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ProQuest Reports Revenue Growth of 6 Percent and Earnings Per Share Of $0.43 for the Second Quarter of 2003

ANN ARBOR, Mich., July 22 -- ProQuest Company , a leading publisher of information solutions and content for the library, classroom, automotive and powersports markets, today reported year- over-year growth in revenue, earnings and free cash flow for the second quarter ended June 28, 2003.

"We secured important new contracts in the second quarter at both our business segments. Our electronic products continue to perform well. However, we are still operating in an environment where tight library budgets are having a significant impact on sales of non-subscription microfilm backfile products," said Alan Aldworth, president and chief executive officer of ProQuest Company.

Second Quarter 2003 Highlights

* Revenues were $115.1 million, compared with $109.0 million in the second quarter of 2002.

* EBIT was $23.7 million for the quarter, compared with 2002 second quarter EBIT of $23.3 million.

* Net earnings for the quarter increased 21 percent to $12.3 million, or $0.43 per fully diluted share, compared with net earnings of $10.2 million or $0.40 per fully diluted share one year ago.

* Free cash flow, which the company defines as operating cash flow less capital expenditures and software spending, was a use of $15.9 million for the quarter, compared with a use of $17.6 million in the second quarter of 2002, an improvement of $1.7 million.

* Capital expenditures were $8.8 million, compared to $14.2 million for the second quarter of 2002, a reduction of 38 percent.

* Software spending was $3.4 million, compared to $6.6 million for the second quarter of 2002, a reduction of 48 percent.

* At June 28, 2003, debt, net of cash and cash equivalents was $217.3 million, an increase of $11.7 million over the first quarter of 2003.

ProQuest Information and Learning

Information and Learning's second quarter revenues increased 6 percent to $68.9 million, compared with $65.0 million one year ago. Second quarter EBIT of $13.4 million increased 2 percent compared with $13.1 million in the year- ago quarter. "As expected, EBIT growth was impacted by a $2.8 million increase in depreciation and amortization expense compared to the second quarter of 2002," said Kevin Gregory, senior vice president and chief financial officer of ProQuest Company. "This additional depreciation and amortization is the result of investments for new products that are entering the market," added Gregory.

Product Line Detail

Sales of classroom products in the quarter increased 93 percent over the prior year to $2.1 million. Information and Learning's electronic products also continued to perform well in the second quarter of 2003. Sales of published products grew 7 percent over the prior year, to $24.0 million for the quarter. Sales of general reference products increased by 32 percent to $18.2 million, mainly as a result of Bigchalk revenues.

"The integration of Bigchalk was completed in the second quarter as planned," said Kevin Gregory. "Bigchalk products contributed to both revenue and EBIT in the second quarter, and during the second half of this year their margin contribution should be similar to other Information and Learning electronic products," Gregory added.

Sales of traditional products were $24.7 million, an 11 percent decline compared to the second quarter of 2002. This was the result of lower sales of non-subscription microfilm as tight library budgets caused a decline in archival backfile purchases.

Information and Learning Highlights

* Introduced the next-generation interface for ProQuest database products. This new interface is easier to use and more powerful than ever.

* Gained rights to add 30 distinguished University of California Press journals to the ProQuest online information service.

* Completed the digitization of The Washington Post for ProQuest Historical Newspapers.

* As announced yesterday, acquired SIRS Publishing, Inc., the highly respected publisher of SIRS Researcher, SIRS Discoverer and SIRS Enduring Issues.

ProQuest Business Solutions

At Business Solutions, second quarter revenues increased 5 percent to $46.2 million, compared with $44.0 million in the second quarter of 2002. Second quarter 2003 EBIT was $13.8 million, an increase of 5 percent over EBIT of $13.1 million in the second quarter of 2002.

Product Line Detail

Business Solutions' second quarter results were driven by sales of automotive parts and service products, which were up 4 percent to $30.3 million, and sales of dealership performance management products, which increased 16 percent to $8.4 million. Sales of Powersports' electronic products grew 2 percent to $6.7 million.

Business Solutions Highlights

* Awarded a contract by General Motors Europe to provide Standards Monitoring for the GM brand family (Opel, Vauxhall, Saab and Daewoo) across Europe, to assist with compliance with the European Common Market's new competition regulations.

* Signed a new contract to provide electronic parts and service products to the 12,000 dealerships of Tecumseh Engine & Transmission Group.

* Selected by Ingersoll-Rand Air Solutions to provide its Internet-based parts identification system.

