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Ebay News 2003 1 16 Earnings

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eBay reported record quarterly financial results for Q4 2002, with net revenues of $413.9 million, a 122% increase in transaction revenues, and GAAP and pro forma diluted EPS of $0.28. The company also raised its guidance for 2003, expecting net revenues of up to $1.9 billion and pro forma EPS of up to $1.27. Key metrics like active users and gross merchandise sales also reached record highs. Meg Whitman, eBay's President and CEO, attributed the strong results to the success of eBay's community and commitment to business excellence.

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eBay Inc. Announces Fourth Quarter and Year End 2002 Financial Results SAN JOSE, Calif.--Jan. 16, 2003--eBay Inc. (Nasdaq:EBAY - News) q Company Reports Record Quarterly Net Revenues of $413.9 million q Achieves Record GAAP and Pro Forma Diluted EPS of $0.28 q Raises 2003 Net Revenue and EPS Guidance eBay Inc. (Nasdaq:EBAY - News; www.ebay.com), the world's online marketplace, reported financial results for its fourth quarter and year ended December 31, 2002. eBay reported consolidated net revenues for Q4-02 totaling a record $413.9 million. Consolidated net income for the quarter was a record $87.0 million, or $0.28 per diluted share. eBay's pro forma consolidated net income, excluding certain items, was a record $87.6 million, or $0.28 per diluted share, exceeding the company's October 30, 2002 guidance for pro forma earnings per diluted share of $0.22 to $0.23. During Q4-02, consolidated net transaction revenues increased 122% year over year to a record $396.5 million, driven by 58% year-over-year transaction revenue growth in the core eBay U.S. business, 173% year-over-year transaction revenue growth internationally, and a $72.6 million transaction revenue contribution from PayPal. For the full year, eBay generated consolidated net revenues of $1.21 billion, a 62% increase over the $748.8 million reported in 2001. Consolidated net income increased 176% year over year to $249.9 million, or $0.85 per diluted share. On a pro forma basis, eBay reported consolidated net income of $254.9 million, or $0.87 per diluted share, a 78% year-over-year increase from the $0.49 reported in 2001. "Our Q4 results capped our most successful year ever," said Meg Whitman, President and CEO of eBay. "Our success goes hand in hand with the success of our vibrant community of users. The strength of our community, the growth of e-commerce, and our commitment to business excellence, all led to these great results." Key Financial and Operating Metrics Transaction Revenues -- Consolidated net transaction revenues totaled a record $396.5 million, representing 122% year- over-year quarterly growth from the $178.9 million reported in Q4-01. Gross Profit -- Gross profit totaled a record $331.3 million, or 80% of quarterly net revenues, down from the 82% reported in Q4-01, reflecting an improved 86% gross margin for the core eBay business, offset by the lower margin PayPal business. Operating Income -- Operating income for Q4-02 totaled a record $113.9 million or 28% of net revenues, representing a 174% increase over the $41.6 million reported in Q4-01. Pro forma operating income totaled a record $132.4 million, or 32% of net revenues which compares favorably to the 25% margin reported in Q4-01. GAAP Net Income -- GAAP net income totaled a record $87.0 million, or $0.28 per diluted share. This earnings level represents a 235% increase over the $25.9 million reported in Q4-01. Pro Forma Net Income -- Pro forma net income totaled a record $87.6 million, or $0.28 per diluted share. This earnings level represents a 128% increase over the $38.5 million reported in Q4-01. Operating and Free Cash Flows -- Operating cash flows totaled a record $182.9 million, a 119% increase from the $83.7 million reported in Q4-01. Free cash flows for Q4-02 totaled $138.6 million, a 98% increase from the $69.9 million reported in Q4-01. Gross Merchandise Sales -- eBay users transacted a record $4.60 billion in gross merchandise sales (GMS), which is the total value of items sold, during the fourth quarter, representing a 68% year-over-year increase from the $2.74 billion reported in Q4-01. Listings -- eBay hosted a record 195 million listings during the quarter, representing a 55% year-over-year increase from the 126 million reported in Q4-01.
