UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

(Mark (Mark One)

 

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended January31, 20182022

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: 0-11306

 

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VALUE LINE, INC.

(Exact name of registrant as specified in its charter)

 

New York

13-3139843

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

                                                                                             

551 Fifth Avenue, New York, New York

10176-0001

(Address of principal executive offices)

(Zip Code)

                                                                                                              

(212) 907-1500

(Registrant's telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading symbol

Name of each Exchange on which registered

Common stock, $0.10 par value per share

VALU

The Nasdaq Capital Market

 

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 by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes [X] No [ ]☐       

            

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of large“large accelerated filer,” “accelerated filer,”filer”, “smaller reporting company,”company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer [  ] Accelerated filer [  ] Non-accelerated filer [X]

Smaller reporting company [  ] Emerging growth company [  ]

 (Do not check if a smaller reporting company)

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. [  ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes [  ] No [X]

Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.

Class

Outstanding at March 12, 2018

7, 2022

Common stock, $0.10 par value

per share

9,698,1599,522,163 shares

 


 

 

 
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VALUE LINE, INC.

TABLE OF CONTENTSCONTENTS

 

PageNo.

 

PART I. FINANCIAL INFORMATION

 
   

Item1.

Consolidated Condensed Financial Statements

 
   
 

Consolidated Condensed Balance Sheets as of January 31, 20182022 and April 30, 20172021

3

   
 

Consolidated Condensed Statements of Income for the three and nine months ended January 31, 20182022 and January 31, 20172021

4

   
 

Consolidated Condensed Statements of Comprehensive Income for the three and nine months ended January 31, 20182022 and January 31, 20172021

5

   
 

Consolidated Condensed Statements of Cash Flows for the nine months ended January 31, 20182022 and January 31, 20172021

6

   
 

Consolidated Condensed Statement of Changes in ShareholdersShareholders’ Equity for the ninethree months ended January 31, 20182022

7

   
 

Consolidated Condensed Statement of Changes in ShareholdersShareholders’ Equity for the three months ended January 31, 2021

7

Consolidated Condensed Statement of Changes in Shareholders’ Equity for the nine months ended January 31, 20172022

8

Consolidated Condensed Statement of Changes in Shareholders’ Equity for the nine months ended January 31, 2021

8

   
 

Notes to Consolidated Condensed Financial Statements

9

   

Item 2.

Management’sManagement’s Discussion and Analysis of Financial Condition and Results of Operations

2119

   

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

3330

 

 

 

Item 4.

Controls and Procedures

3532

   
 

PART II. OTHER INFORMATION

 
   

Item 1.

Legal Proceedings

3532

   

Item1A.

Risk Factors

3532

   

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

3633

Item 4.

Mine Safety Disclosures

33

Item 5.

Other Information

3633

Item 6.

Exhibits

3734

 Signatures38

Signatures

35

 


 

 

 

Part I - Financial Information

Item 1. Financial Statements

Value Line, Inc.

Consolidated Condensed Balance Sheets

(in thousands, except share amounts)

  

January 31,

  

April 30,

 
  

2018

  

2017

 
  

(unaudited)

     

Assets

        

Current Assets:

        

Cash and cash equivalents (including short term investments of $3,716 and $6,066, respectively)

 $4,218  $6,557 

Securities available-for-sale

  18,404   16,576 

Accounts receivable, net of allowance for doubtful accounts of $15 and $20, respectively

  2,803   1,018 

Prepaid and refundable income taxes

  606   72 

Prepaid expenses and other current assets

  1,161   1,567 

Total current assets

  27,192   25,790 
         

Long-term assets:

        

Investment in EAM Trust

  58,350   58,223 

Restricted money market investment

  469   469 

Property and equipment, net

  1,433   1,239 

Capitalized software and other intangible assets, net

  392   1,003 

Total long-term assets

  60,644   60,934 
         

Total assets

 $87,836  $86,724 
         

Liabilities and Shareholders' Equity

        

Current Liabilities:

        

Accounts payable and accrued liabilities

 $1,270  $1,257 

Accrued salaries

  1,380   1,285 

Dividends payable

  3,686   1,748 

Accrued taxes on income

  22   112 

Unearned revenue

  18,361   20,188 

Total current liabilities

  24,719   24,590 
         

Long-term liabilities:

        

Unearned revenue

  5,751   5,471 

Deferred charges

  876   432 

Deferred income taxes

  11,972   18,377 

Total long-term liabilities

  18,599   24,280 

Total liabilities

  43,318   48,870 
         

Shareholders' Equity:

        

Common stock, $0.10 par value; authorized 30,000,000 shares; issued 10,000,000 shares

  1,000   1,000 

Additional paid-in capital

  991   991 

Retained earnings

  45,288   39,186 

Treasury stock, at cost (299,485 and 288,335 shares, respectively)

  (3,972)  (3,781)

Accumulated other comprehensive income, net of tax

  1,211   458 

Total shareholders' equity

  44,518   37,854 
         

Total liabilities and shareholders' equity

 $87,836  $86,724 

  

January 31,

  

April 30,

 
  

2022

  

2021

 
  

(unaudited)

     

Assets

        

Current Assets:

        

Cash and cash equivalents (including short term investments of $29,081 and $18,209, respectively)

 $29,909  $19,171 

Equity securities

  27,316   23,582 

Available-for-sale Fixed Income securities

  597   2,600 

Accounts receivable, net of allowance for doubtful accounts of $39 and $36, respectively

  1,802   3,985 

Prepaid and refundable income taxes

  463   616 

Prepaid expenses and other current assets

  1,027   1,282 

Total current assets

  61,114   51,236 
         

Long term assets:

        

Investment in EAM Trust

  60,882   60,977 

Restricted money market investments

  305   469 

Property and equipment, net

  7,367   8,311 

Capitalized software and other intangible assets, net

  84   143 

Total long term assets

  68,638   69,900 
         

Total assets

 $129,752  $121,136 
         

Liabilities and Shareholders' Equity

        

Current Liabilities:

        

Accounts payable and accrued liabilities

 $1,299  $2,077 

Accrued salaries

  1,108   1,163 

Dividends payable

  2,098   2,104 

Accrued taxes on income

  1,798   0 

Payable to clearing broker

  190   0 

Loan obligation-short term

  0   2,331 

Operating lease obligation-short term

  1,214   1,087 

Unearned revenue

  17,392   19,162 

Total current liabilities

  25,099   27,924 
         

Long term liabilities:

        

Unearned revenue

  5,756   5,926 

Operating lease obligation-long term

  6,449   7,368 

Deferred income taxes

  13,047   12,905 

Total long term liabilities

  25,252   26,199 

Total liabilities

  50,351   54,123 
         

Shareholders' Equity:

        

Common stock, $0.10 par value; authorized 30,000,000 shares; issued 10,000,000 shares

  1,000   1,000 

Additional paid-in capital

  991   991 

Retained earnings

  86,216   72,502 

Treasury stock, at cost (470,837 shares and 436,830 shares, respectively)

  (8,805)  (7,483)

Accumulated other comprehensive income, net of tax

  (1)  3 

Total shareholders' equity

  79,401   67,013 
         

Total liabilities and shareholders' equity

 $129,752  $121,136 

The accompanying notes are an integral part of these consolidated condensed financial statements.

3

The accompanying notes are an integral part of these consolidated condensed financial statements.


 

 

Part I - Financial Information

Item 1. Financial Statements

 

Value Line, Inc.

Consolidated Condensed Statements of Income

(in thousands, except share & per share amounts)

(unaudited)

  

For the Three Months Ended

  

For the Nine Months Ended

 
  

January 31,

  

January 31,

 
  

2018

  

2017

  

2018

  

2017

 
                 

Revenues:

                

Investment periodicals and related publications

 $7,391  $7,468  $22,257  $22,747 

Copyright data fees

  1,703   1,179   4,740   3,071 

Total publishing revenues

  9,094   8,647   26,997   25,818 

Gain on sale of operating facility

  -   -   -   8,123 

Total revenues

  9,094   8,647   26,997   33,941 
                 

Expenses:

                

Advertising and promotion

  1,096   908   2,718   2,436 

Salaries and employee benefits

  4,739   4,621   13,813   12,830 

Production and distribution

  1,524   2,134   4,322   6,958 

Office and administration

  948   1,196   3,384   3,769 

Total expenses

  8,307   8,859   24,237   25,993 

Income from operations

  787   (212)  2,760   7,948 
                 

Revenues and profits interests in EAM Trust

  2,284   1,934   6,657   5,782 

Income from securities transactions, net

  258   132   445   226 

Income before income taxes

  3,329   1,854   9,862   13,956 
                 

Income tax provision

  (5,667)  409   (3,421)  4,673 

Net income

 $8,996  $1,445  $13,283  $9,283 
                 

Earnings per share, basic & fully diluted

 $0.93  $0.15  $1.37  $0.96 
                 
                 

Weighted average number of common shares

  9,700,896   9,715,128   9,705,347   9,724,377 

  

For the Three Months Ended

January 31,

  

For the Nine Months Ended

January 31,

 
  

2022

  

2021

  

2022

  

2021

 
                 

Revenues:

                

Investment periodicals and related publications

 $6,779  $6,830  $20,361  $20,823 

Copyright fees

  3,479   3,300   10,036   9,845 

Total publishing revenues

  10,258   10,130   30,397   30,668 
                 

Expenses:

                

Advertising and promotion

  722   837   2,445   2,709 

Salaries and employee benefits

  4,285   4,716   13,245   13,778 

Production and distribution

  1,269   1,189   3,796   3,854 

Office and administration

  1,107   1,105   3,034   3,630 

Total expenses

  7,383   7,847   22,520   23,971 

Income from operations

  2,875   2,283   7,877   6,697 
                 

Gain on forgiveness of PPP loan (see note 16)

  0   0   2,331   0 
                 

Revenues and profits interests in EAM Trust

  4,655   4,734   14,352   12,592 

Investment gains

  (3)  1,785   759   3,093 

Income before income taxes

  7,527   8,802   25,319   22,382 

Income tax provision

  1,913   1,767   5,304   5,154 

Net income

 $5,614  $7,035  $20,015  $17,228 
                 

Earnings per share, basic & fully diluted

 $0.59  $0.73  $2.10  $1.79 
                 
                 

Weighted average number of common shares

  9,539,588   9,589,093   9,551,418   9,604,869 

The accompanying notes are an integral part of these consolidated condensed financial statements.

4

The accompanying notes are an integral part of these consolidated condensed financial statements.


 

 

Part I - Financial Information

Item 1. Financial Statements

 

Value Line, Inc.

Consolidated Condensed Statements of Comprehensive Income

(in thousands)

(unaudited)

  

For the Three Months Ended

  

For the Nine Months Ended

 
  

January 31,

  

January 31,

 
  

2018

  

2017

  

2018

  

2017

 
                 
                 

Net income

 $8,996  $1,445  $13,283  $9,283 
                 

Other comprehensive income, net of tax:

                

Change in unrealized gains on securities, net of taxes

  496   290   753   150 

Other comprehensive income

  496   290   753   150 

Comprehensive income

 $9,492  $1,735  $14,036  $9,433 

  For the Three Months Ended

January 31,

  For the Nine Months Ended

January 31,

 
  

2022

  

2021

  

2022

  

2021

 
                 

Net income

 $5,614  $7,035  $20,015  $17,228 
                 

Other comprehensive income/(loss), net of tax:

                

Change in unrealized gains/(losses) on fixed income securities, net of taxes

  0   (59)  (4)  (105)

Other comprehensive income/(loss)

  0   (59)  (4)  (105)

Comprehensive income

 $5,614  $6,976  $20,011  $17,123 

The accompanying notes are an integral part of these consolidated condensed financial statements.

5

The accompanying notes are an integral part of these consolidated condensed financial statements.


 

 

Part I - Financial Information

Item 1. Financial Statements

 

Value Line, Inc.

