited" have been
extracted from the Company's December 31, 1999 annual report. For further
information, refer to the financial statements and footnotes included in
HyperFeed Technologies' annual report on Form 10-K for the year ended
December 31, 1999.
SOFTWARE DEVELOPMENT COSTS: The Company's continuing investment in software
development consists primarily of enhancements to its existing Windows-based
private network and Internet services, development of new data analysis software
and programmer tools designed to afford easy access to its data-feed for data
retrieval and analysis purposes, and application of new technology to increase
the data volume and delivery speed of its distribution system and network.
Costs associated with the planning and design phase of software development,
including coding and testing activities necessary to establish technological
feasibility of computer software products to be licensed or otherwise marketed,
are charged to research and development as incurred. Once technological
feasibility has been determined, costs incurred in the construction phase of
software development including coding, testing, and product quality assurance
are capitalized.
Amortization commences at the time of capitalization or, in the case of a new
service offering, at the time the service becomes available for use. Unamortized
capitalized costs determined to be in excess of the net realizable value of the
product are expensed at the date of such determination. The accumulated
amortization and related software development costs are removed from the
respective accounts in the year following full amortization.
HyperFeed Technologies, Inc.'s policy is to amortize capitalized software costs
by the greater of (a) the ratio that current gross revenue for a product bear to
the total of current and anticipated future gross revenue for that product or
(b) the straight line method over the remaining estimated economic life of the
product including the period being reported on, principally three to five years.
The Company assesses the recoverability of its software development costs
against estimated future undiscounted cash flows. Given the highly competitive
environment and technological changes, it is reasonably possible that those
estimates of anticipated future gross revenue, the remaining estimated economic
life of the product, or both may be reduced significantly.
FINANCIAL INSTRUMENTS: The Company has no financial instruments for which the
carrying value materially differs from fair value.
Page 7
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HYPERFEED TECHNOLOGIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
INCOME TAXES: Deferred taxes are provided on a liability method whereby deferred
tax assets are recognized for deductible temporary differences and operating
loss and tax credit carryforwards and deferred tax liabilities are recognized
for taxable temporary differences. Temporary differences are the differences
between the reported amounts of assets and liabilities and their tax bases.
Deferred tax assets are reduced by a valuation allowance when, in the opinion of
management, it is more likely than not that some portion or all of the deferred
tax assets will not be realized. Deferred tax assets and liabilities are
adjusted for the effects of changes in tax laws and rates on the date of
enactment.
REVENUE RECOGNITION: The Company principally derives its revenue from service
contracts for the provision of market data only ("HyperFeed-Registered
Trademark- 2000 license fees"), service contracts for the provision of market
data together with analytical software ("HyperFeed analytics license fees"),
and the sale of advertising on its web-site, www.pcquote.com. Revenue from
service contracts is recognized ratably over the contract term as the
contracted services are rendered. Revenue from the sale of advertising is
recognized as the advertising is displayed on the web-site. HyperFeed 2000
license fees and HyperFeed analytics license fees for satellite and landline
services are generally billed one month in advance with 30-day payment terms.
License fees for PC Quote 6.0 on the Internet are generally paid by credit
card within five days prior to the month of service. These and other payments
received prior to services being rendered are classified as unearned revenue
on the balance sheet. Revenue and the related receivable for advance billings
are not reflected in the financial statements. Customers' deposits on service
contracts are classified as either current unearned revenue, if the contract
expires in one year or less, or non-current unearned revenue, if the contract
expiration date is greater than one year.
HyperFeed services primarily consist of the provision of HyperFeed 2000 and
HyperFeed 2000 with analytics to the business-to-business marketplace, while
PCQuote.com services primarily consist of analytics service, powered by
HyperFeed 2000, to the consumer marketplace. In addition, PCQuote.com sells
advertising on its web-site.