Registered Users - Cumulative confirmed registered users at the end of Q4-02 totaled a record 61.7 million, a sequential increase of 6.8 million users and a 46% increase over the 42.4 million users reported at the end of Q4-01. Active Users -- The number of users on the eBay platform who bid, bought or listed over the trailing twelve months increased to 27.7 million in Q4-02, a 56% increase over the 17.8 million active users for the same period a year ago. Key Execution Highlights eBay U.S. Online Net Revenues -- eBay U.S. net online transaction revenues totaled $211.4 million in Q4-02, reflecting 58% year-over-year growth and the fourth consecutive quarter of year-over-year acceleration. Including net revenues from third party advertising and end-to-end services, total eBay U.S. online net revenues totaled $224.0 million, representing 35% year- over-year growth. eBay International Online Net Revenues -- Net revenues from international transactions totaled $107.4 million in Q4-02, representing 173% year-over-year growth. Including net revenues from third party advertising, total international net revenues were $109.1 million, representing 172% year-over-year growth. Payments Net Revenues -- For the period from October 4, 2002 through December 31, 2002, PayPal recorded net revenues of $74.7 million, driven by total payment volume of $2.14 billion. Compared to the full quarter Q4-01, PayPal's net revenues grew 86% year-over-year and its total payment volume grew 77% year-over-year. In Q4-02, 66% of total payment volume came from eBay and other online trading sites, up from 58% in Q3-02. In addition, eBay's Billpoint payment service generated $5.1 million in net revenues in Q4-02. On a combined basis, total Q4-02 Payments net revenues were $79.8 million. eBay continues to expect that its Billpoint operations will be completely phased-out during the first half of 2003. Key Category Performance -- Based on Q4-02 annualized GMS, eBay has five categories that generate more than $1 billion in worldwide GMS: eBay Motors at $4.3 billion, Computers at $1.9 billion, Consumer Electronics at $1.8 billion, Books/Movies/Music at $1.4 billion, and Sports at $1.2 billion. Fixed Price Trading -- eBay's fixed price offerings continue to drive seller success and increase the volume of trade on eBay. In aggregate, these offerings contributed approximately $1.1 billion or 24% of total GMS during Q4-02, primarily from eBay's "Buy it Now" feature. eBay Stores -- More than 43,000 sellers on eBay.com and more than 42,000 sellers internationally are currently taking advantage of the enhanced merchandising capabilities of eBay Stores. Consolidated Financial and Operating Summary eBay reported record net revenues of $413.9 million in Q4-02, representing an 89% year-over-year increase. The strong Q4- 02 performance was attributed to a combination of a strong online holiday shopping season, effective integrated marketing programs and a substantial increase in user activity. Revenues from third party advertisers declined 64% year-over-year to $10.3 million and now represent approximately 2% of net revenues. Gross profit as a percentage of net revenues was 80%, down from the 84% level reported in Q3-02, and the 82% level reported in Q4-01. The reported gross profit percentage reflects an improvement in the core eBay margin to 86%, offset by lower margin PayPal transaction revenues. Sales and marketing expenses totaled $108.7 million, or 26% of net revenues, down from 30% reported in Q3-02 and 33% reported in Q4-01. The sequential dollar increase in sales and marketing expense was attributed to the company's integrated holiday marketing campaigns combined with the incremental expenses from the PayPal business. The decrease as a percent of net revenues reflects modest leverage in the core eBay business and much lower marketing spending as a percentage of revenues at PayPal. Product development costs totaled $31.8 million, or approximately 8% of net revenues, consistent with the 8% of net revenues reported in Q3-02 and down from the 10% of net revenues reported in Q4-01. Product development expense reflects an actual spending increase combined with the incremental expenses from the PayPal business, partially offset by $2.8 million of required capitalization for major site and product development efforts. General and administrative costs totaled $63.3 million, or about 15% of net revenues, up slightly from the 14% of net revenues reported for both Q3-02 and Q4-01. The sequential percentage increase primarily reflects the addition of PayPal, including PayPal's transaction losses which represented approximately 10% of PayPal net revenues. Income from operations totaled $113.9 million during Q4-02, a 174% increase over the $41.6 million reported in Q4-01. On a pro forma basis, income from operations totaled $132.4 million, or 32% of Q4-02 consolidated net revenues, comparing favorably to the $55.4 million and 25% of net revenues reported in Q4-01. The Q4-02 pro forma operating margin for the core eBay business, which excludes PayPal, was 35%, an approximate 10 percentage point year-over-year improvement. The Q4- 02 pro forma operating margin for the PayPal business approximated 20%.