Consolidated Condensed Statements of Cash Flows

(in thousands)

(unaudited)

  

For the Nine Months Ended

 
  

January 31,

 
  

2018

  

2017

 

Cash flows from operating activities:

        

Net income

 $13,283  $9,283 
         

Adjustments to reconcile net income to net cash used in operating activities:

        

Depreciation and amortization

  815   3,728 

Non-voting revenues interest in EAM Trust

  (6,074)  (5,389)

Non-voting profits interest in EAM Trust

  (583)  (393)

Realized gain on sale of operating facility

  -   (8,123)

Realized gains on sale of equity securities

  (152)  - 

Deferred rent

  444   (167)

Deferred income taxes

  (6,405)  (1,257)

Other, net

  (45)  (45)

Changes in operating assets and liabilities:

        

Unearned revenue

  (1,547)  (1,203)

Accounts payable & accrued expenses

  13   (748)

Accrued salaries

  95   (13)

Accrued taxes on income

  (211)  65 

Prepaid and refundable income taxes

  (486)  61 

Prepaid expenses and other current assets

  406   (272)

Accounts receivable

  (1,785)  (768)

Total adjustments

  (15,515)  (14,524)

Net cash used in operating activities

  (2,232)  (5,241)
         

Cash flows from investing activities:

        

Purchases of equity securities classified as available-for-sale

  -   (4,954)

Purchases of fixed income securities classified as available-for-sale

  (2,636)  (6,135)

Proceeds from sales of equity securities classified as available-for-sale

  152   14 

Proceeds from sales of fixed income securities classified as available-for-sale

  1,634   - 

Distributions received from EAM Trust

  6,575   5,572 

Proceeds from sale of operating facility

  -   11,555 

Restricted money market investment

  -   (469)

Acquisition of property and equipment

  (398)  (879)

Expenditures for capitalized software

  -   (411)

Net cash provided by investing activities

  5,327   4,293 
         

Cash flows from financing activities:

        

Purchase of treasury stock at cost

  (191)  (681)

Dividends paid

  (5,243)  (4,965)

Net cash used in financing activities

  (5,434)  (5,646)

Net change in cash and cash equivalents

  (2,339)  (6,594)

Cash and cash equivalents at beginning of year

  6,557   13,122 

Cash and cash equivalents at end of period

 $4,218  $6,528 

  

For the Nine Months Ended

January 31,

 
  

2022

  

2021

 

Cash flows from operating activities:

        

Net income

 $20,015  $17,228 
         

Adjustments to reconcile net income to net cash provided by operating activities:

        

Depreciation and amortization

  1,003   963 

Investment (gains)/losses

  (122)  (2,550)

Non-voting revenues interest in EAM Trust

  (12,532)  (11,113)

Non-voting profits interest in EAM Trust

  (1,820)  (1,479)

Distributions received from EAM Trust

  14,447   10,838 

Gain on forgiveness of PPP loan (see note 16)

  (2,331)  0 

Deferred income taxes

  (446)  160 

Deferred rent obligation

  (792)  (713)

Changes in operating assets and liabilities:

        

Unearned revenue

  (1,940)  (1,287)

Accounts payable & accrued expenses

  (778)  (164)

Accrued salaries

  (55)  (201)

Accrued taxes on income

  2,387   (1,352)

Prepaid and refundable income taxes

  153   0 

Prepaid expenses and other current assets

  255   110 

Accounts receivable

  2,183   (85)

Total adjustments

  (388)  (6,873)

Net cash provided by operating activities

  19,627   10,355 
         

Cash flows from investing activities:

        
         

Purchases of equity securities

  (4,814)  (8,524)

Purchases of fixed income securities classified as available for sale

  (498)  (2,497)

Proceeds from sales of equity securities

  1,202   7,684 

Proceeds from sales of fixed income securities classified as available for sale

  2,496   11,431 

Acquisition of property and equipment

  0   (26)

Expenditures for capitalized software

  0   (114)

Net cash provided by/(used in) investing activities

  (1,614)  7,954 
         

Cash flows from financing activities:

        

Purchase of treasury stock at cost

  (1,322)  (1,045)

Receivable from clearing broker

  0   608 

Payable to clearing broker

  190   (588)

Dividends paid

  (6,307)  (6,056)

Net cash used in financing activities

  (7,439)  (7,081)

Net change in cash and cash equivalents

  10,574   11,228 

Cash, cash equivalents and restricted cash at beginning of period

  19,640   5,423 

Cash, cash equivalents and restricted cash at end of period

 $30,214  $16,651 

The accompanying notes are an integral part of these consolidated condensed financial statements.

6

The accompanying notes are an integral part of these consolidated condensed financial statements.


 

 

Part I - Financial Information

Item 1. Financial Statements

 

Value Line, Inc.

Consolidated Condensed Statement of Changes in Shareholders' Equity

For the NineThree Months Ended January 31, 20182022

(in (in thousands, except share amounts)

(unaudited)

  

Common stock

  

Additional paid-

in

  

Treasury Stock

  

Retained

  

Accumulated

Other

Comprehensive

     
  

Shares

  

Amount

  

capital

  

Shares

  

Amount

  

earnings

  

income

  

Total

 

Balance at April 30, 2017

  10,000,000  $1,000  $991   (288,335) $(3,781) $39,186  $458  $37,854 
                                 

Net income

                      13,283       13,283 

Change in unrealized gains on securities, net of taxes

                          753   753 

Purchase of treasury stock

              (11,150)  (191)          (191)

Dividends declared

                      (7,181)      (7,181)

Balance at January 31, 2018

  10,000,000  $1,000  $991   (299,485) $(3,972) $45,288  $1,211  $44,518 

  

Common stock

  

Additional

paid-in-

  

Treasury stock

  

Retained

  

Accumulated other comprehensive

     
  

Shares

  

Amount

  

capital

  

Shares

  

Amount

  

earnings

  

income

  

Total

 

Balance at October 31, 2021

  10,000,000  $1,000  $991   (453,419) $(8,000) $82,700  $(1) $76,690 
                                 

Net income

      0   0       0   5,614   0   5,614 

Change in unrealized gains on Fixed Income securities, net of taxes

      0   0       0   0   0   0 

Purchase of treasury stock

  0   0   0   (17,418)  (805)  0   0   (805)

Dividends declared

      0   0       0   (2,098)  0   (2,098)

Balance at January 31, 2022

  10,000,000  $1,000  $991   (470,837) $(8,805) $86,216  $(1) $79,401 

  

Dividends declared per common share were $0.18$0.22 for each of the three months ending July 31, 2017, October 31, 2017 and January 31, 2018.  In addition, a special dividend of $0.20 per share was declared on January 19, 2018.2022.                                

 

The accompanying notes are an integral part of these consolidated condensed financial statements.

 


Part I - Financial Information

Item 1. Financial Statements

 

Value Line, Inc.

Consolidated Condensed Statement of Changes in Shareholders' Equity

 For the Three Months Ended January 31, 2021

 (in thousands, except share amounts)

 (unaudited)

  

Common stock

  

Additional

paid-in-

  

Treasury stock

  

Retained

  

Accumulated other comprehensive

     
  

Shares

  

Amount

  

capital

  

Shares

  

Amount

  

earnings

  

income

  

Total

 

Balance at October 31, 2020

  10,000,000  $1,000  $991   (398,949) $(6,379) $63,531  $85  $59,228 
                                 

Net income

      0   0       0   7,035   0   7,035 

Change in unrealized gains on Fixed Income securities, net of taxes

      0   0       0   0   (59)  (59)

Purchase of treasury stock

  0   0   0   (21,411)  (623)  0   0   (623)

Dividends declared

      0   0       0   (2,012)  0   (2,012)

Balance at January 31, 2021

  10,000,000  $1,000  $991   (420,360) $(7,002) $68,554  $26  $63,569 

Dividends declared per common share were $0.21 for the three months ending January 31, 2021.                                

The accompanying notes are an integral part of these consolidated condensed financial statements.

7

Part I - Financial Information

 Item 1. Financial Statements

 Value Line, Inc.

 Consolidated Condensed Statement of Changes in Shareholders' Equity

For the Nine Months Ended January 31, 20172022

(in (in thousands, except share amounts)

(unaudited)

  

Common stock

  

Additional paid-

in

  

Treasury Stock

  

Retained

  

Accumulated

Other

Comprehensive

     
  

Shares

  

Amount

  

capital

  

Shares

  

Amount

  

earnings

  

income

  

Total

 

Balance at April 30, 2016

  10,000,000  $1,000  $991   (243,411) $(3,040) $35,524  $125  $34,600 
                                 

Net income

                      9,283       9,283 

Change in unrealized gains on securities, net of taxes

                          150   150 

Purchase of treasury stock

              (41,461)  (681)          (681)

Dividends declared

                      (4,957)      (4,957)

Balance at January 31, 2017

  10,000,000  $1,000  $991   (284,872) $(3,721) $39,850  $275  $38,395 

  

Common stock

  

Additional

paid-in-

  

Treasury stock

  

Retained

  

Accumulated other comprehensive

     
  

Shares

  

Amount

  

capital

  

Shares

  

Amount

  

earnings

  

income

  

Total

 

Balance at April 30, 2021

  10,000,000  $1,000  $991   (436,830) $(7,483) $72,502  $3  $67,013 
                                 

Net income

      0   0       0   20,015   0   20,015 

Change in unrealized gains on Fixed Income securities, net of taxes

      0   0       0   0   (4)  (4)

Purchase of treasury stock

  0   0   0   (34,007)  (1,322)  0   0   (1,322)

Dividends declared

      0   0       0   (6,301)  0   (6,301)

Balance at January 31, 2022

  10,000,000  $1,000  $991   (470,837) $(8,805) $86,216  $(1) $79,401 

 

Dividends declared per common share were $0.17$0.66 for each of the threenine months ending July 31, 2016, October 31, 2016 and January 31, 2017.2022.

The accompanying notes are an integral part of these consolidated condensed financial statements.


Part I - Financial Information

 Item 1. Financial Statements

Value Line, Inc.

 Consolidated Condensed Statement of Changes in Shareholders' Equity

 For the Nine Months Ended January 31, 2021

 (in thousands, except share amounts)

 (unaudited)

  

Common stock

  

Additional

paid-in-

  

Treasury stock

  

Retained

  

Accumulated other comprehensive

     
  

Shares

  

Amount

  

capital

  

Shares

  

Amount

  

earnings

  

income

  

Total

 

Balance at April 30, 2020

  10,000,000  $1,000  $991   (383,279) $(5,957) $57,374  $131  $53,539 
                                 

Net income

      0   0       0   17,228   0   17,228 

Change in unrealized gains on Fixed Income securities, net of taxes

      0   0       0   0   (105)  (105)

Purchase of treasury stock

  0   0   0   (37,081)  (1,045)  0   0   (1,045)

Dividends declared

      0   0       0   (6,048)  0   (6,048)

Balance at January 31, 2021

  10,000,000  $1,000  $991   (420,360) $(7,002) $68,554  $26  $63,569 

Dividends declared per common share were $0.63 for the nine months ending January 31, 2021.

The accompanying notes are an integral part of these consolidated condensed financial statements.

8

 

Value Line, Inc.

Notes to Consolidated Condensed Financial Statements

January 31, 20182022

(Unaudited)

 

 

Note 1 - Organization and Summary of Significant Accounting Policies:

 

Value Line, Inc. ("Value Line" or "VLI", and collectively with its subsidiaries, the “Company”) is incorporated in the State of New York.  The name "Value Line" as used to describe the Company, its products, and its subsidiaries, is a registered trademark of the Company.  The Company's primarycore business is producing investment periodicals and related publicationstheir underlying research and making available copyright data including certain Value Line copyrights, Value Line trademarks and Value Line Proprietary Ranking SystemRanks and other proprietary information, to third parties under written agreements for use in third party-party managed and marketed investment products.products and for other purposes.  The Company maintains a significant investment in Eulav Asset Management LLC ("EAM")  from which it receivedreceives a non-voting revenues interest  and a non-voting profits interest.  Pursuant to the EAM Declaration of Trust dated as of December 23, 2010 (the "EAM Trust Agreement"), VLI granted EAM the right to use the Value Line name for all existing Value Line Funds and agreed to supply, without charge or expense, the Value Line Proprietary Ranking System information to EAM for use in managing the Value Line Funds.  EAM was established to provide investment management services to the Value Line Mutual Funds ("Value Line Funds" or the "Funds").

The Consolidated Condensed Balance Sheets as of January 31, 20182022 and April 30, 2017,2021, which have been derived from the unaudited interim Consolidated Condensed Financial Statements and the audited Consolidated Financial Statements, respectively,  were prepared following the interim reporting requirements of the Securities and Exchange Commission (“SEC”).  In the opinion of management, the accompanying Unaudited Interim Consolidated Condensed Financial Statements contain all adjustments (consisting of normal recurring accruals except as noted below) considered necessary for a fair presentation.  This report should be read in conjunction with the audited financial statements and footnotes contained in the Company's Annual Report on Form 10-K for the fiscal year ended April 30, 20172021 filed with the SEC on July 26, 201729, 2021 (the “Form 10-K”).   Results of operations covered by this report may not be indicative of the results of operations for the entire year.

Use of Estimates:

 

The preparation of financial statements in conformity with U.S. generally accepted accounting principles ("GAAP") requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results may differ from those estimates.