The Company applies the provisions of Statement of Position 97-2, "Software
Revenue Recognition," which specifies the following four criteria that must be
met prior to recognizing revenue: (1) persuasive evidence of the existence of an
arrangement, (2) delivery, (3) fixed or determinable fee, and (4) probable
collection. In addition, revenue earned on software arrangements involving
multiple elements is allocated to each element based on the relative fair value
of the elements. When applicable, revenue allocated to the Company's software
products (including specified upgrades/enhancements) is recognized upon delivery
of the products. Revenue allocated to post contract customer support is
recognized ratably over the term of the support and revenue allocated to service
elements (such as training and installation) is recognized as the services are
performed.
(2) NOTES PAYABLE
The Company has a $1,500,000 term loan with a bank, payable in monthly
installments of $25,000 plus interest at prime (9.0% at March 31, 2000). The
loan is collateralized by substantially all assets of the Company.
On September 3, 1999, our subsidiary, PCQuote.com, Inc., borrowed $2.0 million
from Motorola, Inc. The promissory note bears interest at the prime rate from
time to time as announced in the Wall Street Journal (9.0% at March 31, 2000).
Payments are due in eight equal installments on a quarterly basis commencing
June 30, 2000 through March 31, 2002, subject to early repayment upon the
closing of an initial public offering of PCQuote.com's common stock.
Page 8
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HYPERFEED TECHNOLOGIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
(3) INCOME TAXES
At December 31, 1999, the Company had federal income tax net operating loss
carryforwards of approximately $29,908,000 for federal income tax purposes and
approximately $28,071,000 for the alternative minimum tax. Approximately
$1,058,000 of these net operating losses relate to the exercise of incentive
employee stock options and will be credited directly to stockholders' equity
when realized. The Company also had research and development credits of $106,000
which will expire in years 2010 to 2011 if not previously utilized. The future
utilization of these net operating losses and research and development credits
will be limited due to changes in Company ownership. The net operating loss
carryforwards will expire, if not previously utilized, as follows: 2000:
$1,370,000; 2001: $1,539,000; 2002: $560,000; 2003: $79,000; 2004: $576,000;
2005: $1,557,000; 2006 $301,000 and thereafter $23,926,000.
(4) TRANSACTIONS WITH AFFILIATES
In February 1999, Imprimis Investors LLC and Wexford Spectrum Investors LLC
(collectively, the "Wexford Affiliates") exercised common stock purchase
warrants, previously acquired pursuant to the Stock and Warrant Purchase
Agreement dated October 15, 1997, between HyperFeed Technologies and the Wexford
Affiliates and purchased 267,200 shares of Common Stock for $534,400.
(5) SEGMENT INFORMATION
While the Company operates in one industry, financial services, in applying SFAS
No. 131, "Disclosures about Segments of an Enterprise and Related Information",
the Company has identified two industry segments within which it operates. The
parent Company's services are principally in the business-to-business sector,
while its subsidiary, PCQuote.com, Inc., operates in the business-to-consumer
marketplace. The Company evaluates performance and allocates resources based on
operating profitability and growth potential. The accounting policies of the
reportable segments are the same as those described in Note 1. Financial
information relating to industry segments for the quarters ended March 31, 2000
and March 31, 1999 is as follows:
<TABLE>
<CAPTION>
March 31, 2000 March 31, 1999
------------------------ ------------------------
AMOUNT % AMOUNT %
----- -----
<S> <C> <C> <C> <C>
SALES TO UNAFFILIATED CUSTOMERS:
HyperFeed services $ 4,851,831 44.7% $ 4,161,637 56.1%
PCQuote.com services 5,999,946 55.3% 3,258,641 43.9%
------------ ------------
Total revenue $ 10,851,777 100.0% $ 7,420,278 100.0%
============ ============
OPERATING INCOME (LOSS):
HyperFeed services $ 157,712 N/A ($ 435,077) 60.6%
PCQuote.com services (272,006) N/A (283,244) 39.4%
------------ ------------
Total operating loss ($ 114,294) N/A ($ 718,321) 100.0%
============ ============
IDENTIFIABLE ASSETS:
HyperFeed services $ 6,782,224 42.3% $ 6,535,603 64.6%
PCQuote.com services 9,269,044 57.7% 3,575,410 35.4%
------------ ------------
Total identifiable assets $ 16,051,268 100.0% $ 10,111,013 100.0%
============ ============
</TABLE>
Page 9
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HYPERFEED TECHNOLOGIES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
(6) OTHER COMMITMENTS
The Company and SpaceCom Systems, Inc. ("SpaceCom") entered into a settlement
agreement as of November 1, 1999 related to the lease of satellite transmission
space by the Company from SpaceCom. The lease was for 112 kilobits ("kb") of
transmission capacity for payment of approximately $56,000 per month until,
under certain circumstances, either August 1, 2002 or January 1, 2006. The
Company and SpaceCom agreed to terminate the lease, and any and all claims or
obligations thereunder, in exchange for the Company's agreement to pay SpaceCom
an aggregate of $1,411,245 as follows: $179,245 on November 1, 1999, and ten
equal monthly installments of $50,000 each from December 1, 1999 through
September 1, 2000, and twelve equal monthly installments of $36,000 each from
October 1, 2000 through September 1, 2001, and twelve equal monthly installments
of $25,000 each from October 1, 2001 and ending on September 1, 2002.