* Signed a letter of intent with Mitsubishi Motors Corporation to develop an automotive electronic parts catalog for their dealers worldwide.

Consolidated First Half 2003 Highlights

* Revenues were up 7 percent to $226.9 million, compared with $211.7 million in the first half of 2002.

* EBIT was $45.9 million for the first half, an increase of 5 percent over 2002 first half EBIT of $43.8 million.

* Net earnings for the first half increased 28 percent to $23.5 million, or $0.84 per fully diluted share, compared with net earnings of $18.4 million or $0.74 per fully diluted share one year ago.

* First half free cash flow was a use of $10.7 million, an improvement of $32.1 million over the first half of 2002.

2003 Outlook and Guidance

For the third quarter of 2003, the company projects revenue growth in the range of 10 to 15 percent compared to the same quarter in 2002. Earnings per share in the third quarter of 2003 are projected within a range of $0.40 to $0.50.

For the full year, ProQuest confirms its previous guidance of 11 to 13 percent revenue growth, EPS of $1.80 to $1.85, and free cash flow of $35 to $40 million. The company also continues to project capital spending of $50 to $55 million, and software spending of $11 to $13 million for 2003.

"We are continuing to see pressure on top line revenue growth as the education economy shows no sign of improvement and library budgets remain tight. However, we believe our guidance is realistic and achievable. We remain confident in our ability to produce earnings per share of $1.80 to $1.85, and free cash flow of $35 to $40 million for 2003," said Alan Aldworth.

Basis of Presentation

The financial results in this press release are presented in accordance with generally accepted accounting principles (GAAP), except for references to earnings before interest and taxes (EBIT), which excludes interest and income taxes; earnings before interest, taxes, depreciation and amortization (EBITDA), which excludes interest, income taxes, depreciation and amortization; debt, net of cash and cash equivalents (net debt); and free cash flow. Reconciliations of non-GAAP amounts to the company's GAAP results follows.

EBIT and free cash flow are key metrics used by ProQuest Company to assess the performance of its business segments. Free cash flow also provides a measure of the company's cash flows after all operational expenditures. EBITDA provides useful information about how ProQuest Company's management assesses the company's ability to fund working capital items and capital expenditures as well as service its debt. The company's ability to fund working capital items, fund capital expenditures and service debt in the future, however, may be affected by other operating or legal requirements. EBITDA is also a component of ProQuest's debt covenants under both its senior notes and revolving credit facility. Debt, net of cash and cash equivalents, provides a source of consistent measurement from period to period of the company's outstanding debt commitments, net of any cash on hand that may be utilized to pay down the debt balance.

Conference Call

To participate in a conference call and question and answer session regarding second quarter with ProQuest's senior management, call 888-688-0384 (International 706-679-7706), using the password ProQuest Company, at 5:00 p.m. (ET) on Tuesday, July 22, 2003. For your convenience, the call will be taped and archived until August 1, 2003 and can be accessed by calling 706-645-9291, and entering ID#1098594. This conference call may also be accessed over the Internet at www.proquestcompany.com or www.streetevents.com . To listen to the live call, please go to the web site at least fifteen minutes early to register, download, and install any necessary audio software. For those who cannot listen to the live broadcast, a replay will be available shortly after the call at the StreetEvents website.

About ProQuest Company

ProQuest Company is based in Ann Arbor, Mich., and is a leading publisher of value-added information and content for the library, classroom, automotive and powersports markets. We provide products and services to our customers through two business segments: Information & Learning and Business Solutions. Through our Information & Learning segment, which primarily serves the library and classroom markets, we aggregate and publish value-added content from a wide range of sources including newspapers, periodicals and books. Our Business Solutions segment is primarily engaged in the delivery in electronic form of comprehensive parts and service information to the automotive market. It also provides dealers in the powersports (motorcycle, marine, RV and outdoor power) markets with management systems that enable them to manage their inventory, customer service and other aspects of their businesses.

Forward-Looking Statements

Some of the statements contained herein constitute forward-looking statements. These statements relate to future events or our future financial performance and involve known and unknown risks, uncertainties and other factors that may cause our or our markets' actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. These risks and other factors you should specifically consider include, among other things, the company's ability to successfully integrate acquisitions and reduce costs, global economic conditions, product demand, financial market performance, and other risks listed under "Risk Factors" in our regular filings with the Securities and Exchange Commission. In some cases, you can identify forward-looking statements by terminology such as "may," "should," "expects," "plans," "anticipates," "believes," "estimates," "predicts," "potential," "continue," "projects," "intends," "prospects," "priorities," or the negative of such terms or other comparable terminology. These statements are only predictions. Actual events or results may differ materially.