Principles of Consolidation:

 

The Company follows the guidance in the Financial Accounting Standards Board's ("FASB") Topic 810 “Consolidation” to determine if it should consolidate its investment in a variable interest entity ("VIE"). A VIE is a legal entity in which either (i) equity investors do not have sufficient equity investment at risk to enable the entity to finance its activities independently or (ii) the equity holders at risk lack the obligation to absorb losses, the right to receive residual returns or the right to make decisions about the entity’sentity’s activities that most significantly affect the entity's economic performance.  A holder of a variable interest in a VIE is required to consolidate the entity if it is determined that it has a controlling financial interest in the VIE and is therefore the primary beneficiary.  The determination of a controlling financial interest in a VIE is based on a qualitative assessment to identify the variable interest holder, if any, that has (i) the power to direct the activities of the VIE that most significantly impact the VIE’s economic performance, and (ii) either the obligation to absorb losses of the entity or the right to receive benefits from the entity that could potentially be significant to the VIE.  The accounting guidance requires the Company to perform an ongoing assessment of whether the Company is the primary beneficiary of a VIE and the Company has determined it is not the primary beneficiary of a VIE (see Note 3).

 

In accordance with FASB's Topic 810, the assets, liabilities, and results of operations of subsidiaries in which the Company has a controlling interest have been consolidated.  All significant intercompany accounts and transactions have been eliminated in consolidation.  On December 23, 2010, theThe Company completed the Restructuring Transaction and deconsolidated the related affiliates in accordance with FASB's Topic 810. As part of the Restructuring Transaction, the Company receivedholds a significant non-voting revenues interest (excluding distribution revenues) and a significant non-voting profits interest in the new entity, EULAV Asset Management, a Delaware statutory trust (“EAM” or “EAM Trust”).  The Company relied on the guidance in FASB's ASC Topics 323 and 810 in its determination not to consolidate its investment in EAM and to account for such investment under the equity method of accounting. The Company reports the amount it receives for its non-voting revenues and non-voting profits interests as a separate line item below operating income in the Consolidated Condensed  Statements of Income.

 

Revenue Recognition:

 

Depending upon the product, subscription fulfillment for Value Line periodicals and related publications is available in print or digitally, via internet access.  The length of a subscription varies by product and offer received by the subscriber.  Generally, subscriptions are offered as annual subscriptions.  Subscription revenues, net of discounts, are recognized ratably on a straight line basis when the product is served to the client over the life of the subscription.  Accordingly, the amount of subscription fees to be earned by fulfilling subscriptions after the date of the balance sheets are shown as unearned revenue within current and long-term liabilities.

 

Copyright data revenuesfees are derived from providing certain Value Line trademarks and the Value Line Proprietary Ranking System informationRanks to third parties under written agreements for use in selecting securities for third party marketed products, including unit investment trusts, annuities and exchange traded funds ("ETFs").  The Company earns asset-based copyright data fees upon delivery of the product to the customer as specified in the individual agreements.  Revenue is recognized monthly and received either quarterly or in advance over the term of the agreement and, because it is asset-based, will fluctuate as the market value of the underlying portfolio increases or decreases in value.


 

Value Line, Inc.

Notes to Consolidated Condensed Financial Statements

January 31, 2018

(Unaudited)

Investment in Unconsolidated Entities:

 

The Company accounts for its investment in its unconsolidated entity, EAM, using the equity method of accounting in accordance with FASB’sFASB’s ASC 323.  The equity method is an appropriate means of recognizing increases or decreases measured by GAAP in the economic resources underlying the investments.  Under the equity method, an investor recognizes its share of the earnings or losses of an investee in the periods for which they are reported by the investee in its financial statements rather than in the period in which an investee declares a dividend or distribution. An investor adjusts the carrying amount of an investment for its share of the earnings or losses recognized by the investee.

9

Value Line, Inc.

Notes to Consolidated Condensed Financial Statements

January 31, 2022

(Unaudited)

The Company’sCompany’s “interests” in EAM, the investment adviser to and the sole member of the distributor of the Value Line Funds, consist of a "non-voting revenues interest" and a "non-voting profits interest" in EAM as defined in the EAM Trust Agreement.  The non-voting revenues interest entitles the Company to receive a range of 41% to 55%, based on the amount of EAM’s adjusted gross revenues, excluding EULAV Securities' distribution revenues (“Revenues Interest”).  The non-voting profits interest entitles the Company to receive 50% of EAM's profits, subject to certain limited adjustments as defined in the EAM Trust Agreement (“Profits Interest”).  The Revenues Interest and at least 90% of the Profits Interest are to be distributed each quarter to all interest holders of EAM, including Value Line.  Subsequent to the Restructuring Date, theThe Company's Revenues Interest in EAM excludes participation in the service and distribution fees of EAM's subsidiary EULAV Securities.  The Company reflects its non-voting revenues and non-voting profits interests in EAM as non-operating income under the equity method of accounting subsequent to the Restructuring Transaction.accounting.  Although the Company does not have control over the operating and financial policies of EAM, pursuant to the EAM Trust Agreement, the Company has a contractual right to receive its share of EAM's revenues and profits.

 

Recent Accounting Pronouncements:

In November 2015, the FASB issued ASU 2015-17, Income taxes (Topic 740): Balance Sheet Classification of Deferred Taxes. Under existing standards, deferred taxes for each tax-paying jurisdiction are presented as a net current asset or liability and net long-term asset or liability. To simplify presentation, the new guidance requires that all deferred tax assets and liabilities, along with related valuation allowances, be classified as long-term on the balance sheet. As a result, each tax-paying jurisdiction will now only have one net long-term asset or liability. The new guidance does not change the existing requirement that prohibits offsetting deferred tax liabilities from one jurisdiction against deferred tax assets of another jurisdiction. ASU 2015-17 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016, which is our fiscal year 2018 beginning May 1, 2017. The Company implemented ASU 2015-17 in the first quarter of fiscal 2018 retroactively to include the results as of April 30, 2017 for comparative purposes. The adoption of ASU 2015-17 does not have a material impact on our consolidated condensed financial statements and related disclosures.

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) (“ASU 2016-02"). The core principle of Topic 842 requires that a lessee should recognize the assets and liabilities on the balance sheet and disclose key information about leasing arrangements. The amendments in ASU 2016-2 are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The guidance is required to be adopted at the earliest period presented using a modified retrospective approach. The adoption of ASU 2016-02 will not have a material impact on our consolidated condensed financial statements and related disclosures.

In August 2016, the FASB issued Accounting Standards Update No.2016-15, Classification of Certain Cash Receipts and Cash Payments (a consensus of the Emerging Issues Task Force) (“ASU 2016-15”). The amendments in ASU 2016-15 address eight specific cash flow issues and apply to all entities that are required to present a statement of cash flows under ASC Topic 230, Statement of Cash Flows. The amendments in ASU 2016-15 are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, including adoption during an interim period. The adoption of ASU 2016-15 will not have a material impact on our consolidated condensed financial statements and related disclosures. Cash flow change will not be significant.

In May 2014, the FASB issued ASU No.2014-09, “Revenue from Contracts with Customers (Topic 606)”, which requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which it expects to be entitled in exchange for those goods or services. In addition, ASU No.2014-09 requires disclosures of the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. ASU No.2014-09 supersedes most existing U.S. GAAP revenue recognition principles, and it permits the use of either the retrospective or cumulative effect transition method. ASU No.2014-09 is effective for annual reporting periods beginning after December 15, 2017, including interim periods within those annual periods. The Company is evaluating the effect that ASU No.2014-09 will have on its consolidated condensed financial statements and related disclosures, as well as the expected method of adoption. The Company plans to adopt ASU No.2014-09 in the first quarter of fiscal 2019, and does not believe it will have a material impact on its consolidated condensed financial statements and related disclosures.

Valuation of Securities:

 

The Company's securities classified as cash equivalents, equity securities and available-for-sale fixed income securities consist of shares of money market funds that invest primarily in short-term U.S. Government securities and investments in equities including ETFs and are valued in accordance with the requirements of the Fair Value Measurements Topic of the FASB's ASC 820.  The securities classified as equity securities reflected in the Consolidated Condensed Balance Sheets are valued at market and unrealized gains and losses are recorded in the Consolidated Condensed Statements of Income per FASB Accounting Standards Update No.2016-01 ("ASU 2016-01").  The securities classified as available-for-sale  fixed income securities reflected in the Consolidated Condensed Balance Sheets are valued at market and unrealized gains and losses, net of applicable taxes, are reported as a separate component of shareholders' equity. RealizedInvestment gains and losses on sales of the equity securities classified asare the difference between proceeds from sales and the fair value of the equity securities sold at the beginning of the period or the purchase date, if later.  Investment gains and losses on sales of the available-for-sale fixed income securities are the difference between proceeds from sales and the cost of the securities.  Investment gains and losses on sales of the securities are recorded in earnings as of the trade date and are determined on the identified cost method.

The Company classifies its equity securities and available-for-sale fixed income securities as current assets to properly reflect its liquidity and to recognize the fact that it has liquid assets available-for-sale should the need arise.

 


Value Line, Inc.

Notes to Consolidated Condensed Financial Statements

January 31, 2018

(Unaudited)

Market valuations of securities listed on a securities exchange and ETF shares are based on the closing sales prices on the last business day of each month. The market value of the Company's fixed maturity U.S. Government debt securities is determined utilizing publicly quoted market prices.  Cash equivalents consist of investments in money market funds that invest primarily in U.S. Government securities valued in accordance with rule 2a-7 under the 1940 Act.

The Fair Value Measurements Topic of FASB's ASC defines fair value as the price that the Company would receive upon selling an investment in a timely transaction to an independent buyer in the principal or most advantageous market for the investment. The  Fair Value Measurements Topic established a three-tier hierarchy to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. Inputs refer broadly to the information that market participants would use in pricing the asset or liability, including assumptions about risk. Examples of risks include those inherent in a particular valuation technique used to measure fair value such as the risk inherent in the inputs to the valuation technique. Inputs are classified as observable or unobservable. Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’sentity’s own assumptions about the factors market participants would use in pricing the asset or liability developed based on the best information available in the circumstances.

The three-tier hierarchy of inputs is summarized in the three broad levels listed below.

Level 1 – quoted prices in active markets for identical investments

Level 2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

Level 3 – significant unobservable inputs (including the Company’s own assumptions in determining the fair value of investments)

The following summarizes the levels of fair value measurements of the Company’sCompany’s investments:

  As of January 31, 2022 
($ in thousands) Level 1  Level 2  Level 3  Total 
Cash and cash equivalents $29,081  $0  $0  $29,081 
Equity securities  27,316   0   0   27,316 
Available-for-sale fixed income securities  597   0   0   597 
  $56,994  $0  $0  $56,994 

  As of April 30, 2021 
($ in thousands) Level 1  Level 2  Level 3  Total 
Cash and cash equivalents $18,209  $0  $0  $18,209 
Equity securities  23,582   0   0   23,582 
Available-for-sale fixed income securities  2,600   0   0   2 ,600 
  $44,391  $0  $0  $44,391 

 

  

As of January 31, 2018

 

($ in thousands)

 

Level 1

  

Level 2

  

Level 3

  

Total

 

Cash equivalents

 $3,716  $-  $-  $3,716 

Securities available-for-sale

  18,404   -   -   18,404 
  $22,120  $-  $-  $22,120 
                 

  As of April 30, 2017        

($ in thousands)

 

Level 1

  

Level 2

  

Level 3

  

Total

 

Cash equivalents

 $6,066  $-  $-  $6,066 

Securities available-for-sale

  16,576   -   -   16,576 
  $22,642  $-  $-  $22,642 

The Company had no other financial instruments such as futures, forwards and swap contracts. For the periods ended January 31, 20182022 and April 30, 2017,2021, there were no Level 2 nor Level 3 investments. The Company does not have any liabilities that are subject to fair value measurement.

 

10

Value Line, Inc.

Notes to Consolidated Condensed Financial Statements

January 31, 2022

(Unaudited)

Advertising expenses:

 

The Company expenses advertising costs as incurred.

 

Income Taxes:

 

The Company computes its income tax provision in accordance with the Income Tax Topic of the FASB's ASC.  Deferred tax liabilities and assets are recognized for the expected future tax consequences of events that have been reflected in the Consolidated Condensed  Financial Statements. Deferred tax liabilities and assets are determined based on the differences between the book values and the tax bases of particular assets and liabilities, using tax rates currently in effect for the years in which the differences are expected to reverse.  The Company adopted the provisions of ASU 2015-17, Income taxes (Topic 740) during the first quarter of fiscal 2018and now classifies all deferred taxes as long-term liabilities on the Consolidated Condensed Balance Sheets.