Page 10
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PART I. ITEM 2
Management's Discussion and Analysis of
Results of Operations and Financial Condition
INTRODUCTION - SAFE HARBOR DISCLOSURE
The following discussion and analysis contains historical information. It also
contains forward-looking statements within the meaning of the "safe harbor"
provisions of the Private Securities Litigation Reform Act of 1995, particularly
in reference to statements regarding our expectations, plans and objectives. You
can generally identify forward-looking statements by the use of the words "may,"
"will," "expect," "intend," "estimate," "anticipate," "believe," or "continue,"
or similar language. Forward-looking statements involve substantial risks and
uncertainties. You should give careful consideration to cautionary statements
made in this discussion and analysis. We base our statements on our current
expectations. Forward-looking statements may be impacted by a number of factors,
risks and uncertainties that could cause actual results to differ materially
from those described in the forward-looking statements. Our filings with the
Securities and Exchange Commission identify factors that could cause material
differences. Among these factors are our ability to:
(i) fund our current and future business strategies either through
continuing operations or external financing;
(ii) attract and retain key employees;
(iii) compete successfully against competitive products and services;
(iv) maintain relationships with key suppliers and providers of market
data; and
(v) respond to the effect of economic and business conditions
generally.
RECENT BUSINESS DEVELOPMENTS
HYPERFEED AND COMPAQ ANNOUNCE LAUNCH OF HYPERSERVER
On March 6, 2000, we announced the launch of the HyperServer-TM-. Compaq
(NYSE:CPQ) will configure its ProLiant class servers to our stringent
specifications for processing, databasing, and redistributing the massive
volumes of real-time HyperFeed-Registered Trademark- 2000 financial market
data. HyperServer is an integral component of our newly released e-business
solution, Neosphere, for Internet redistribution of real-time financial
content. Under the joint marketing, sales and service agreement, HyperServer
is available exclusively through Compaq DirectPlus with special financing
terms from Compaq Financial Services. Our technicians will provide service
and support.
CHARLES SCHWAB SELECTS HYPERFEED TECHNOLOGIES AS MARKET DATA VENDOR
On March 1, 2000, we announced that Charles Schwab & Co. (NYSE: SCH) is now
using HyperFeed-Registered Trademark- 2000 to supplement the provision of
market data to their Internet and on-line service offerings. HyperFeed 2000
is an IP Multicast datafeed that incorporates proprietary compression
technologies to deliver over 600,000 North American stock and option issues,
in true real-time. Schwab will also use HyperFeed 2000 to power their
Interactive Voice Response systems.
Page 11
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PART I. ITEM 2
Management's Discussion and Analysis of
Results of Operations and Financial Condition (continued)
CYBERCORP SELECTS HYPERFEED 2000 MARKET DATA FOR TWO NEW TRADING APPLICATIONS
On February 28, 2000, we announced that we were selected as the primary provider
of financial market data for CyBerCorp's new electronic stock trading software,
CyBerX. In addition to CyBerX, CyBerCorp is also offering HyperFeed 2000 market
data with its most recent product introduction, CyBerQuant, a quantitative
analysis, stock screening and signal generation tool. As the primary market data
provider to CyBerCorp, an electronic trading technology and brokerage group, we
have been providing HyperFeed 2000 market data to CyBerCorp's clients for the
past two years including many of the traders using CyBerTrader 2.0, a
professional trading software application.