                      PROQUEST COMPANY AND SUBSIDIARIES
                            RESULTS OF OPERATIONS
                    (In Millions, Except Per Share Data)

                                                 Second Quarter Ended
                                           June     % of     June     % of
                                           2003    Sales     2002    Sales

  Net sales                               $115.1    100%    $109.0    100%
  Cost of sales                            (57.9)   (50%)    (51.6)   (47%)

  Gross profit                              57.2     50%      57.4     53%

  R&D expense                               (4.0)    (3%)     (5.5)    (5%)
  SG&A expense                             (26.0)   (23%)    (25.7)   (24%)
  Corporate expense                         (3.5)    (3%)     (2.9)    (3%)
  Earnings from operations before
    interest and income taxes               23.7     21%      23.3     21%

  Net interest expense:
     Interest income                         0.2     -         0.6      1%
     Interest expense                       (4.7)    (4%)     (7.5)    (7%)
  Net interest expense                      (4.5)    (4%)     (6.9)    (6%)

  Earnings before income taxes              19.2     17%      16.4     15%
  Income tax expense                        (6.9)    (6%)     (6.2)    (6%)
  Net earnings                             $12.3     11%     $10.2      9%

  Shares (Basic)                          28.057            24.620
  Shares (Diluted)                        28.319            25.153
  EPS (Basic)                               0.44              0.41
  EPS (Diluted)                             0.43              0.40

                      PROQUEST COMPANY AND SUBSIDIARIES
                            RESULTS OF OPERATIONS
                    (In Millions, Except Per Share Data)

                                                    Year to Date
                                           June     % of     June     % of
                                           2003    Sales     2002    Sales

  Net sales                               $226.9    100%    $211.7    100%
  Cost of sales                           (113.9)   (50%)    (99.4)   (47%)

  Gross profit                             113.0     50%     112.3     53%

  R&D expense                               (9.0)    (4%)    (10.5)    (5%)
  SG&A expense                             (51.5)   (23%)    (52.0)   (25%)
  Corporate expense                         (6.6)    (3%)     (6.0)    (3%)
  Earnings from operations before
    interest and income taxes               45.9     20%      43.8     20%

  Net interest expense:
     Interest income                         0.4     -         1.1      1%
     Interest expense                       (9.5)    (4%)    (15.2)    (7%)
  Net interest expense                      (9.1)    (4%)    (14.1)    (6%)

  Earnings before income taxes              36.8     16%      29.7     14%
  Income tax expense                       (13.3)    (6%)    (11.3)    (5%)
  Net earnings                             $23.5     10%     $18.4      9%

  Shares (Basic)                          28.034            24.375
  Shares (Diluted)                        28.155            24.913
  EPS (Basic)                               0.84              0.76
  EPS (Diluted)                             0.84              0.74

                      PROQUEST COMPANY AND SUBSIDIARIES
                            RESULTS OF OPERATIONS
                                (In Millions)

                                               Second Quarter Ended

                                              June         June      % Inc./
                                              2003         2002       (Dec.)
  Net Sales

  Information and Learning                    $68.9        $65.0         6%
  Business Solutions                           46.2         44.0         5%
  Total Net Sales                            $115.1       $109.0         6%

  EBIT (1), (3)

  Information and Learning                    $13.4        $13.1         2%
  Business Solutions                           13.8         13.1         5%
  Corp. / Other                                (3.5)        (2.9)      (21%)
  Total EBIT                                  $23.7        $23.3         2%

  EBITDA (2), (3)

  Information and Learning                    $26.5        $23.4        13%
  Business Solutions                           15.2         14.4         6%
  Corp. / Other                                (3.5)        (2.9)      (21%)
  Total EBITDA                                $38.2        $34.9         9%

  Other Data

  Capital Expenditures                         $8.8        $14.2       (38%)
  Software spending                            $3.4         $6.6       (48%)

   (1) EBIT is defined as earnings from operations before interest and
   income taxes.

   (2) EBITDA is defined as EBIT plus depreciation and amortization.

   (3) See "Reconciliation of Non-GAAP Measures."