The Income Tax Topic of the FASB's ASC establishes for all entities, a minimum threshold for financial statement recognition of the benefit of positions taken in filing tax returns (including whether an entity is taxable in a particular jurisdiction), and requires certain expanded tax disclosures.  As of January 31, 2018,2022, management has reviewed the tax positions for the years still subject to tax audit under the statutesstatute of limitations, evaluated the implications, and determined that there is no material impact to the Company's financial statements.

 

Earnings per share:

 

Earnings per share are based on the weighted average number of shares of common stock and common stock equivalents outstanding during each period. Any shares that are reacquired during the period are weighted for the portion of the period that they are outstanding.  The Company does not have any potentially dilutive common shares from outstanding stock options, warrants, restricted stock, or restricted stock units.


 

Value Line, Inc.

Notes to Consolidated Condensed Financial Statements

January 31, 2018

(Unaudited)

Cash and Cash Equivalents:

 

For purposes of the Consolidated Condensed Statements of Cash Flows, the Company considers all cash held at banks and short term liquid investments with an original maturity of less than three months to be cash and cash equivalents. As of January 31, 20182022 and April 30, 2017,2021, cash equivalents included $3,716,000$29,081,000 and $6,066,000,$18,209,000, respectively, for amounts invested in money market mutual funds that invest in short term U.S. government securities.

 

 

Note 2 - Investments:

 

Securities Available-for-Sale:

Investments held by the Company and its subsidiaries are classified as  equity securities and available-for-sale fixed income securities in accordance with FASB's ASC 321, Investments - Equity Securities and with FASB's ASC 320, Investments - Debt and Equity Securities.  All of the Company's securities classified as available-for-sale were readily marketable as of January 31,2018 or had a maturity of twelve months or less and are classified as current assets  on the Consolidated Condensed Balance Sheets.

Equity Securities:

 

Equity securities classified as available-for-sale on the Consolidated Condensed Balance Sheets, consist of ETFs held for dividend yield that attempt to replicate the performance of certain equity indexes and ETFs that hold preferred shares primarily of financial institutions, also providing a favorable after-tax dividend yield .institutions.  

 

As of January 31, 20182022 and April 30, 2017,2021, the aggregate cost of the equity securities, classified as available-for-sale, which consist of investments in the SPDR Series Trust S&P Dividend ETF (SDY), First Trust Value Line Dividend Index ETF (FVD), PowerSharesInvesco Financial Preferred ETF (PGF), Select Utilities Select Sector SPDR ETF (XLU), First Trust Value Line 100 ETF (FVL) and ProsharesProShares Trust S&P 500 Dividend Aristocrats ETF (NOBL), iShares Preferred & Income Securities ETF (PFF), and other Exchange Traded Funds and common stock equity securities was $8,385,000,a combined total $22,746,000 and $19,105,000, respectively, and the fair value was $9,926,000$27,316,000 and $9,097,000,$23,582,000, respectively.

Proceeds from sales of equity securities classified as available-for-sale were $152,000 and $14,000 during the nine months ended January 31, 20182022 orand January 31, 2017,2021, were $1,202,000 and $7,684,000, respectively.     The increase in gross unrealized gains on equity securities classified as available-for-sale of $829,000, net of deferred taxes of $73,000 was included in Shareholders' Equity at January 31, 2018. The increase in gross unrealized gains on equity securities classified as available-for-sale of $520,000, net of deferred taxes of $183,000 was included in Shareholders' Equity at April 30, 2017. The increase in gross unrealized gains on equity securities classified as available-for-sale of $238,000, net of deferred taxes of $84,000 was included in Shareholders' Equity at January 31, 2017.

 

The changes in the value of equity securities investments are recorded in Other Comprehensive Income in the Consolidated Condensed Financial Statements. Realized gains and losses are recorded as of the trade date in the Consolidated Condensed Statements of Income when securities are sold, mature or are redeemed. As of January 31, 2018 and April 30, 2017, accumulated other comprehensive income included unrealized gains of $1,541,000 and $712,000, net of deferred taxes of $324,000 and $251,000, respectively.

The carrying value and fair value of equity securities available-for-sale at January 31, 20182022 were as follows:

($ in thousands)

 

Cost

  

Gross Unrealized

Gains

  

Gross Unrealized

Losses

  

Fair Value

 

ETFs - equities

 $22,746  $4,724  $(154) $27,316 

 

($ in thousands)

 

Cost

  

Gross Unrealized

Gains

  

Fair Value

 
             

ETFs - equities

 $8,385  $1,541  $9,926 

The carrying value and fair value of equity securities available-for-sale at April 30, 20172021 were as follows:

 

($ in thousands)

 

Cost

  

Gross Unrealized

Gains

  

Gross Unrealized

Losses

  

Fair Value

 

ETFs - equities

 $19,105  $4,532  $(55) $23,582 

 

($ in thousands)

 

Cost

  

Gross Unrealized

Gains

  

Fair Value

 

ETFs - equities

 $8,385  $712  $9,097 

Government Debt Securities (Fixed Income Securities):

 

Fixed income securities consist of certificates of deposits and securities issued by federal, state and local governments within the United States.  The aggregate cost and fair value at January 31, 2018 of fixed income securities classified as available-for-sale were as follows:

  

Amortized

  

Gross Unrealized

  

Gross Unrealized

     

($ in thousands)

 

Historical Cost

  

Holding Gains

  

Holding Losses

  

Fair Value

 

Maturity

                

Due within 1 year

 $7,136  $5  $(8) $7,133 

Due 1 year through 5 years

  1,350   -   (5)  1,345 

Total investment in government debt securities

 $8,486  $5  $(13) $8,478 


Value Line, Inc.

Notes to Consolidated Condensed Financial Statements

January 31, 2018

(Unaudited)

 

The aggregate cost and fair value at April 30, 2017 of fixed income securities classified as available-for-sale were as follows:

  

Amortized

  

Gross Unrealized

  

Gross Unrealized

     

($ in thousands)

 

Historical Cost

  

Holding Gains

  

Holding Losses

  

Fair Value

 

Maturity

                

Due within 1 year

 $4,384  $4  $(3) $4,385 

Due 1 year through 5 years

  3,100   -   (6)  3,094 

Total investment in government debt securities

 $7,484  $4  $(9) $7,479 

Proceeds from maturities and sales of government debt securities classified as available-for-sale during the nine months ended January 31, 20182022 and January 31, 2021, were $2,496,000 and $11,431,000, respectively.  As of $1,634,000.January 31, 2022, ThereAccumulated Other Comprehensive Income included unrealized  losses of $1,000, net of deferred tax benefit of $278.  As of April 30, 2021, Accumulated Other Comprehensive Income included unrealized  gains of $4,000, net of deferred taxes of $1,000. 

11

Value Line, Inc.

Notes to Consolidated Condensed Financial Statements

January 31, 2022

(Unaudited)

The aggregate cost and fair value at January 31, 2022 of fixed income securities classified as available-for-sale were no sales or proceeds from sales of government debt securities in fiscal 2017.as follows:

($ in thousands)

 

Amortized

Historical Cost

  

Gross Unrealized

Holding Losses

  

Fair Value

 

Maturity

            

Due within 1 year

 $598  $(1) $597 

Total investment in government debt securities

 $598  $(1) $597 

The increase in gross unrealized  losses of $2,000$5,000 on fixed income securities classified as available-for-sale net of deferred income tax benefit of $240, was included in Shareholders' Equity at January 31, 2018. The increase in gross unrealized losses of $5,000 on fixed income securities classified as available-for-sale net of deferred income tax of $1,000, was included in Shareholders' Equity at April 30, 2017. The increase in gross unrealized losses of $6,000 on fixed income securities classified as available-for-sale net of deferred income tax of $2,000,$1,000, was included in Accumulated Other Comprehensive Income on the Consolidated Condensed Balance Sheet as of January 31, 2017.2022.  

The changesaggregate cost and fair value at April 30, 2021 of fixed income securities classified as available-for-sale were as follows:

($ in thousands)

 

Amortized

Historical Cost

  

Gross Unrealized

Holding Gains

  

Fair Value

 

Maturity

            

Due within 1 year

 $2,596  $4  $2,600 

Total investment in government debt securities

 $2,596  $4  $2,600 

The decrease in the valuegross unrealized  gains of government debt$173,000 on fixed income securities investments are recordedclassified as available-for-sale net of deferred income taxes of $45,000, was included in Accumulated Other Comprehensive Income inon the Consolidated Condensed Financial Statements. Realized gains and losses are recordedBalance Sheet as of the trade date in the Consolidated Condensed Statements of Income when securities are sold, matured or are redeemed. As of January 31, 2018 and April 30, 2017,2021.  accumulated other comprehensive income included unrealized losses of $8,000 and $5,000, net of deferred taxes of $2,000 and $2,000, respectively.

The average yield on the Government debt securities classified as available-for-sale at January 31, 20182022 and April 30, 20172021 was 1.19%0.22% and 0.69%1.4%, respectively.

 

Income from Securities Transactions:Investment Gains/(Losses):

 

Income from securities transactions wasInvestment gains/(losses) were comprised of the following:

  

Three Months Ended January 31,

  

Nine Months Ended January 31,

 

($ in thousands)

 

2022

  

2021

  

2022

  

2021

 

Dividend income

 $234  $155  $640  $413 

Interest income

  (2)  31   (1)  131 

Investment gains/(losses) recognized on sales of equity securities during the period

 $(19) $141   28   585 

Unrealized gains/(losses) recognized on equity securities held at the end of the period

 $(215) $1,456   94   1,964 

Other

  (1)  2   (2)  0 

Total investment gains/(losses)

 $(3) $1,785  $759  $3,093 

Taxable realized gains on equity securities sold during fiscal years 2022 and 2021, which are generally the difference between the proceeds from sales and our original cost, were gains of $30,000 in fiscal 2022 and gains of $1,162,000 in fiscal 2021.

 

  

Three Months Ended January 31,

  

Nine Months Ended January 31,

 

($ in thousands)

 

2018

  

2017

  

2018

  

2017

 

Dividend income

 $66  $74  $170  $147 

Interest income

  25   4   75   6 

Capital gain distributions

  152   39   152   39 

Other

  15   15   48   34 

Total income from securities transactions, net

 $258  $132  $445  $226 

Investment in Unconsolidated Entities:

Equity Method Investment:

 

As of January 31, 20182022 and April 30, 2017,2021, the Company's investment in EAM Trust on the Consolidated Condensed Balance Sheets was $58,350,000$60,882,000 and $58,223,000,$60,977,000, respectively.

 

The value of VLI’sVLI’s investment in EAM at January 31, 20182022 and April 30, 20172021 reflects the fair value of contributed capital of $55,805,000$55,805,000 at inception which included $5,820,000$5,820,000 of cash and liquid securities in excess of working capital requirements contributed to EAM’s capital account by VLI, plus VLI's share of non-voting revenues and non-voting profits from EAM less distributions, made quarterly to VLI by EAM, during the period subsequent to its initial investment through the dates of the Consolidated Condensed Balance Sheets.

 

It is anticipated that EAM will have sufficient liquidity and earn enough profit to conduct its current and future operations so the management of EAM will not need additional funding.

12

Value Line, Inc.

Notes to Consolidated Condensed Financial Statements

January 31, 2022

(Unaudited)

The Company monitors its Investment in EAM Trust for impairment to determine whether an event or change in circumstances has occurred that may have a significant adverse effect on the fair value of the investment.  Impairment indicators include, but are not limited to the following: (a) a significant deterioration in the earnings performance, asset quality, or business prospects of the investee, (b) a significant adverse change in the regulatory, economic, or technological environment of the investee, (c) a significant adverse change in the general market condition of the industry in which the investee operates, or (d) factors that raise significant concerns about the investee’sinvestee’s ability to continue as a going concern such as negative cash flows, working capital deficiencies, or noncompliance with statutory capital and regulatory requirements.  EAM did not record any impairment losses for its assets during the fiscal years 20182022 or 2017.2021.

 


Value Line, Inc.