CyBerCorp's new CyBerX offers point-and-click execution technology, immediate
order status, and account portfolio management capabilities suited for both
occasional investors and active traders. It provides the ability to forward an
order, via CyBerBroker, to any and all NASDAQ Market Makers, ECNs and listed
exchanges, using a high speed, electronic, intelligent, execution technology via
the Internet. The electronic brain of CyBerBroker is CyBerXchange, which some
have described as a "Super ECN." CyBerXchange receives real time Level II data
from HyperFeed on Market Makers, ECNs and listed exchanges. When it receives an
order, CyBerXchange searches electronically among all the possible Market Makers
and ECNs, scanning their bids, offers and volume of shares available, before
forwarding the order to the best price in that moment.
HYPERFEED UNVEILS NEOSPHERE: E-BUSINESS SOLUTION FOR COMPANIES SERVING THE
ONLINE FINANCIAL COMMUNITY. INCLUDES APOGEE - HYPERFEED'S LATEST PROPRIETARY
SOFTWARE APPLICATION.
On February 14, 2000, we announced the launch of Neosphere, a complete
e-business solution for companies serving the online trading and financial
community. Neosphere provides financial portals and brokerage firms with the
front-end software and back-end administration required to offer online market
data display and analysis software to their clients.
Neosphere seamlessly integrates HyperFeed 2000 financial market data, a
private-label version of Apogee, our new proprietary trading application,
customizable online client sign-up pages and our Account Administration
System ("AAS") which performs all administrative functions including billing,
reporting, service authorization and exchange-required VARS reporting.
Ideally suited for broker-dealers, websites and Internet portals, Neosphere's
all-encompassing system automates the customer application, authorization,
data delivery and control, billing and reporting process significantly
lowering the barriers to Internet market data redistribution.
Our research indicates that the market for Neosphere includes over 5,500
currently registered broker-dealers, approximately 300 ISP's and over 375
financial websites and search engines. According to industry sources, the online
trading market is projected to grow to 9.7 million US households who will manage
more than $3 trillion in invested assets in 20.4 million on-line accounts by
2003. Additionally, Neosphere allows e-businesses and traditional brokerage
firms to quickly complete their financial Internet offerings with cost-effective
real-time quotes, news and analytics.
Microsoft-Registered Trademark- Windows-based, Apogee is comprised of eleven
trading applications including quote grids, charting, time and sales,
options, news, Nasdaq Level II, top ten and more. Powered by HyperFeed 2000
market data, Apogee was designed for user flexibility and convenience.
Page 12
<PAGE>
PART I. ITEM 2
Management's Discussion and Analysis of
Results of Operations and Financial Condition (continued)
Our web-based Account Administration System performs requisite back office
functions with minimal human intervention. AAS includes private-labeled
online signup pages which can be integrated into the client's website,
automatic billing and credit card approval, unlimited data basing of client
information, exchange required VARS reports and a variety of customizable
user reports. AAS's VARS reporting system has been standardized according to
North American exchange specifications and significantly lowers the barrier
to redistributing market data. AAS runs on a Microsoft SQL server and is
available for use in conjunction with Apogee display software or the client's
proprietary application.
RESULTS OF OPERATIONS:
FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999
Total revenue increased 46% for the first three months of 2000 to $10.9 million
from $7.4 million for the comparable period in 1999. Our HyperFeed services and
PCQuote.com services both posted increases for the first quarter of 2000 over
1999. HyperFeed service revenue increased $700,000, or 17%, from $4.2 million in
1999 to $4.9 million in 2000. Revenue growth was experienced through increases
in analytics subscriptions and datafeed license fees. Revenue from our
PCQuote.com services increased $2.7 million, or 84%, to $6.0 million for the
first three months of 2000 from $3.3 million for the same period in 1999. The
growth is principally due to the increase in the number of subscribers to our
analytical services, which grew from 7,900 at the end of the first quarter of
1999 to 12,600 at the end of the first quarter of 2000.