                      PROQUEST COMPANY AND SUBSIDIARIES
                            RESULTS OF OPERATIONS
                                (In Millions)

                                                       Year to Date

                                              June         June      % Inc./
                                              2003         2002       (Dec.)
  Net Sales

  Information and Learning                   $134.7       $125.2         8%
  Business Solutions                           92.2         86.5         7%
  Total Net Sales                            $226.9       $211.7         7%

  EBIT (1), (3)

  Information and Learning                    $26.2        $25.9         1%
  Business Solutions                           26.3         23.9        10%
  Corp. / Other                                (6.6)        (6.0)      (10%)
  Total EBIT                                  $45.9        $43.8         5%

  EBITDA (2), (3)

  Information and Learning                    $52.7        $46.9        12%
  Business Solutions                           29.1         26.6         9%
  Corp. / Other                                (6.5)        (6.0)       (8%)
  Total EBITDA                                $75.3        $67.5        12%

  Other Data

  Capital Expenditures                        $25.2        $29.8       (15%)
  Software spending                            $9.1        $11.7       (22%)
  Debt, net of cash and cash
   equivalents (3)                           $217.3       $191.2        14%

   (1) EBIT is defined as earnings from operations before interest and
   income taxes.

   (2) EBITDA is defined as EBIT plus depreciation and amortization.

   (3) See "Reconciliation of Non-GAAP Measures."

                   RECONCILIATION OF NON-GAAP MEASURES
                              (In Millions)

  Reconciliations of non-GAAP measures to GAAP measures:

  EBITDA & EBIT

                                          Second Quarter Ended June 2003
                                                            Corp./
                                           PQIL     PQBS    Other    Total

   EBITDA                                 $26.5    $15.2    $(3.5)   $38.2
   Less: Depreciation & Amortization      (13.1)    (1.4)      -     (14.5)
   EBIT                                   $13.4    $13.8    $(3.5)   $23.7
   Less: Net Interest Expense                                         (4.5)
   Less: Income Tax Expense                                           (6.9)
   Net Earnings                                                      $12.3

                                          Second Quarter Ended June 2002
                                                            Corp./
                                           PQIL     PQBS    Other    Total

   EBITDA                                 $23.4    $14.4    $(2.9)   $34.9
   Less: Depreciation & Amortization      (10.3)    (1.3)      -     (11.6)
   EBIT                                   $13.1    $13.1    $(2.9)   $23.3
   Less: Net Interest Expense                                         (6.9)
   Less: Income Tax Expense                                           (6.2)
   Net Earnings                                                      $10.2

                                              Year to Date June 2003
                                                            Corp./
                                           PQIL     PQBS    Other    Total

   EBITDA                                 $52.7    $29.1    $(6.5)   $75.3
   Less: Depreciation & Amortization      (26.5)    (2.8)    (0.1)   (29.4)
   EBIT                                   $26.2    $26.3    $(6.6)   $45.9
   Less: Net Interest Expense                                         (9.1)
   Less: Income Tax Expense                                          (13.3)
   Net Earnings                                                      $23.5

                                              Year to Date June 2002
                                                            Corp./
                                           PQIL     PQBS    Other    Total

   EBITDA                                 $46.9    $26.6    $(6.0)   $67.5
   Less: Depreciation & Amortization      (21.0)    (2.7)      -     (23.7)
   EBIT                                   $25.9    $23.9    $(6.0)   $43.8
   Less: Net Interest Expense                                        (14.1)
   Less: Income Tax Expense                                          (11.3)
   Net Earnings                                                      $18.4

  Debt, net of cash and cash equivalents

                                             June     December       June
                                             2003        2002        2002

  Long-term debt, less current
   maturities                               $218.0      $187.0      $200.0
  Current maturities of long-term debt         -           -           0.2
  Notes payable                                -           0.1         -
  Less: Cash and cash equivalents             (0.7)       (1.8)       (9.0)
  Net debt                                  $217.3      $185.3      $191.2

  Free cash flow

                                          Second Quarter
                                               Ended          Year to Date
                                           June     June     June     June
                                           2003     2002     2003     2002

  Free cash flow                         $(15.9)  $(17.6)  $(10.7)  $(42.8)
  Expenditures for software                 3.4      6.6      9.1     11.7
  Expenditures for property, plant,
   equipment
       and product masters                  8.8     14.2     25.2     29.8
  Net cash (used in) provided by
       operating activities               $(3.7)    $3.2    $23.6    $(1.3)

                     PROQUEST COMPANY AND SUBSIDIARIES
                          CONDENSED BALANCE SHEETS
                               (In Thousands)

                                   ASSETS

                                            June 28,  December 28,  June 29,
                                              2003        2002        2002

  Cash and cash equivalents                   $728      $1,782      $8,986
  Accounts receivable, net                  79,224     103,517      73,200
  Inventory, net                             5,367       4,909       4,407
  Other current assets                      34,260      25,475      38,810