Notes to Consolidated Condensed Financial Statements

January 31, 2018

(Unaudited)

The components of EAM’sEAM’s investment management operations, provided to the Company by EAM, were as follows:

  

Three Months Ended January 31,

  Nine Months Ended January 31, 

($ in thousands) (unaudited)

 

2022

  

2021

  

2022

  

2021

 

Investment management fees earned from the Value Line Funds, net of waivers shown below

 $7,627  $7,827  $23,306  $21,318 

12b-1 fees and other fees, net of waivers shown below

 $2,362  $2,439  $7,303  $7,194 

Other income/(loss)

 $(70) $119  $49  $234 

Investment management fee waivers and reimbursements

 $184  $88  $402  $207 

12b-1 fee waivers

 $151  $168  $493  $490 

Value Line’s non-voting revenues interest

 $4,120  $4,104  $12,532  $11,113 

EAM's net income (1)

 $1,070  $1,260  $3,640  $2,958 

 

  

Three Months Ended January 31,

  

Nine Months Ended January 31,

 

($ in thousands) (unaudited)

 

2018

  

2017

  

2018

  

2017

 

Investment management fees earned from the Value Line Funds, net of fee waivers

 $4,070  $3,674  $12,096  $10,991 

12b-1 fees and other fees, net of fee waivers

 $1,676  $1,438  $4,844  $4,357 

Other income

 $52  $57  $156  $136 

Investment management fee waivers

 $131  $132  $392  $308 

12b-1 fee waivers

 $169  $235  $583  $700 

Value Line’s non-voting revenues interest

 $2,057  $1,803  $6,074  $5,389 

EAM's net income (1)

 $514  $262  $1,166  $786 

(1) Represents EAM's net income, after giving effect to Value Line’sLine’s non-voting revenues interest, but before distributions to voting profits interest holders and to the Company in respect of its 50% non-voting profits interest.

  

January 31,

  

April 30,

 

($ in thousands)

 

2022

  

2021

 
  

(unaudited)

     

EAM's total assets

 $65,144  $64,197 

EAM's total liabilities (1)

  (7,910)  (6,870)

EAM's total equity

 $57,234  $57,327 

 

  

January 31,

  

April 30,

 

($ in thousands)

 

2018

  

2017

 
  

(unaudited)

     

EAM's total assets

 $60,666  $60,432 

EAM's total liabilities (1)

  (3,655)  (2,931)

EAM's total equity

 $57,011  $57,501 

(1) At January 31, 20182022 and April 30, 2017,2021, EAM's total liabilities included a payable to VLI for its accrued non-voting revenues interest and the 90% distributable share of its non-voting profits interestsinterest of $2,261,000$4,600,000 and $1,919,000,$4,664,000, respectively.

 

 

Note 3 - Variable Interest Entity

 

The Company retainedholds a  non-voting revenues interest and a 50% non-voting profits interest in EAM, which was formed, as a result of the Restructuring Transaction on December 23, 2010, adviser to carry on the Value Line asset management and mutual fund distribution businesses formerly conducted by the Company.businesses.  EAM is considered to be a VIE.VIE in relation to the Company.  The Company makes its determination for consolidation of EAM as a VIE based on a qualitative assessment of the purpose and design of EAM, the terms and characteristics of the variable interests in EAM, and the risks EAM is designed to originate and pass through to holders of variable interests.  Other than EAM, the Company does not have an interest in any other VIEs.

The Company has determined that it does not have a controlling financial interest in EAM because it does not have the power to direct the activities of EAM that most significantly impact its economic performance.  Value Line does not hold any voting stock of EAM and it does not have any involvement in the day-to-day activities or operations of EAM.  Although the EAM Trust Agreement provides Value Line with certain consent rights and contains certain restrictive covenants related to the activities of EAM, these are considered to be protective rights and therefore Value Line does not maintain control over EAM.

In addition, although EAM is expected to be profitable, there is a risk that it could operate at a loss.   While all of the profitsprofit interest shareholders in EAM are subject to variability based on EAM’sEAM’s operations risk, Value Line’s non-voting revenues interest in EAM is a preferred interest in the revenues of EAM, rather than a profits interest in EAM, and Value Line accordingly believes it is subject to proportionately less risk than other holders of the profits interests.

The Company has not provided any explicit or implicit financial or other support to EAM other than what was contractually agreed to in the EAM Trust Agreement.  Value Line has no obligation to fund EAM in the future and, as a result, has no exposure to loss beyond its initial investment and any undistributed revenues and profits interests retained in EAM.  The following table presents the total assets of EAM, the maximum exposure to loss due to involvement with EAM, as well as the value of the assets and liabilities the Company has recorded on its Consolidated Condensed Balance Sheets for its interest in EAM.

      

Value Line

 

($ in thousands)

 

VIE Assets

  

Investment in EAM

Trust (1)

  

Liabilities

  

Maximum Exposure

to Loss

 

As of January 31, 2022 (unaudited)

 $65,144  $60,882  $0  $60,882 

As of April 30, 2021

 $64,197  $60,977  $0  $60,977 

 

      

Value Line

 

($ in thousands)

 

VIE Assets

  

Investment in EAM

Trust (1)

  

Liabilities

  

Maximum

Exposure to Loss

 

As of January 31, 2018 (unaudited)

 $60,666  $58,350  $-  $58,350 

As of April 30, 2017

 $60,432  $58,223  $-  $58,223 

(1)  Reported within Long-Term Assets on the Consolidated Condensed Balance Sheets.


13

 

Value Line, Inc.

Notes to Consolidated Condensed Financial Statements

January 31, 20182022

(Unaudited)

 

 

Note 4 - Supplementary Cash FlowFlows Information:

Reconciliation of Cash, Cash Equivalents, and Restricted Cash:

The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the Consolidated Condensed Statement of Cash Flows that sum to the total of the same such amounts shown in the Consolidated Condensed Statement of Cash Flows.

  

Nine Months Ended January 31,

 

($ in thousands)

 

2022

  

2021

 

Cash and cash equivalents

 $29,909  $16,182 

Restricted cash

  305   469 

Total cash, cash equivalents, and restricted cash shown in the Consolidated Condensed Statement of Cash Flows

 $30,214  $16,651 

Income Tax Payments:

The Company made income tax payments as follows:

  

Nine Months Ended January 31,

 

($ in thousands)

 

2022

  

2021

 

State and local income tax payments

 $544  $1,139 

Federal income tax payments to the Parent

  2,300   5,210 

 

  

Nine months ended January 31,

 

($ in thousands)

 

2018

  

2017

 

State and local income tax payments

 $232  $552 

Federal income tax payments to the Parent

 $3,450  $5,250 

 

Note 5 - Employees' Profit Sharing and Savings Plan:

 

Substantially all employees of the Company and its subsidiaries are members of the Value Line, Inc. Profit Sharing and Savings Plan (the "Plan"). In general, this is a qualified, contributory plan which provides for a discretionary annual Company contribution which is determined by a formula based on the salaries of eligible employees and the amount of consolidated net operating income as defined in the Plan.contribution. For the nine months ended January 31, 20182022 and January 31, 2017,2021, the estimated profit sharing plan contributions, which are included as expenses in salaries and employee benefits in the Consolidated Condensed Statements of Income, were $345,000$466,000 and 321,000,$586,000, respectively.

 

 

Note 6 - Comprehensive Income:

 

The FASB's ASC Comprehensive Income topic requires the reporting of comprehensive income in addition to net income from operations. Comprehensive income is a more inclusive financial reporting methodology that includes disclosure of certain financial information that otherwise would not be recognized in the calculation of net income.

 

As of January 31, 20182022 and January 31, 2017,2021 the Company held equityfixed income securities consisting primarily of ETFs with high relative dividend yieldscertificates of deposits and securities issued by federal, state, and local governments within the United States that are classified as securities available-for-sale on the Consolidated Condensed Balance Sheets. The change in valuation of thesefixed income securities, net of deferred income taxes, has been recorded in accumulated other comprehensive incomeAccumulated Other Comprehensive Income in the Company's Consolidated Condensed Balance Sheets.

 

The components of comprehensive income included in the Consolidated Condensed Statements of Income and Changes in Shareholders' Equity for the nine months ended January 31, 20182022 are as follows:

 

($ in thousands)

 

Amount Before Tax

  

Tax (Expense) /

Benefit

  

Amount Net of

Tax

 

Change in unrealized losses on available-for-sale fixed income securities

 $(5) $1  $(4)
  $(5) $1  $(4)

 

($ in thousands)

 

Amount Before

Tax

  

Tax Expense

  

Amount Net of

Tax

 

Change in unrealized gains on securities

 $978  $(105) $873 

Less: Gains realized in net income

 $(152) $32  $(120)
  $826  $(73) $753 

The components of comprehensive income included in the Consolidated Condensed Statements of Income and Changes in Shareholders' Equity for the nine months ended January 31, 20172021 are as follows:

($ in thousands)

 

Amount Before Tax

  

Tax (Expense) /

Benefit

  

Amount Net of

Tax

 

Change in unrealized gains on available-for-sale fixed income securities

 $(142) $37  $(105)
  $(142) $37  $(105)

 

($ in thousands)

 

Amount Before

Tax

  

Tax Expense

  

Amount Net of

Tax

 

Change in unrealized gains on securities

 $271  $(96) $175 

Less: Gains realized in net income

  (39)  14   (25)
  $232  $(82) $150 

 

Note 7 - Related Party Transactions:

 

Investment Management (overview):

 

The Company has substantial non-voting revenues and non-voting profits interests in EAM, the asset manager to the Value Line Mutual Funds. Accordingly, the Company does not report this operation as a separate business segment, although it maintains a significant interest in the cash flows generated by this business and will receive ongoing payments in respect of itsreceives non-voting revenues and non-voting profits interests.interests, as discussed below.

Total assets in the Value Line Funds managed and/or distributed by EAM at January 31, 2018,2022, were $2.6$4.41 billion, 13% above10.1% below total assets of $2.3$4.9 billion in the Value Line Funds managed and/or distributed by EAM at January 31, 2017.2021.

14

Value Line, Inc.

Notes to Consolidated Condensed Financial Statements

January 31, 2022

(Unaudited)

The Company’sCompany’s non-voting revenues and non-voting profits interests in EAM entitle it to receive quarterly distributions in a range of 41% to 55% of EAM’s revenues (excluding distribution revenues) from EAM’s mutual fund and separate account business and 50% of the residual profits of EAM (subject to temporary increase in certain limited circumstances). The Voting Profits Interest Holders will receive the other 50% of residual profits of EAM. Distribution is not less than 90% of EAM’s profits payable each fiscal quarter under the provisions of the EAM Trust Agreement. Value Line’s percent share of EAM’s revenues is calculated each fiscal quarter was 49.73%,50.28% and 50.88% duringquarter. The applicable recent non-voting revenues interest percentage for the first, second and third quartersquarter of fiscal 2018,2022 respectively, and 49.45%,49.14% and 49.19% during the first, second and third quarters of fiscal 2017, respectively.


Value Line, Inc.

Notes to Consolidated Condensed Financial Statements

January 31, 2018

(Unaudited)

was 54.05%.

 

EAM Trust - VLI's non-voting revenues and non-voting profits interests:

 

The Company holds non-voting revenues and non-voting profits interests in EAM which entitle the Company to receive from EAM an amount ranging from 41% to 55% of EAM's investment management fee revenues from its mutual fund and separate accounts business. EAM currently has no separately managed account clients. The Company recorded income from its non-voting revenues interest and its non-voting profits interestinterests in EAM as follows:

  

Three Months Ended January 31,

  

Nine Months Ended January 31,

 

($ in thousands)

 

2022

  

2021

  

2022

  

2021

 

Non-voting revenues interest in EAM

 $4,120  $4,104  $12,532  $11,113 

Non-voting profits interest in EAM

  535   630   1,820   1,479 
  $4,655  $4,734  $14,352  $12,592 

 

  

Three Months Ended January 31,

  

Nine Months Ended January 31,

 

($ in thousands)

 

2018

  

2017

  

2018

  

2017

 

Non-voting revenues interest in EAM

 $2,057  $1,803  $6,074  $5,389 

Non-voting profits interest in EAM

  227   131   583   393 
  $2,284  $1,934  $6,657  $5,782 

At January 31, 2018,2022, the Company's investment in EAM includes a receivable of $2,261,000$4,600,000 representing the quarterly distribution of 100% of the non-voting revenues share and 90% of its non-voting profits share. SuchThat amount was timelysubsequently paid subsequent to January 31, 2018.the Company.

 

Transactions with Parent:

 

During the nine months ended January 31, 20182022 and January 31, 2017,2021, the Company was reimbursed $242,000$243,000 and $252,000,$272,000, respectively, for payments it made on behalf of and for services the Company provided to the Parent Company, Arnold Bernhard and Co., Inc. ("Parent"). There were no receivables from the Parent on the Consolidated Condensed Balance Sheets at January 31, 20182022 and April 30, 2017.2021.

 

The Company is a party to a tax-sharing arrangement with the Parent which allocates the tax liabilities of the two Companies between them. The Company made federal tax payments of $3,450,000$2,300,000 and $5,250,000$5,210,000 to the Parent during the nine months ended January 31, 20182022 and January 31, 2017,2021, respectively.