Direct costs of services increased 39% to $7.5 million for the first quarter of
2000 from $5.4 million in 1999. Principal components of the increase were
royalties and payments to providers of market data, directly attributable to the
growth in subscribers to both of our PCQuote.com and HyperFeed analytics
services. Amortization of software development costs increased 14% for the
quarter from $571,000 in 1999 to $652,000 in 2000. Also included in the first
quarter of 2000 is a $420,000 non-cash charge for the amortization of the value
assigned to the warrant issued in April 1999 to CNNFN in exchange for the
three-and-a-half year license agreement with PCQuote.com. Gross margin increased
64% to $3.4 million for the quarter from $2.0 million for the prior year
quarter.
Direct costs associated with HyperFeed services decreased from $3.1 million
for the quarter ended March 31, 1999 to $3.0 million for the March 31, 2000
quarter, a 3% decrease. Increases in license and exchange fees were offset by
cost-savings related to leased equipment in customer service and support and
lower costs of datafeed operations principally due to the termination of a
lease for satellite transmission space in the third quarter of 1999.
Amortization of software development costs increased 25% to $377,000 for the
2000 quarter from $302,000 for the 1999 quarter. The resulting gross margin
increased 73% to $1.8 million in 2000 from $1.1 million in 1999.
Direct costs associated with PCQuote.com services increased to $4.5 million
for the 2000 quarter from $2.3 million in the comparable 1999 quarter, a 97%
increase. The significant growth we experienced caused us to incur increases
in license and exchange fees and data distribution costs. Software
amortization was essentially unchanged at $274,000 for the 2000 quarter and
$269,000 for the 1999 quarter. Also included in the first quarter of 2000 is a
$420,000 non-cash charge for the amortization of the value assigned to the
warrant issued in April 1999 to CNNFN in exchange for the three-and-a-half
year license agreement with PCQuote.com. The gross margin on PCQuote.com
services increased 56% from $989,000 for the first quarter of 1999 to $1.5
million for the first quarter of 2000.
Page 13
<PAGE>
PART I. ITEM 2
Management's Discussion and Analysis of
Results of Operations and Financial Condition (continued)
Total operating expenses increased $700,000, or 26%, to $3.5 million for the
first quarter of 2000 from $2.8 million for the comparable 1999 period.
Increases were experienced in all catagories to support the growth in revenue
and new service offerings.
Sales costs increased 23% to $1.1 million for the first three months of 2000 as
compared to $881,000 for the same 1999 period. The increase in sales costs was
directly attributable to the growth in revenue.
General and administrative expenses increased 10% to $1.2 million in the
first quarter of 2000 from $1.0 million for the first quarter of 1999. The
increase was principally due to additional personnel and related costs
required in support of the increase in business, as well as the ramp-up of
PCQuote.com operations. Also contributing was an increase in the provision
for doubtful accounts, in line with our revenue growth.
Product and market development costs increased $226,000, or 38%, to $819,000 for
the 2000 quarter from $594,000 for the 1999 quarter. The increase was due to an
expansion of our development and marketing efforts for our existing and new
services and markets.
Depreciation and amortization increased $185,000, or 76%, to $428,000 for the
first three months of 2000 from $243,000 for the comparable 1999 period. The
increase is the result of communications and computer equipment purchases for
increased growth and new service offerings.
Interest expense was $52,000 for the first quarter of 2000, or $37,000 more
than the $15,000 recognized for the first quarter of 1999. The increase
reflects the interest incurred on the $2.0 million borrowing from Motorola,
Inc. by PCQuote.com in September 1999.
