-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SYS1kK5rg9p/HazifkkQOwrFod/4px9WA/Ir6hlXGusIajlac7RntBzEceEghmox xkKb4KwYumr9BVFFe3l3vA== 0001020488-03-000010.txt : 20030507 0001020488-03-000010.hdr.sgml : 20030507 20030507094811 ACCESSION NUMBER: 0001020488-03-000010 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030331 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030507 FILER: COMPANY DATA: COMPANY CONFORMED NAME: IMERGENT INC CENTRAL INDEX KEY: 0001075736 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373] IRS NUMBER: 870591719 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-27941 FILM NUMBER: 03685235 BUSINESS ADDRESS: STREET 1: 754 EAST TECHNOLOGY AVE CITY: OREM STATE: UT ZIP: 84097 BUSINESS PHONE: 8012270004 MAIL ADDRESS: STREET 1: 754 EAST TECHNOLOGY AVE CITY: OREM STATE: UT ZIP: 84097 FORMER COMPANY: FORMER CONFORMED NAME: NETGATEWAY INC DATE OF NAME CHANGE: 19990527 8-K 1 form8kearnrel050703.txt FORM 8K EARNING RELEASE 05/07/03 ================================================================================ 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) Commission File Number May 7, 2003 000-27941 IMERGENT, INC. (Exact name of Registrant as specified in its charter) Delaware 87-0591719 (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 754 East Technology Avenue Orem, Utah 84097 (Address of principal executive offices and zip code) (801) 227-0004 (Registrant's telephone number) ================================================================================ Item 7. Financial Statements and Exhibits (c) 99.1 Press release dated May 7, 2003 announcing earnings for the quarter ended March 31, 2003. Item 9. Regulation FD Disclosure On May 7, 2003, Imergent, Inc. announced its financial results for the quarter ended March 31, 2003. The full text of the press release issued in connection with the announcement is attached as Exhibit 99.1 to this Current Report on Form 8-K. In accordance with the procedural guidance in SEC Release No. 33-8216, the information in this Form 8-K and the Exhibit attached hereto is being furnished under "Item 9. Regulation FD Disclosure" rather than under "Item 12. Disclosure of Results of Operations and Financial Condition." The information shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: May 7, 2003 IMERGENT, INC. By: /s/ FRANK C. HEYMAN =========================== Name: Frank C. Heyman Title: Chief Financial Officer EX-99 3 exh99-1.txt EXHIBIT 99.1 PRESS RELEASE Exhibit 99.1 iMERGENT Announces Record Third Quarter Revenues * Third Quarter Revenues Increase 117% to $15,786,458 * Third Quarter Earnings Increase 323% to $1,596,941 * Third Quarter Earnings Per Share of $0.14 * Nine Month Earning Per Share of $.30 iMERGENT, Inc. (OTC.BB: IMGG) announced today its results for the three and nine month periods ended March 31, 2003. The total revenues for the quarter ended March 31, 2003, our third quarter of the fiscal year ending June 30, 2003, increased to $15,786,458 from $7,296,696 in the quarter ended March 31, 2002, an increase of 117%. Net income for the fiscal quarter ended March 31, 2003 was up 323% to $1,596,941 or $0.14 a diluted share in earnings (post reverse stock split) representing 11,290,240 shares as compared to net income of $377,337 or $0.08 a diluted share (post reverse stock split) representing 4,833,462 shares for the comparable quarter of the prior fiscal year. The total revenues for the nine-month period ended March 31, 2003 increased to $37,658,988 from $26,386,485 in the comparable period of the prior fiscal year, an increase of 43%. The company noted that the results for the nine-month period ended March 31, 2003 included less than $246,000 of net deferred revenue, while the comparable period of the prior fiscal year included more than $5 million of net deferred revenue. Net income for the nine-month period ended March 31, 2003 increased 35% to $3,420,431 or $0.30 a diluted share in earnings (post reverse stock split) representing 11,219,115 shares as compared to $2,526,957 or $0.61 a diluted share (post reverse stock split) representing 4,135,779 shares for the comparable nine-month period of the prior fiscal year. The company noted it would have had a loss of approximately $2.7 million for the nine-month period a year ago if not for the benefit of the deferred revenue. Commented iMERGENT Chairman Donald Danks, "We are obviously very pleased with this quarter's results and they reflect the company's continued progress in several areas of the business. This is evidenced by the 117% growth in revenue over the year-ago quarter, and the fact the company has generated a total of over a million dollars in cash from operating activities over the past two quarters. The entire iMergent team, and especially its leaders, deserves recognition for an extraordinary effort in creating a successful, growing, and profitable company, well positioned to serve a large and historically fragmented market. I was particularly pleased by the dramatic increases in operating leverage versus the year-ago quarter, in that the company was able to more than double sales with less than 62% increase in selling and marketing expense, and only a modest increase in G&A." Said iMERGENT Chief Executive Officer, Jay Poelman, "I think this second quarter makes clear that the problems and issues associated with our restructuring phase are well behind us, and the changes we put in place at that time are clearly working and have created a strong foundation for continued growth. Accomplishments by the team in this quarter include dozens of enhancements to our StoresOnline Platform, as well as increasing both our sales and our margins. These results reflect a continued high level of interest in the Internet as a strategic business tool by entrepreneurs and small business owners, and show our ability to serve this market with increased efficiency. " FINANCIAL TABLES FOLLOW About iMERGENT, Inc. iMERGENT is a leading technology and training company delivering eServices to small business and entrepreneurs. iMERGENT provides eServices to over 100,000 customers annually. iMERGENT enables companies of all sizes to extend their business to the Internet quickly, effectively--with minimal investment. iMERGENT develops, hosts, licenses, and supports a wide range of Internet applications. IMERGENT Inc. (www.imergentinc.com) is located at 754 Technology Ave., Orem, UT 84097. Statements made in this press release that are not historical in nature constitute forward-looking statements within the meaning of the Safe Harbor Provision of the Private Securities Litigation Reform Act of 1995. Such statements are based on the current expectations and beliefs of the management of iMERGENT and are subject to a number of factors and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. For a more detailed discussion of factors that affect iMERGENT's operating results, please refer to its SEC reports including its most recent Form 10-K and Form 10-Q.