From time to time, the Parent has purchased additional shares of common stock of the Company in the market when and as the Parent has determined it to be appropriate. The Parent may make additional purchases of common stock of the Company from time to time in the future.

As of January 31, 2018,2022, the Parent owned 89.0%90.6% of the outstanding shares of common stock of the Company.

 

 

Note 8 - Federal, State and Local Income Taxes:

 

In accordance with the requirements of the Income Tax Topic of the FASB's ASC, the Company's provision for income taxes includes the following:

 

  

Three Months Ended January 31,

  

Nine Months Ended January 31,

 

($ in thousands)

 

2022

  

2021

  

2022

  

2021

 

Current tax expense:

                

Federal

 $1,662  $1,525  $4,684  $4,189 

State and local

  472   108   1,066   805 

Current tax expense

  2,134   1,633   5,750   4,994 

Deferred tax expense (benefit):

                

Federal

  (175)  438   (57)  468 

State and local

  (46)  (304)  (389)  (308)

Deferred tax expense (benefit):

  (221)  134   (446)  160 

Income tax provision

 $1,913  $1,767  $5,304  $5,154 

 

  

Three Months Ended January 31,

  

Nine Months Ended January 31,

 

($ in thousands)

 

2018

  

2017

  

2018

  

2017

 

Current tax expense:

                

Federal

 $222  $851  $2,681  $5,424 

State and local

  55   166   303   506 

Current tax expense

  277   1,017   2,984   5,930 

Deferred tax expense (benefit):

                

Federal

  (6,014)  (282)  (6,326)  (870)

State and local

  70   (326)  (79)  (387)

Deferred tax expense (benefit):

  (5,944)  (608)  (6,405)  (1,257)

Income tax provision

 $(5,667) $409  $(3,421) $4,673 

On December 22, 2017 H.R. 1, originally known as the Tax Cuts and Jobs Act (the "Tax Act"), was enacted. The Tax Act lowerslowered the U.S. federal income tax rate ("Federal Tax Rate") from 35% to 21% effective January 1, 2018. Accordingly, the Company computes itsFederal income tax expense forusing the fiscal year ending April 30, 2018 using a blended Federal Tax Rate of 30.33%.  The 21% Federal Tax Rate will apply to in fiscal year ending April 30, 2019and each year thereafter.

 

The overall effective income tax rates,rates, as a percentage of pre-tax ordinary income for the nine months ended January 31, 20182022 and January 31, 20172021 were (34.69%)20.94% and 33.48%23.03%, respectively. The aforementioned reductiondecrease in the incomeeffective tax rate results in a tax benefit of 65.87% of pre-tax income for theduring nine months ended January 31, 2018,2022 as compared to January 31, 2021, is primarily attributablea result of the non-taxable revenue derived from forgiveness of the PPP loan by the SBA (see note 16) and a decrease in the state and local income taxes from 2.30% to the effect on the long-term deferred2.11% as a result of changes in state and local income tax liability.  The Company re-calculated its net deferred tax assets and liabilities usingallocations, such as the Federal Tax Rate under the Tax Act.  The effect of the re-calculation is reflected entirelyreduction in the third quarter ended January 31, 2018 (the period that includes the enactment date)New York State and is allocated directly to both current andNew York City tax allocation factors, on deferred income tax expenses from continuing operations.taxes in fiscal 2022. The Company's annualized overall effective tax rate fluctuates due to a number of factors, in addition to the newchanges in tax law, including but not limited to an increase or decrease in the ratio of items that do not have tax consequences to pre-tax income,pre-income tax, the Company's geographic profit mix between tax jurisdictions, taxation method adopted by each locality, new interpretations of existing tax laws and rulings and settlements with tax authorities.


15

 

Value Line, Inc.

Notes to Consolidated Condensed Financial Statements

January 31, 20182022

(Unaudited)

 

Deferred income taxes, a liability, are provided for temporary differences between the financial reporting basis and the tax basis of the Company's assets and liabilities. The tax effect of temporary differences giving rise to the Company's long-term deferred tax liability are as follows:

  

January 31,

  

April 30,

 

($ in thousands)

 

2022

  

2021

 

Federal tax liability (benefit):

        

Deferred gain on deconsolidation of EAM

 $10,670  $10,669 

Deferred non-cash post-employment compensation

  (372)  (372)

Depreciation and amortization

  81   108 

Unrealized gain on equity securities

  960   941 

Right of Use Asset

  (199)  (196)

Deferred charges

  (164)  (186)

Other

  (262)  (218)

Total federal tax liability

  10,714   10,746 
         

State and local tax liabilities (benefits):

        

Deferred gain on deconsolidation of EAM

  2,213   1,807 

Deferred non-cash post-employment compensation

  (76)  (63)

Depreciation and amortization

  16   18 

Unrealized gain on equity securities

  163   159 

Other

  17   238 

Total state and local tax liabilities

  2,333   2,159 

Deferred tax liability, long-term

 $13,047  $12,905 

 

  

January 31,

  

April 30,

 

($ in thousands)

 

2018

  

2017

 

Federal tax liability (benefit):

        

Deferred gain on deconsolidation of EAM

 $10,655  $17,742 

Deferred non-cash post-employment compensation

  (372)  (619)

Depreciation and amortization

  179   454 

Unrealized loss (gain) on securities held for sale

  322   (366)

Other

  (42)  - 

Total federal tax liability

  10,742   17,211 
         

State and local tax liabilities (benefits):

        

Deferred gain on deconsolidation of EAM

  1,298   1,206 

Deferred non-cash post-employment compensation

  (45)  (42)

Depreciation and amortization

  22   31 

Other

  (45)  (29)

Total state and local tax liabilities

  1,230   1,166 

Deferred tax liability, long-term

 $11,972  $18,377 

In November 2015, the FASB issued ASU 2015-17, Income taxes (Topic 740): Balance Sheet Classification of Deferred Taxes which requires that all deferred tax assets and liabilities, along with related valuation allowances, be classified as long-term on the balance sheet. As a result, each tax-paying jurisdiction will now only have one net long-term asset or liability. The new guidance does not change the existing requirement that prohibits offsetting deferred tax liabilities from one jurisdiction against deferred tax assets of another jurisdiction. The Company implemented ASU 2015-17 in the first quarter of fiscal 2018 retroactively to include the results as of April 30, 2017 for comparative purposes. The adoption of ASU 2015-17 does not have a material impact on our consolidated condensed financial statements and related disclosures.

At the end of each interim reporting period, the Company estimates the effective income tax rate to apply for the full fiscal year. The Company uses the effective income tax rate determined to provide for income taxes on a year-to-date basis and reflects the tax effect of any tax law changes and certain other discrete events in the period in which they occur.

 


Value Line, Inc.

Notes to Consolidated Condensed Financial Statements

January 31, 2018

(Unaudited)

The provision for income taxes differs from the amount of income tax determined by applying the applicable U.S. statutory income tax rate to pretax income as a result of the following:

  

Nine Months Ended January 31,

 
  

2022

  

2021

 

U.S. statutory federal tax rate

  21.00%  21.00%

Increase (decrease) in tax rate from:

        

State and local income taxes, net of federal income tax benefit

  2.11%  2.30%

Non-taxable SBA loan forgiveness

  (1.93)%  0 

Effect of dividends received deductions

  (0.26)%  (0.28)%

Other, net

  0.02%  0.01%

Effective income tax rate

  20.94%  23.03%

 

  

Nine Months Ended January 31,

 
  

2018

  

2017

 

U.S. statutory federal tax rate

  30.33%  35.00%

Increase (decrease) in tax rate from:

     

Effect on deferred tax liabilities from federal tax rate reduction to 21%

  -65.87%  - 

State and local income taxes, net of federal income tax benefit

  1.27%  -0.39%

Effect of dividends received deductions

  -0.47%  -0.29%

Domestic production tax credit

  -0.13%  -0.19%

Other, net

  0.18%  -0.65%

Effective income tax rate

  -34.69%  33.48%

The Company believes that, as of January 31, 2018,2022, there were no material uncertain tax positions that would require disclosure under GAAP.

The Company is included in the consolidated federal income tax return of the Parent. It also files combined income tax returns with the Parent on a unitary basis in certain states. The Company has a tax sharing agreement which requires it to make tax payments to the Parent equal to the Company's liability/(benefit) as if it filed a separate return. Beginning with the fiscal year ended April 30, 2017, the Company files combined income tax returns with the Parent on a unitary basis in certain states as a result of changes in state tax regulations. The Company does not anticipate any significant tax implications from the change to unitary state tax filing.

The Company’sCompany’s federal income tax returns (included in the Parent’s consolidated returns) and state and city tax returns for fiscal years ended 20142018 through 2017,2020, are subject to examination by the tax authorities, generally for three years after they are filed with the tax authorities. The Company is presently engaged in a federal tax audit for the fiscal year ended April 30, 2015 and does not expect it to have a material effect on the financial statements.

 

 

Note 9 - Property and Equipment:

 

Property and equipment are carried at cost. Depreciation and amortization are provided using the straight-line method over the estimated useful lives of the assets, or in the case of leasehold improvements, over the remaining terms of the leases. For income tax purposes, depreciation of furniture and equipment is computed using accelerated methods and buildings and leasehold improvements are depreciated over prescribed extended tax lives. Property and equipment, net, on the Consolidated Condensed Balance Sheets was comprised of the following:

 

  

January 31,

  

April 30,

 

($ in thousands)

 

2022

  

2021

 

Building and leasehold improvements

 $1,013  $1,013 

Operating lease - right-of-use asset

  6,717   7,522 

Furniture and equipment

  4,080   4,080 
   11,810   12,615 

Accumulated depreciation and amortization

  (4,443)  (4,304)

Total property and equipment, net

 $7,367  $8,311 

16

Value Line, Inc.

Notes to Consolidated Condensed Financial Statements

January 31, 2022

(Unaudited)

  

January 31,

  

April 30,

 

($ in thousands)

 

2018

  

2017

 

Building and leasehold improvements

 $1,013  $789 

Furniture and equipment

  4,021   3,865 
   5,034   4,654 

Accumulated depreciation and amortization

  (3,601)  (3,415)

Total property and equipment, net

 $1,433  $1,239 

 

 

Note 10 - Accounting for the Costs of Computer Software Developed for Internal Use:

 

The Company has adopted the provisions of the Statement of Position 98-1 (SOP 98-1), "Accounting for the Costs of Computer Software Developed for Internal Use". SOP 98-1 requires companies to capitalize as long-lived assets many of the costs associated with developing or obtainingpurchasing software for internal use and amortize those costs over the software's estimated useful life in a systematic and rational manner. Such costs, when incurred, are capitalized and amortized over the expected useful life of the asset, normally 3 to 5 years. Total amortization expenses during the nine months ended January 31, 2022 and January 31, 2021, were $59,000 and $49,000, respectively.


During the
nine months ended January 31, 2022, the Company did not incur and did not capitalize expenditures related to third party programmers' costs or to the development of software for internal use. The Company, capitalized  $114,000 third party programmers' costs, during the nine months ended January 31, 2021.  The Company  did not incur and did not capitalize expenditures related to the development of software for internal use during the nine months ended January 31, 2018.2021.    The Company capitalized $411,000 related to the development of software for internal use during the nine months ended January 31, 2017. Capitalized software included $215,000 of internal costs to develop software and $196,000 of third party programmers' costs during the nine months ended January 31, 2017. Such costs were capitalized and amortized over the expected useful life of the asset which is 3 to 5 years. Total amortization expenses during the nine months ended January 31, 2018 and January 31, 2017, were $610,000 and $3,558,000, respectively. Additional amortization expense in fiscal 2017 was primarily attributable to the re-evaluation of the useful life of internally developed software costs related to digital security and product production software.

 

 

Note 11 - Treasury Stock and Repurchase Program:

 

On September 19, 2012,July 16, 2021, the Company's Board of Directors approved a share repurchase program authorizing the repurchase of shares of the Company’sCompany’s common stock up to an aggregate purchase price of $2,000,000. On $3,000,000.March 14, 2022, the Board reviewed the program and approved a refreshed authorization again in the maximum amount of $2,000,000. The repurchases may be made from time to time on the open market at prevailing market prices, in negotiated transactions off the market, in block purchases or otherwise. The repurchase program may be suspended or discontinued at any time at the Company’s discretion and has no set expiration date.

 


Value Line, Inc.