Net interest and other income totaled $24.0 million in Q4-02, up from the $6.1 million reported in Q3-02. The sequential increase primarily reflects the gains on the sale of Kruse International, certain real estate properties, and an equity investment in a privately-held company. Excluding these one-time gains, eBay reported pro forma net interest and other income of $6.6 million in Q4-02. eBay reported a consolidated pro forma tax provision of $49.3 million. As expected, the Q4-02 effective pro forma tax rate was 36%, consistent with the 36% effective tax rate in Q3-02 and down from the 40% rate in Q4-01. The lower year-over-year effective tax rate reflects the increasing profit contribution from the company's international operations. eBay's balance sheet remains strong. At the end of Q4-02, the company had more than $1.8 billion in aggregate corporate cash and investments and total assets of more than $4.1 billion. The company reported $182.9 million in operating cash flows, 119% higher than the $83.7 million reported in Q4-01, reflecting primarily increased profitability. Free cash flows during Q4-02 totaled $138.6 million, 98% higher than the $69.9 million reported in Q4-01. Capital expenditures in Q4-02 totaled $44.3 million, relating primarily to the purchase of site-related hardware and software, the expansion of the company's data warehouse, the build-out of PayPal's new customer service center, and the required capitalization of certain product development costs. Business Outlook Net Revenues -- The company now expects that revenues for 2003 could be as high as $1.9 billion, $70 million higher than the upper end of the company's most recent guidance. This higher revenue outlook derives from the strength of eBay's U.S., International and Payments businesses. From a quarterly perspective, eBay believes that Q1-03 revenues could be about $440 million, Q2-03 $460 million, Q3-03 $480 million and Q4-03 $520 million. GAAP Diluted EPS -- eBay now expects that earnings per diluted share for the full year 2003 could be as high as $1.12, $0.07 higher than the upper end of the company's previously guided range. From a quarterly perspective, eBay expects GAAP earnings per diluted share to be $0.26 in Q1-03, $0.27 in Q2-03, $0.27 in Q3-03 and $0.32 in Q4-03. Pro Forma Diluted EPS -- eBay now believes that amortization of intangible assets, stock-based compensation expenses and other pro forma items, primarily related to the PayPal acquisition, will be $19.0 million in Q1-03, $17.0 million in Q2-03, $18.0 million in Q3-03 and $16.0 million in Q4-03. Excluding these charges and the related pro forma tax effect, the company's pro forma earnings per diluted share for the full year 2003 could be as high as $1.27, $0.12 higher than the upper end of the range eBay has most recently indicated. From a quarterly perspective, eBay expects pro forma earnings per diluted share to be $0.30 in Q1-03, $0.30 in Q2-03, $0.31 in Q3-03 and $0.36 in Q4-03. This pro forma earnings pattern reflects both eBay's natural seasonality as well as the pattern of investments that the company intends to make in 2003. Effective Tax Rate -- In 2003, eBay anticipates a decline in its effective tax rate to 34% due to the increased profit contribution from its international business. About eBay eBay is the world's online marketplace™. Founded in 1995, eBay created a powerful platform for the sale of goods and services by a passionate community of individuals and businesses. On any given day, there are millions of items across thousands of categories for sale on eBay. eBay enables trade on a local, national and international basis with customized sites in markets around the world. Forward-Looking Statements This announcement contains forward-looking statements that involve risks and uncertainties, including those relating to the company's ability to grow its business and user base. Actual results could differ materially from those discussed. Factors that could cause or contribute to such differences include, but are not limited to: the company's need to manage an increasingly broad range of businesses; to deal with the increasingly competitive environment for online trading, both in specific vertical categories and generally; to manage the integration of PayPal and the litigation, regulatory, credit card association and other risks specific to PayPal; to manage other regulatory, tax and litigation risks even as its product offerings and geographies expand; to maintain site stability on all of its sites; to continue to expand its model to new types of merchandise and sellers; to continue to expand outside of the U.S.; the timing and commercial success of new features and functions added to the company's sites; the success of the company's commercial partners and commercial relationships; and the costs and benefits of announced and prospective joint ventures, acquisitions and other commercial transactions. More information about potential factors which could affect the company's business and financial results is included in the company's Annual Report on Form 10-K for the year ended December 31, 2001, its quarterly reports on Form 10-Q, and its other S.E.C. filings and prospectuses. All forward-looking statements are based on information available to the company on the date hereof, and the company assumes no obligation to update such statements.