IMERGENT, INC. AND SUBSIDIARIES Unaudited Condensed Consolidated Statements of Operations for the Three Months and the Nine Months Ended March 31, 2003 and 2002 Three Months Ended Nine Months Ended ----------------------------------------------------------------------------------- March 31, March 31, March 31, March 31, 2003 2002 2003 2002 ----------------------------------------------------------------------------------- Revenue $ 15,786,458 $ 7,296,696 $ 37,658,988 $ 26,386,485 Cost of revenue 2,713,422 1,334,877 6,904,423 3,657,519 Cost of revenue - related party 348,807 157,437 840,263 720,930 ----------------------------------------------------------------------------------- Total cost of revenue 3,062,229 1,492,314 7,744,686 4,378,449 ----------------------------------------------------------------------------------- Gross profit 12,724,229 5,804,382 29,914,302 22,008,036 Operating Expenses Product development - 19,654 - 87,604 Selling and marketing 4,856,941 3,019,211 12,855,835 9,127,660 Selling and marketing - related party 160,277 85,866 349,680 353,392 General and administrative 1,197,797 968,712 3,244,830 4,600,962 Depreciation and amortization 57,018 145,131 299,974 446,542 Bad debt expense 4,611,640 1,251,021 9,816,200 3,256,152 ----------------------------------------------------------------------------------- Total operating expenses 10,883,674 5,489,595 26,566,519 17,872,312 Income from operations 1,840,556 314,787 3,347,782 4,135,725 Other income 120 1,632 2,993 50,914 Interest income 218,197 96,577 549,414 265,962 Interest expense (11,657) (35,659) (29,483) (1,925,643) ----------------------------------------------------------------------------------- Total other income (expense) 206,661 62,550 522,923 (1,608,767) ----------------------------------------------------------------------------------- Income before income taxes 2,047,216 377,337 3,870,706 2,526,957 Provision for income taxes (450,275) - (450,275) - ----------------------------------------------------------------------------------- Net income $ 1,596,941 $ 377,337 $ 3,420,431 $ 2,526,957 =================================================================================== Basic earnings per share: $ 0.14 $ 0.08 $ 0.31 $ 0.61 Diluted earnings per share: $ 0.14 $ 0.08 $ 0.30 $ 0.61 Weighted average shares outstanding: Basic 11,030,931 4,833,462 11,011,070 4,117,136 Diluted 11,290,240 4,833,462 11,219,115 4,135,779
IMERGENT, INC. AND SUBSIDIARIES Unaudited Condensed Consolidated Balance Sheets March 31, 2003 (Unaudited) June 30, 2002 -------------------------------- Assets Current assets Cash $ 926,121 $ 519,748 Trade receivables, net of allowance for doubtful accounts of $3,885,018 at March 31, 2003 and $1,918,673 at June 30, 2002. 4,842,742 2,247,129 Inventories 37,405 23,416 Prepaid expenses 514,896 607,857 Credit card reserves, net of allowance for doubtful accounts of $380,892 at March 31, 2003 and $137,370 at June 30, 2002. 550,092 1,022,701 -------------------------------- Total current assets 6,871,256 4,420,851 Property and equipment, net 197,807 409,460 Goodwill, net 455,177 455,177 Trade receivables, net of allowance for doubtful accounts of $1,740,912 at March 31, 2003 and $1,357,938 at June 30, 2002. 2,243,574 1,673,740 Deferred tax asset 539,973 - Other assets, net of allowance for doubtful accounts of $144,810 at March 31, 2003 and $0 at June 30, 2002. 47,766 417,384 -------------------------------- Total Assets $ 10,355,553 $ 7,376,612 ================================ Liabilities and Stockholders' Equity Current liabilities Accounts payable $ 1,006,154 $ 1,215,400 Accounts payable - related party 88,219 111,702 Bank overdraft - 150,336 Accrued wages and benefits 323,362 681,472 Past due payroll taxes - 26,797 Income taxes payable - current 990,248 - Accrued liabilities 161,046 548,016 Current portion of capital lease obligations 22,720 80,938 Current portion of notes payable 26,429 160,671 Other current liabilities 449,630 450,523 Other current liabilities - related party 50,000 - Deferred revenue 459,451 705,558 -------------------------------- Total current liabilities 3,577,259 4,131,413 Capital lease obligations, net of current portion 11,171 27,906 Notes payable, net of current portion 430,088 393,560 Other long term liabilities 5,850 - -------------------------------- Total liabilities 4,024,368 4,552,879 -------------------------------- Commitments and contingencies - - Minority interest - 355,159 -------------------------------- Stockholders' Equity - -------------------- Capital stock, par value $.001 per share Preferred stock - authorized 5,000,000 shares; none issued Common stock -authorized 100,000,000 shares; issued and outstanding 11,035,667 and 10,995,774 shares, at March 31, 2003 and June 30, 2002, respectively 29,497 10,996 Additional paid-in capital 72,432,224 72,017,928 Deferred compensation (25,604) (34,987) Accumulated other comprehensive loss (4,902) (4,902) Accumulated deficit (66,100,030) (69,520,461) -------------------------------- Total stockholders' equity 6,331,185 2,468,574 -------------------------------- Total Liabilities and Stockholders' Equity $ 10,355,553 $ 7,376,612 ================================
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