  Total current assets                     119,579     135,683     125,403

  Net property, plant, equipment and
   product masters                         177,904     173,230     163,385

  Long-term receivables                      4,775       4,635      24,997
  Goodwill                                 267,642     247,354     240,029
  Intangibles, net                           7,773         692         -
  Other assets                              83,913      69,923      95,158

  Total assets                            $661,586    $631,517    $648,972

               LIABILITIES AND SHAREHOLDERS' EQUITY (DEFICIT)

  Notes payable                               $-           $62        $-
  Current maturities of long-term debt         -           -           218
  Accounts payable                          33,544      38,055      35,181
  Accrued expenses                          28,551      28,090      53,137
  Current portion of monetized future
   billings                                 26,071      26,738      27,982
  Deferred income                           87,002     109,865      78,496

  Total current liabilities                175,168     202,810     195,014

  Long-term debt, less current
   maturities                              218,000     187,000     200,015
  Monetized future billings                 48,254      51,071      53,702
  Other liabilities                         60,115      60,880      98,528

  Total long-term liabilities              326,369     298,951     352,245

  Total shareholders' equity               160,049     129,756     101,713

  Total liabilities and shareholders'
   equity                                 $661,586    $631,517    $648,972

  Note: Certain reclassifications to the June 2002 consolidated financial
  statements have been made to conform to the December 2002 and June 2003
  presentation.

                      PROQUEST COMPANY AND SUBSIDIARIES
                         CONDENSED CASH FLOW SCHEDULE
                                (In Thousands)

                                        Year to Date    Second Quarter Ended
                                     June 28,  June 29,  June 28,  June 29,
                                       2003      2002      2003      2002
  Operating activities:

  Net earnings                        $23,523   $18,429   $12,287   $10,151
  Adjustments to reconcile net
   earnings to net cash provided
    by operating activities:
  Depreciation and amortization        29,409    23,649    14,515    11,532
  Deferred income taxes                15,163     3,140     5,551     4,306

  Changes in operating assets and
   liabilities, net of acquisitions:
  Accounts receivable, net             25,118    12,542       (54)    2,372
  Inventory, net                         (430)       74       400        65
  Other current assets                 (1,978)   (5,000)      306      (408)
  Long-term receivables                  (140)   (1,797)   (1,285)     (795)
  Other assets                           (234)    4,817     1,056     5,995
  Accounts payable                     (7,786)   (5,632)   (2,989)   (1,954)
  Accrued expenses                    (14,808)   (7,020)   (8,032)    1,937
  Deferred income                     (40,410)  (37,539)  (23,025)  (21,228)
  Other long-term liabilities          (2,235)   (1,933)     (574)      143
  Other, net                           (1,575)   (5,045)   (1,844)   (8,914)

  Net cash provided by (used in)
   operations                          23,617    (1,315)   (3,688)    3,202

  Investing activities:
  Expenditures for property, plant,
   equipment and product masters      (25,194)  (29,784)   (8,773)  (14,196)
  Expenditures for software            (9,110)  (11,665)   (3,394)   (6,534)
  Acquisitions, net of cash acquired  (23,804)   (2,617)        -         -
  Expenditures for discontinued
   operations                          (1,708)  (12,611)   (1,708)  (11,165)

  Net cash used in investing
   activities                         (59,816)  (56,677)  (13,875)  (31,895)

  Financing activities:
  Net decrease in short-term debt         (87)     (770)      (34)     (272)
  Proceeds from long-term debt        285,400   110,750   145,450    78,150
  Repayment of long-term debt        (254,400) (163,591) (136,750) (163,516)
  Monetized future billings            (3,484)   (7,854)   (2,362)   (3,955)
  Repurchases of common stock          (1,328)        -      (403)        -
  Proceeds from sales of common
   stock, net                               -   123,295         -   123,295
  Proceeds from exercise of stock
   options, net                         8,378     4,330     8,199     1,907

  Net cash provided by financing
   activities                          34,479    66,160    14,100    35,609

  Effect of exchange rate changes on
   cash                                   666       323       475       426

  (Decrease) Increase in cash and
   cash equivalents                    (1,054)    8,491    (2,988)    7,342

  Cash and cash equivalents,
   beginning of period                  1,782       495     3,716     1,644

  Cash and cash equivalents, end of
   period                                $728    $8,986      $728    $8,986

  Note: Certain reclassifications to the 2002 cash flow statement have been
  made to conform to the 2003 presentation.

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