LIQUIDITY AND CAPITAL RESOURCES:
FOR THE THREE MONTHS AND QUARTER ENDED MARCH 31, 2000
Net cash and cash equivalents increased $193,000 from year-end 1999 to
$1,645,000 at the end of the first quarter of 2000. Expenditures for new
equipment were $422,000 for the first three months of 2000 versus $239,000 for
the same period in 1999. The increase in expenditures was to support the growth
in our business, as well as to enhance our communications and market data
processing infrastructures. Capitalized software costs of $289,000 for the
quarter ended March 31, 2000 were essentially the same as the $299,000 for the
same period in 1999. There were no new direct borrowings during the period, and
we repaid $75,000 of the principal balance on our bank term loan. We received
approximately $135,000 in net proceeds from the sale of shares of common stock
to employees pursuant to our Employee Stock Purchase Plan and the sale of shares
of common stock to employees who exercised options previously granted to them
under our 1999 Combined Incentive and Non-Statutory Stock Option Plan.
Total revenue for the first quarter of 2000 increased 46% to $10.9 million
versus $7.4 million for the 1999 period, while direct costs of services
increased only 39% to $7.5 million versus $5.4 million in 1999. The resulting
gross margin increased 64% to $3.4 million in the first quarter of 2000 from
$2.0 million in the first quarter of 1999. While there can be no assurances,
given the projected increases in online trading and the expected demand for
financial market data by web-sites and broker-dealers for their users, we expect
the trend of revenue growth and margin improvement to continue.
Page 14
<PAGE>
PART I. ITEM 2
Management's Discussion and Analysis of
Results of Operations and Financial Condition (continued)
Earnings before interest, taxes, depreciation and amortization ("EBITDA")
increased to $1.4 million for the first quarter of 2000 from $95,000 for the
comparable 1999 quarter. Reducing EBITDA by capitalized software costs and
equipment purchases resulted in positive cash flow of $674,000 for the 2000
quarter as compared to a deficit of $442,000 for the same period in 1999. We
believe our existing capital resources, our ability to access external capital,
if necessary, and cash generated from continuing operations are sufficient for
working capital purposes for at least the next twelve months.
As we have previously reported, we have explored multiple alternatives that may
be available for the purpose of enhancing stockholder value, including a merger,
a spin-off or sale of part of our business, a strategic relationship or joint
venture with another technology or financial services firm and equity financing.
We continue to explore opportunities to enhance stockholder value.
In December 1998, we segregated our web-sites and consumer-oriented Internet
services into a separate internal business unit. We incorporated the business as
a wholly-owned subsidiary, PCQuote.com, Inc., on March 19, 1999. On June 9,
1999, PCQuote.com filed a registration statement with the Securities and
Exchange Commission relating to a planned initial public offering of shares of
its common stock. On October 18, 1999, PCQuote.com announced that it was
postponing the offering due to market conditions and filed an application to
withdraw the registration statement on March 8, 2000. By order dated March 8,
2000, the Securities and Exchange Commission consented to the withdrawal of
the registration statement. We do not plan to proceed with the offering for
the time being.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
There have been no material changes in the Company's market risk during the
three-month period ended March 31, 2000. For additional information, refer to
the Company's Annual Report on Form 10-K for the fiscal year ended
December 31, 1999.
PART II. OTHER INFORMATION
ITEM 2. CHANGES IN SECURITIES
During the first quarter of 2000, we issued 20,651 shares of our common stock to
employees who purchased the shares under our Employee Stock Purchase Plan.
During the first quarter of 2000, 22,799 shares of our common stock were
purchased by employees who exercised stock options granted to them under our
1999 Combined Incentive and Non-Statutory Stock Option Plan.
Page 15
<PAGE>
PART II. OTHER INFORMATION (continued)
ITEM 6. EXHIBITS and REPORTS on FORM 8-K
(a) EXHIBITS
Exhibit 27 - Financial Data Schedule.
(b) REPORTS ON FORM 8-K
There were no reports on Form 8-K filed during the period covered by this
report.
Page 16
<PAGE>
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
HYPERFEED TECHNOLOGIES, INC.
Date: May 5, 2000
By: /s/ Jim R. Porter
-----------------
Jim R. Porter
Chairman and Chief Executive Officer
By: /s/ John E. Juska
-----------------
John E. Juska
Chief Financial Officer and Principal Accounting Officer
Page 17
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