Notes to Consolidated Condensed Financial Statements

January 31, 2018

(Unaudited)

Treasury stock, at cost, consists of the following:

(in thousands except for shares and cost

per share)

 

Shares

  

Total Average

Cost Assigned

  

Average Cost

per Share

  

Aggregate Purchase Price

Remaining Under the Program

 

Balance as of April 30, 2017 (1)(2)

  288,335  $3,781  $13.11  $609 

Purchases effected in open market during the quarters ended:

                

July 31, 2017

  2,353   40   17.29   569 

October 31, 2017

  6,512   110   16.90   459 

January 31, 2018

  2,285   41   17.99   418 

Balance as of January 31, 2018

  299,485  $3,972  $13.26  $418 

 

(1) Includes 85,219 shares with a total average cost of $1,036,000 that were acquired during the former repurchase program, which was authorized in January 2011 and expired in January 2012; 18,400 shares were acquired prior to January 2011.

(in thousands except for shares and cost per share)

 

Shares

  

Cost Assigned

  

Average Cost per

Share

  

Aggregate Purchase Price

Remaining Under the Program

 

Balance as of April 30, 2021

  436,830  $7,483  $17.13  $474 

Purchases effected in open market during the quarters ended:

                

July 31, 2021

  5,409   163   30.13   2,000 

October 31, 2021

  11,180   354   31.67   1,646 

January 31, 2022

  17,418   805   46.21   841 

Balance as of January 31, 2022

  470,837  $8,805  $18.70  $841 
                 

Authorized as of March 14, 2022

             $2,000 

 

(2) Were acquired during the $3 million repurchase program authorized in September 2012.

 

Note 12 - Lease Commitments:

 

In February 20172016, the Company's headquartersFASB issued ASU No.2016-02, “Leases (Topic 842)”. This ASU requires that, for leases longer than one year, a lessee recognize in the statements of financial position a right-of-use asset, representing the right to use the underlying asset for the lease term, and offices moveda lease liability, representing the liability to make lease payments. It also requires that for finance leases, a new location. On November 30, 2016, Value Line, Inc., received consentlessee recognize interest expense on the lease liability, separately from the landlord atamortization of the right-of-use asset in the statements of earnings, while for operating leases, such amounts should be recognized as a combined expense. The firm adopted this ASU in 551May 2019 under a modified retrospective approach.


The Company adopted ASU
2016-02 Fifth Avenue,using a modified retrospective transition approach as of the Effective Date as permitted by the amendments in ASU 2018-11, which provides an alternative modified retrospective transition method. As a result, the Company was not required to adjust its comparative period financial information for effects of the standard or make the new required lease disclosures for periods before the date of adoption (i.e. May 1, 2019). The Company has elected to employ the transitionary relief offered by the FASB and, therefore, has not reassessed (1) whether existing or expired contracts contain a lease, (2) lease classification for existing or expired leases or (3) the accounting for initial direct costs that were previously capitalized.


The Company leases office space in
New York, NY to the terms ofand a new sublease agreement between Value Line, Inc. and ABM Industries, Incorporated (“ABM” or the “Sublandlord”) commencing on December 1, 2016. Pursuant to the agreement Value Line leased from ABM 24,726 square feet of office space located on the second and third floors at 551 Fifth Avenue, New York, NY (“Building” or “Premises”) beginning on December 1, 2016 and ending on November 29, 2027. Base rent under the sublease agreement is $1,126,000 per annum during the first year with an annual increase in base rent of 2.25% scheduled for each subsequent year, payable in equal monthly installments on the first day of each month, subject to customary concessions in the Company’s favor and pass-through of certain increases in utility costs and real estate taxes over the base year. The Company provided a security deposit represented by a letter of credit in the amount of $469,000 in October 2016, which is scheduled to be reduced to $305,000 on September 30, 2021 and fully refunded after the sublease ends. This Building became the Company’s new corporate office facility. The Company is required to pay for certain operating expenses associated with the Premises as well as utilities supplied to the Premises. The sublease terms provide for a significant decrease (23% initially) in the Company’s annual rental expenditure taking into account free rent for the firstsix months of the sublease. Sublandlord provided Value Line a work allowance of $417,000 which accompanied with the six months free rent worth $563,000 was applied against the Company’s obligation to pay rent at our NYC headquarters, delaying the actual rent payments until November 2017.

On February 29,2016, the Company’s subsidiary Value Line Distribution Center (“VLDC”) and Seagis Property Group LP (the “Landlord”) entered into a lease agreement, pursuant to which VLDC has leased 24,110 square feet of warehouse and appurtenant office space locatedin Lyndhurst, NJ. The Company has evaluated these leases and determined that they are operating leases under the definitions of the guidance of ASU 2016-02.


The right-of-use asset is initially measured
at 205 Chubb Ave., Lyndhurst, NJ (“Warehouse”) beginning oncost, which comprises the initial amount of the lease liability adjusted for lease payments made at or before the lease commencement date, plus any initial direct costs incurred less any lease incentives received. For operating leases, the right-of-use asset is subsequently measured throughout the lease term at the carrying amount of the lease liability, plus initial direct costs, plus (minus) any prepaid (accrued) lease payments, less the unamortized balance of lease incentives received.


On
May 1, 20162019, and ending on April 30, 2024 (“Lease”). Base rent under the Lease is $192,880 per annum payable in equal monthly installments on the first day of each month, in advance during fiscal 2017 and will gradually increase to $237,218 in fiscal 2024, subject to customary increases based on operating costs and real estate taxes. The Company providedrecorded a security deposit in cashright-of-use asset in the amount of $32,146,$9,575,000, which will be fully refunded afterrepresents the lease liability of $10,340,000 adjusted for previously recorded unamortized lease incentives in the amount of $765,000. The right-of-use asset is amortized over the remaining lease term expires. Thein the amount equal to the difference between the calculated straight-line expense of the total lease is a netpayments less the monthly interest calculated on the remaining lease requiring liability. As of January 31, 2022, the Company had a long-term lease asset of $6,717,000 recorded in property and equipment in its Consolidated Condensed Balance Sheets.

17

Value Line, Inc.

Notes to pay for certain operating expenses associated with the Warehouse as well as utilities supplied to the Warehouse.Consolidated Condensed Financial Statements

January 31, 2022

(Unaudited)

The total amountCompany recognizes lease expense, calculated as the remaining cost of the base rent payments is being charged to expense on the straight-line methodlease allocated over the remaining lease term on a straight-line basis. Lease expense is presented as part of continuing operations in the lease.

Future minimum payments, exclusiveconsolidated condensed statements of potential increasesincome. The Company recognized $1,125,000 in real estate taxeslease expenses in both fiscal years 2022 and operating cost escalations, under operating leases for office space, with remaining terms of one2021 year or more, are as follows:during the nine months ended January 31, 2022 and January 31, 2021, respectively.

Fiscal Years Ended April 30,

 

($ in thousands)

 
     

2019

 $1,366 

2020

  1,399 

2021

  1,432 

2022

  1,506 

2023 and thereafter

  8,496 
  $14,199 


For the nine months ended January 31, 20182022, the Company paid $1,111,000 in rent relating to the leases. As a payment arising from an operating lease, the $1,111,000 is classified within operating activities in the consolidated condensed statements of cash flows.


The Company’s leases generally do
not provide an implicit interest rate, and therefore the Company estimated an incremental borrowing rate, or IBR, as of the commencement date, to determine the present value of its operating lease liabilities. The IBR is defined under ASC 2017,842 rental expenses wereas the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term for an amount equal to the lease payments in a similar economic environment. The following table reconciles the undiscounted future minimum lease payments to the total operating lease liabilities recognized on the Consolidated Condensed Balance Sheet as of $931,000January 31, 2022:

Fiscal years ended April 30,

 

($ in thousands)

 

2022 *

 $394 

2023

  1,597 

2024

  1,634 

2025

  1,428 

2026

  1,461 

  Thereafter

  2,376 
     

Total undiscounted future minimum lease payments

  8,890 
     

Less: difference between undiscounted lease payments & the present value of future lease payments

  1,227 
     

Total operating lease liabilities

 $7,663 

* Excludes the nine andmonths ended $1,252,000,January 31, 2022 respectively.

 

 

Note 13 - Restricted Cash and Deposits:

 

Restricted Money Market Investment in the noncurrent assets on the Consolidated Condensed Balance Sheet at January 31, 2018,2022, includes $469,000,$305,000, which represents cash invested in a bank money market fund securing a letter of credit ("LOC") in the amount of $469,000$305,000 issued to the sublandlord as a security deposit for the Company's NYCNew York City leased corporate office facility.


Value Line, Inc.

Notes According to Consolidated Condensed Financial Statements

the sublease agreement the LOC and restricted cash were reduced from $469,000 to $305,000 in the January 31, 2018third

(Unaudited)

quarter of fiscal year 2022.

 

 

Note 14 - Gain on Sale of Operating Facility:Concentration:

 

On July 29, 2016, Value Line closed the sale of its 85,000 sq. ft. distribution, fulfillment and warehouse operating facility located at 125 East Union Avenue, East Rutherford, NJ, received net proceeds of $11,555,000 and reported an increment to net profits after tax during the first quarter of fiscal 2017 of approximately $5.28 million. The distribution, fulfillment and warehouse operations were relocated to an alternative 24,110 sq. ft. leased facility (See Note 12).

Note 15 - Concentration:

During the nine months ended January 31, 2018,2022, 17%33.0% of total publishing revenues of $26,997,000$30,397,000 were derived from a single customer.


Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

Cautionary Statement Regarding Forward-Looking Information

This report contains statements that are predictive in nature, depend upon or refer to future events or conditions (including certain projections and business trends) accompanied by such phrases as “believe”, “estimate”, “expect”, “anticipate”, “will”, “intend” and other similar or negative expressions, that are “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995, as amended. Actual results for Value Line, Inc. (“Value Line” or “the Company”

Note 15 - Concentration of Credit Risk:

Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash deposits. Accounts at each institution are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000. As of January 31, 2022 and January 31, 2021, the Company had $3,030,000 and $3,289,000, respectively, in excess of the FDIC insured limit. Management has concluded the excess does not represent a material risk, based on the creditworthiness of the counter parties.

Note 16 - Paycheck Protection Program Loan:

Shortly after declaration of the COVID-19 pandemic and "lockdowns" of numerous non-essential businesses, the Company in April of 2020 executed a note and received a loan (the "PPP Loan") from JP Morgan Chase Bank under the Paycheck Protection Program ("PPP") which was established under the Coronavirus Aid, Relief, and Economic Security Act (the "CARES Act") and was administered by the U.S. Small Business Administration ("SBA"). The proceeds from the PPP Loan were used in accordance with the terms of the CARES Act program.

Under the terms of the CARES Act, Borrowers could apply for and be granted forgiveness for all or a portion of the PPP Loan. Such forgiveness is determined, subject to limitations, based on the use of loan proceeds in accordance with the terms of the CARES Act. The Company was granted total loan forgiveness of $2,331,365 by the SBA during the second quarter of fiscal 2022. Accrued interest was also forgiven.

18

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.

Cautionary Statement Regarding Forward-Looking Information

In this report, “Value Line,” “we,” “us,” “our” refers to Value Line, Inc. and “the Company” refers to Value Line and its subsidiaries unless the context otherwise requires.

This report contains statements that are predictive in nature, depend upon or refer to future events or conditions (including certain projections and business trends) accompanied by such phrases as “believe”, “estimate”, “expect”, “anticipate”, “will”, “intend” and other similar or negative expressions, that are “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995, as amended. Actual results for the Company may differ materially from those projected as a result of certain risks and uncertainties, including but not limited to the following:

 

 

maintaining revenue from subscriptions for the Company’s digital and print published products;

changes in market

changes in investment trends and economic conditions, including global financial issues;

protection of intellectual property rights;

protecting intellectual property rights in Company methods and trademarks;

protecting confidential information including customer confidential or personal information that we may possess;

 

dependence on non-voting revenues and non-voting profits interests in EULAV Asset Management, a Delaware statutory trust (“EAM” or “EAM Trust”), which serves as the investment advisor to the Value Line Funds and engages in related distribution, marketing and administrative services;

fluctuations in EAM’s assets under management due to broadly based changes in the values of equity and debt securities, redemptions by investors and other factors, and the effect these changes may have on the valuation of EAM’s intangible assets;

fluctuations in EAM’s and third party copyright assets under management due to broadly based changes in the values of equity and debt securities, redemptions by investors and other factors;

generating future revenues or collection of receivables from significant customers; 

possible changes in the valuation of EAM’s intangible assets from time to time;

generating future revenues or collection of receivables from significant customers;

 

dependence on key executive and specialist personnel;

competition in the fields of publishing, copyright data and investment management;

risks associated with the outsourcing of certain functions, technical facilities, and operations, including in some instances outside the U.S.;

competition in the fields of publishing, copyright and investment management, along with associated effects on the level and structure of prices and fees, and the mix of services delivered;

 

the impact of government regulation on the Company’s and EAM’s businesses;

 

availability of free or low cost investment data through discount brokers or generally over the internet;

military conflicts, civil unrest, and associated travel and supply disruptions and other effects;

Russia’s invasion of Ukraine and the impact on inflation;

 

terrorist attacks, cyber attacks and natural disasters;

insufficiency in our business continuity plans or systems in the event of anticipated or unpredictable disruption;

the coronavirus pandemic, which has drastically affected markets, employment, and other economic conditions, and may have additional unpredictable impacts on employees, suppliers, customers, and operations;

other possible epidemics;

changes in prices of materials and other inputs and services, such as freight and postage, required by the Company;

 

other risks and uncertainties, including but not limited to the risks described in Item 1A, “Risk Factors” of the Company’s Annual Report on Form 10-K for the year ended April 30, 2021 and in Part II, Item 1A of this Quarterly Report on Form 10-Q for the period ended January 31, 2022; and other risks and uncertainties arising from time to time.