Ebay News 2003 1 16 Earnings
Ebay News 2003 1 16 Earnings
Ebay News 2003 1 16 Earnings
Ebay News 2003 1 16 Earnings
Ebay News 2003 1 16 Earnings
Ebay News 2003 1 16 Earnings
Ebay News 2003 1 16 Earnings
Ebay News 2003 1 16 Earnings
Ebay News 2003 1 16 Earnings

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Ebay News 2003 1 16 Earnings

  • 1. eBay Inc. Announces Fourth Quarter and Year End 2002 Financial Results SAN JOSE, Calif.--Jan. 16, 2003--eBay Inc. (Nasdaq:EBAY - News) q Company Reports Record Quarterly Net Revenues of $413.9 million q Achieves Record GAAP and Pro Forma Diluted EPS of $0.28 q Raises 2003 Net Revenue and EPS Guidance eBay Inc. (Nasdaq:EBAY - News; www.ebay.com), the world's online marketplace, reported financial results for its fourth quarter and year ended December 31, 2002. eBay reported consolidated net revenues for Q4-02 totaling a record $413.9 million. Consolidated net income for the quarter was a record $87.0 million, or $0.28 per diluted share. eBay's pro forma consolidated net income, excluding certain items, was a record $87.6 million, or $0.28 per diluted share, exceeding the company's October 30, 2002 guidance for pro forma earnings per diluted share of $0.22 to $0.23. During Q4-02, consolidated net transaction revenues increased 122% year over year to a record $396.5 million, driven by 58% year-over-year transaction revenue growth in the core eBay U.S. business, 173% year-over-year transaction revenue growth internationally, and a $72.6 million transaction revenue contribution from PayPal. For the full year, eBay generated consolidated net revenues of $1.21 billion, a 62% increase over the $748.8 million reported in 2001. Consolidated net income increased 176% year over year to $249.9 million, or $0.85 per diluted share. On a pro forma basis, eBay reported consolidated net income of $254.9 million, or $0.87 per diluted share, a 78% year-over-year increase from the $0.49 reported in 2001. "Our Q4 results capped our most successful year ever," said Meg Whitman, President and CEO of eBay. "Our success goes hand in hand with the success of our vibrant community of users. The strength of our community, the growth of e-commerce, and our commitment to business excellence, all led to these great results." Key Financial and Operating Metrics Transaction Revenues -- Consolidated net transaction revenues totaled a record $396.5 million, representing 122% year- over-year quarterly growth from the $178.9 million reported in Q4-01. Gross Profit -- Gross profit totaled a record $331.3 million, or 80% of quarterly net revenues, down from the 82% reported in Q4-01, reflecting an improved 86% gross margin for the core eBay business, offset by the lower margin PayPal business. Operating Income -- Operating income for Q4-02 totaled a record $113.9 million or 28% of net revenues, representing a 174% increase over the $41.6 million reported in Q4-01. Pro forma operating income totaled a record $132.4 million, or 32% of net revenues which compares favorably to the 25% margin reported in Q4-01. GAAP Net Income -- GAAP net income totaled a record $87.0 million, or $0.28 per diluted share. This earnings level represents a 235% increase over the $25.9 million reported in Q4-01. Pro Forma Net Income -- Pro forma net income totaled a record $87.6 million, or $0.28 per diluted share. This earnings level represents a 128% increase over the $38.5 million reported in Q4-01. Operating and Free Cash Flows -- Operating cash flows totaled a record $182.9 million, a 119% increase from the $83.7 million reported in Q4-01. Free cash flows for Q4-02 totaled $138.6 million, a 98% increase from the $69.9 million reported in Q4-01. Gross Merchandise Sales -- eBay users transacted a record $4.60 billion in gross merchandise sales (GMS), which is the total value of items sold, during the fourth quarter, representing a 68% year-over-year increase from the $2.74 billion reported in Q4-01. Listings -- eBay hosted a record 195 million listings during the quarter, representing a 55% year-over-year increase from the 126 million reported in Q4-01.
  • 2. Registered Users - Cumulative confirmed registered users at the end of Q4-02 totaled a record 61.7 million, a sequential increase of 6.8 million users and a 46% increase over the 42.4 million users reported at the end of Q4-01. Active Users -- The number of users on the eBay platform who bid, bought or listed over the trailing twelve months increased to 27.7 million in Q4-02, a 56% increase over the 17.8 million active users for the same period a year ago. Key Execution Highlights eBay U.S. Online Net Revenues -- eBay U.S. net online transaction revenues totaled $211.4 million in Q4-02, reflecting 58% year-over-year growth and the fourth consecutive quarter of year-over-year acceleration. Including net revenues from third party advertising and end-to-end services, total eBay U.S. online net revenues totaled $224.0 million, representing 35% year- over-year growth. eBay International Online Net Revenues -- Net revenues from international transactions totaled $107.4 million in Q4-02, representing 173% year-over-year growth. Including net revenues from third party advertising, total international net revenues were $109.1 million, representing 172% year-over-year growth. Payments Net Revenues -- For the period from October 4, 2002 through December 31, 2002, PayPal recorded net revenues of $74.7 million, driven by total payment volume of $2.14 billion. Compared to the full quarter Q4-01, PayPal's net revenues grew 86% year-over-year and its total payment volume grew 77% year-over-year. In Q4-02, 66% of total payment volume came from eBay and other online trading sites, up from 58% in Q3-02. In addition, eBay's Billpoint payment service generated $5.1 million in net revenues in Q4-02. On a combined basis, total Q4-02 Payments net revenues were $79.8 million. eBay continues to expect that its Billpoint operations will be completely phased-out during the first half of 2003. Key Category Performance -- Based on Q4-02 annualized GMS, eBay has five categories that generate more than $1 billion in worldwide GMS: eBay Motors at $4.3 billion, Computers at $1.9 billion, Consumer Electronics at $1.8 billion, Books/Movies/Music at $1.4 billion, and Sports at $1.2 billion. Fixed Price Trading -- eBay's fixed price offerings continue to drive seller success and increase the volume of trade on eBay. In aggregate, these offerings contributed approximately $1.1 billion or 24% of total GMS during Q4-02, primarily from eBay's "Buy it Now" feature. eBay Stores -- More than 43,000 sellers on eBay.com and more than 42,000 sellers internationally are currently taking advantage of the enhanced merchandising capabilities of eBay Stores. Consolidated Financial and Operating Summary eBay reported record net revenues of $413.9 million in Q4-02, representing an 89% year-over-year increase. The strong Q4- 02 performance was attributed to a combination of a strong online holiday shopping season, effective integrated marketing programs and a substantial increase in user activity. Revenues from third party advertisers declined 64% year-over-year to $10.3 million and now represent approximately 2% of net revenues. Gross profit as a percentage of net revenues was 80%, down from the 84% level reported in Q3-02, and the 82% level reported in Q4-01. The reported gross profit percentage reflects an improvement in the core eBay margin to 86%, offset by lower margin PayPal transaction revenues. Sales and marketing expenses totaled $108.7 million, or 26% of net revenues, down from 30% reported in Q3-02 and 33% reported in Q4-01. The sequential dollar increase in sales and marketing expense was attributed to the company's integrated holiday marketing campaigns combined with the incremental expenses from the PayPal business. The decrease as a percent of net revenues reflects modest leverage in the core eBay business and much lower marketing spending as a percentage of revenues at PayPal. Product development costs totaled $31.8 million, or approximately 8% of net revenues, consistent with the 8% of net revenues reported in Q3-02 and down from the 10% of net revenues reported in Q4-01. Product development expense reflects an actual spending increase combined with the incremental expenses from the PayPal business, partially offset by $2.8 million of required capitalization for major site and product development efforts. General and administrative costs totaled $63.3 million, or about 15% of net revenues, up slightly from the 14% of net revenues reported for both Q3-02 and Q4-01. The sequential percentage increase primarily reflects the addition of PayPal, including PayPal's transaction losses which represented approximately 10% of PayPal net revenues. Income from operations totaled $113.9 million during Q4-02, a 174% increase over the $41.6 million reported in Q4-01. On a pro forma basis, income from operations totaled $132.4 million, or 32% of Q4-02 consolidated net revenues, comparing favorably to the $55.4 million and 25% of net revenues reported in Q4-01. The Q4-02 pro forma operating margin for the core eBay business, which excludes PayPal, was 35%, an approximate 10 percentage point year-over-year improvement. The Q4- 02 pro forma operating margin for the PayPal business approximated 20%.
  • 3. Net interest and other income totaled $24.0 million in Q4-02, up from the $6.1 million reported in Q3-02. The sequential increase primarily reflects the gains on the sale of Kruse International, certain real estate properties, and an equity investment in a privately-held company. Excluding these one-time gains, eBay reported pro forma net interest and other income of $6.6 million in Q4-02. eBay reported a consolidated pro forma tax provision of $49.3 million. As expected, the Q4-02 effective pro forma tax rate was 36%, consistent with the 36% effective tax rate in Q3-02 and down from the 40% rate in Q4-01. The lower year-over-year effective tax rate reflects the increasing profit contribution from the company's international operations. eBay's balance sheet remains strong. At the end of Q4-02, the company had more than $1.8 billion in aggregate corporate cash and investments and total assets of more than $4.1 billion. The company reported $182.9 million in operating cash flows, 119% higher than the $83.7 million reported in Q4-01, reflecting primarily increased profitability. Free cash flows during Q4-02 totaled $138.6 million, 98% higher than the $69.9 million reported in Q4-01. Capital expenditures in Q4-02 totaled $44.3 million, relating primarily to the purchase of site-related hardware and software, the expansion of the company's data warehouse, the build-out of PayPal's new customer service center, and the required capitalization of certain product development costs. Business Outlook Net Revenues -- The company now expects that revenues for 2003 could be as high as $1.9 billion, $70 million higher than the upper end of the company's most recent guidance. This higher revenue outlook derives from the strength of eBay's U.S., International and Payments businesses. From a quarterly perspective, eBay believes that Q1-03 revenues could be about $440 million, Q2-03 $460 million, Q3-03 $480 million and Q4-03 $520 million. GAAP Diluted EPS -- eBay now expects that earnings per diluted share for the full year 2003 could be as high as $1.12, $0.07 higher than the upper end of the company's previously guided range. From a quarterly perspective, eBay expects GAAP earnings per diluted share to be $0.26 in Q1-03, $0.27 in Q2-03, $0.27 in Q3-03 and $0.32 in Q4-03. Pro Forma Diluted EPS -- eBay now believes that amortization of intangible assets, stock-based compensation expenses and other pro forma items, primarily related to the PayPal acquisition, will be $19.0 million in Q1-03, $17.0 million in Q2-03, $18.0 million in Q3-03 and $16.0 million in Q4-03. Excluding these charges and the related pro forma tax effect, the company's pro forma earnings per diluted share for the full year 2003 could be as high as $1.27, $0.12 higher than the upper end of the range eBay has most recently indicated. From a quarterly perspective, eBay expects pro forma earnings per diluted share to be $0.30 in Q1-03, $0.30 in Q2-03, $0.31 in Q3-03 and $0.36 in Q4-03. This pro forma earnings pattern reflects both eBay's natural seasonality as well as the pattern of investments that the company intends to make in 2003. Effective Tax Rate -- In 2003, eBay anticipates a decline in its effective tax rate to 34% due to the increased profit contribution from its international business. About eBay eBay is the world's online marketplace™. Founded in 1995, eBay created a powerful platform for the sale of goods and services by a passionate community of individuals and businesses. On any given day, there are millions of items across thousands of categories for sale on eBay. eBay enables trade on a local, national and international basis with customized sites in markets around the world. Forward-Looking Statements This announcement contains forward-looking statements that involve risks and uncertainties, including those relating to the company's ability to grow its business and user base. Actual results could differ materially from those discussed. Factors that could cause or contribute to such differences include, but are not limited to: the company's need to manage an increasingly broad range of businesses; to deal with the increasingly competitive environment for online trading, both in specific vertical categories and generally; to manage the integration of PayPal and the litigation, regulatory, credit card association and other risks specific to PayPal; to manage other regulatory, tax and litigation risks even as its product offerings and geographies expand; to maintain site stability on all of its sites; to continue to expand its model to new types of merchandise and sellers; to continue to expand outside of the U.S.; the timing and commercial success of new features and functions added to the company's sites; the success of the company's commercial partners and commercial relationships; and the costs and benefits of announced and prospective joint ventures, acquisitions and other commercial transactions. More information about potential factors which could affect the company's business and financial results is included in the company's Annual Report on Form 10-K for the year ended December 31, 2001, its quarterly reports on Form 10-Q, and its other S.E.C. filings and prospectuses. All forward-looking statements are based on information available to the company on the date hereof, and the company assumes no obligation to update such statements.