19

These factors are not necessarily all of the important factors that could cause actual results to differ materially from those expressed in any of our forward-looking statements. Other unknown or unpredictable factors which may involve external factors over which we may have no control or changes in our plans, strategies, objectives, expectations or intentions, which may happen at any time at our discretion, could also have material adverse effects on future results. Except as otherwise required by applicable law, we have no duty to update these statements, and we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. In light of these risks and uncertainties, current plans, anticipated actions, and future financial conditions and results may differ from those expressed in any forward-looking information contained herein.

Executive Summary of the Business

The Company's core business is producing investment periodicals and their underlying research and making available certain Value Line copyrights, Value Line trademarks and Value Line Proprietary Ranks and other proprietary information, to third parties under written agreements for use in third-party managed and marketed investment products and for other purposes. Value Line markets under well-known brands including Value Line®, the Value Line logo®, The Value Line Investment Survey®, Smart Research, Smarter Investingand The Most Trusted Name in Investment Research®. The name "Value Line" as used to describe the Company, its products, and its subsidiaries, is a registered trademark of the Company. EULAV Asset Management Trust (“EAM”) was established to provide the investment management services to the Value Line Funds, institutional and individual accounts and provide distribution, marketing, and administrative services to the Value Line® Mutual Funds ("Value Line Funds"). The Company maintains a significant investment in EAM from which it receives payments in respect of its non-voting revenues and non-voting profits interests.

The Company’s target audiences within the investment research field are individual investors, colleges, libraries, and investment management professionals. Individuals come to Value Line for complete research in one package. Institutional licensees consist of corporations, financial professionals, colleges, and municipal libraries. Libraries and universities offer the Company’s detailed research to their patrons and students. Investment management professionals use the research and historical information in their day-to-day businesses. The Company has a dedicated department that solicits institutional subscriptions.

Payments received for new and renewal subscriptions and the value of receivables for amounts billed to retail and institutional customers are recorded as unearned revenue until the order is fulfilled. As the orders are fulfilled, the Company recognizes revenue in equal installments over the life of the particular subscription. Accordingly, the subscription fees to be earned by fulfilling subscriptions after the date of a particular balance sheet are shown on that balance sheet as unearned revenue within current and long-term liabilities.

The investment periodicals and related publications (retail and institutional) and Value Line copyrights and Value Line Proprietary Ranks and other proprietary information consolidate into one segment called Publishing. The Publishing segment constitutes the Company’s only reportable business segment.

Asset Management and Mutual Fund Distribution Businesses

Under the EAM Declaration of Trust, the Company maintains an interest in certain revenues of EAM and a portion of the residual profits of EAM but has no voting authority with respect to the election or removal of the trustees of EAM or control of its business.

The business of EAM is managed by its trustees each owning 20% of the voting profits interest in EAM and by its officers subject to the direction of the trustees. The Company’s non-voting revenues and non-voting profits interests in EAM entitle it to receive a range of 41% to 55% of EAM’s revenues (excluding distribution revenues) from EAM’s mutual fund and separate account business and 50% of the residual profits of EAM (subject to temporary increase in certain limited circumstances). The Voting Profits Interest Holders will receive the other 50% of residual profits of EAM. Distribution is not less than 90% of EAM’s profits payable each fiscal quarter under the provisions of the EAM Trust Agreement.

20

Business Environment

The nation’s economy entered 2022 on solid footing. Although GDP growth is expected to moderate in the calendar first quarter from the annualized advance of 7.0% recorded in the final period of 2021, a resilient consumer, solid industrial production, and a healthy housing market should drive further economic gains this year. In all, our current expectation is for full-year GDP growth in the vicinity of 3.5%.

The strength of the consumer sector has led the recovery from the 2020 COVID-19 pandemic-driven recession. After a setback in December, as the Omicron variant of the COVID-19 virus spread rapidly across the nation causing more disruptions to economic activity, personal consumption expenditures rebounded nicely in January. The domestic consumer looks poised to spend further in the year ahead, drawing down on a portion of the savings built during the height of the pandemic. An improving public health situation as we move toward the spring season should set the stage for strong consumption growth.

That said, there are some lingering headwinds for the economy, including inflationary pressures not seen in decades. In particular, energy prices have risen sharply following Russia’s invasion of Ukraine in late February. Russia’s actions brought severe retaliatory sanctions from the United States and its NATO allies, which included penalties against Russia’s oil and gas and banking industries. This is likely to cause further disruptions in the global oil supply and may push energy and other commodities prices higher.

The Federal Reserve set to embark on a less accommodative monetary policy course. This will likely include the implementation of a series of interest-rate hikes over the remainder of this year and next in an attempt to rein in inflation. The central bank is tasked with crafting a monetary policy strategy that will help stabilize pricing, but not apply the brakes too hard and risk leading to a notable slowdown in economic growth.

The inflation worries, the Fed’s monetary policy commentary, and the geopolitical turmoil in Eastern Europe were factors that contributed to the notable pickup in stock market volatility over the first few months of the year. This trend may continue in the near term, as equities historically have not performed as well during periods of monetary policy tightening.

21

Results of Operations for the Three and Nine Months Ended January 31, 2022 and January 31, 2021

The following table illustrates the Company’s key components of revenues and expenses.

  

Three Months Ended January 31,

  

Nine Months Ended January 31,

 

($ in thousands, except earnings per share)

 

2022

  

2021

  

Change

  

2022

  

2021

  

Change

 

Income from operations

 $2,875  $2,283   25.9% $7,877  $6,697   17.6%
                         

Gain on forgiveness of SBA loan

  -   -   -   2,331   -   100.0%

Non-voting revenues and non-voting profits interests from EAM Trust

  4,655   4,734   -1.7%  14,352   12,592   14.0%
                         

Income from operations plus non-voting revenues and non-voting profits interests from EAM Trust and gain on SBA loan forgiveness

 $7,530  $7,017   7.3% $24,560  $19,289   27.3%

Operating expenses

 $7,383  $7,847   -5.9% $22,520  $23,971   -6.1%

Investment gains/(losses)

 $(3) $1,785   n/a  $759  $3,093   -75.5%
                         

Income before income taxes

 $7,527  $8,802   -14.5% $25,319  $22,382   13.1%

Net income

 $5,614  $7,035   -20.2% $20,015  $17,228   16.2%

Earnings per share

 $0.59  $0.73   -19.2% $2.10  $1.79   17.3%

During the nine months ended January 31, 2022, the Company’s net income of $20,015,000, or $2.10 per share, was $2,787,000 or 16.2% above net income of $17,228,000, or $1.79 per share, for the nine months ended January 31, 2021. During the nine months ended January 31, 2022, the Company’s income from operations of $7,877,000 was $1,180,000 or 17.6% above income from operations of $6,697,000 during the nine months ended January 31, 2021. For the nine months ended January 31, 2022, operating expenses of $22,520,000 decreased 6.1% as compared to operating expenses during the nine months ended January 31, 2021.

The largest factors in the increase in net income during the nine months ended January 31, 2022, compared to the prior fiscal year, were a gain on forgiveness by the SBA of the Company’s PPP loan, an increase from revenues and profits interests in EAM Trust and well controlled expenses.

During the three months ended January 31, 2022, the Company’s income from operations of $2,875,000 was 25.9% above income from operations of $2,283,000 during the three months ended January 31, 2021. For the three months ended January 31, 2022, operating expenses decreased 5.9% compared to operating expenses during the three months ended January 31, 2021. During the three months ended January 31, 2022, the Company’s net income of $5,614,000, or $0.59 per share, was 20.2% below net income of $7,035,000, or $0.73 per share, for the three months ended January 31, 2021. The Company’s net income decreased during the third quarter of fiscal year 2022 because realized and unrealized gains on equity securities were higher by $1,831,000 pretax and $1,409,000 after tax during the prior year fiscal quarter ended January 31, 2021.

During the nine months ended January 31, 2022, there were 9,551,418 average common shares outstanding as compared to 9,604,869 average common shares outstanding during the nine months ended January 31, 2021.

22

Total operating revenues

  

Three Months Ended January 31,

  

Nine Months Ended January 31,

 

($ in thousands)

 

2022

  

2021

  

Change

  

2022

  

2021

  

Change

 

Investment periodicals and related publications:

                        

Print

 $2,769  $2,896   -4.4% $8,389  $9,054   -7.3%

Digital

  4,010   3,934   1.9%  11,972   11,769   1.7%

Total investment periodicals and related publications

  6,779   6,830   -0.7%  20,361   20,823   -2.2%

Copyright fees

  3,479   3,300   5.4%  10,036   9,845   1.9%

Total publishing revenues

 $10,258  $10,130   1.3% $30,397  $30,668   -0.9%

Within investment periodicals and related publications, subscription sales orders are derived from print and digital products. The following chart illustrates the changes in the sales orders associated with print and digital subscriptions.

Sources of subscription sales

  

Three Months Ended January 31,

  

Nine Months Ended January 31,

 
  

2022

  

2021

  

2022

  

2021

 
  

Print

  

Digital

  

Print

  

Digital

  

Print

  

Digital

 ��

Print

  

Digital

 

New Sales

  7.8%  12.6%  13.3%  16.4%  12.1%  14.0%  14.5%  15.8%

Renewal Sales

  92.2%  87.4%  86.7%  83.6%  87.9%  86.0%  85.5%  84.2%

Total Gross Sales

  100%  100%  100%  100%  100%  100%  100%  100%

During the nine months ended January 31, 2022, new sales of print and digital publications decreased as a percent of the total gross sales versus the prior fiscal year. During the nine months ended January 31, 2022, renewal sales of print and digital publications increased as a percent of the total gross sales versus the prior fiscal year as a result of increased efforts by our in-house Retail and Institutional Sales departments.

  

As of

January 31,

  

As of

April 30,

  

As of

January 31,

  

Change

 

($ in thousands)

 

2022

  

2021

  

2020

  

Jan-22 vs.

Apr-21

  

Jan-22 vs.

Jan-21

 

Unearned subscription revenue (current and long-term liabilities)

 $23,148  $25,088  $23,451   -7.7%  -1.3%

Unearned subscription revenue as of January 31, 2022 is 1.3% below January 31, 2021 and is 7.7% below April 30, 2021. A certain amount of variation is to be expected due to the volume of new orders and timing of renewal orders, direct mail campaigns and large Institutional Sales orders.

23

Investment periodicals and related publications revenues

Investment periodicals and related publications revenues of $20,361,000 (excluding copyright fees) during the nine months ended January 31, 2022, were 2.2% below publishing revenues in the prior fiscal year. The Company continued activity to attract new subscribers, primarily digital subscriptions through various marketing channels, primarily direct mail, e-mail, and by the efforts of our sales personnel. Total product line circulation at January 31, 2022, was less than 1% below total product line circulation at January 31, 2021. During the nine months ended January 31, 2022, Institutional Sales department generated total sales orders of $9,085,000 and the retail telemarketing sales team generated total sales orders of $5,993,000.

Total print circulation at January 31, 2022 was 1.9% below the total print circulation at January 31, 2021. Print publication revenues of $8,389,000 decreased 7.3% below the prior fiscal year. Total digital circulation at January 31, 2022 was 1.3% above total digital circulation at January 31, 2021. Digital revenues of $11,972,000 were up 1.7% as compared to the prior fiscal year.

Value Line serves primarily individual and professional investors in stocks, who pay mostly on annual subscription plans, for basic services or comprehensive premium quality research, not obtainable elsewhere. The ongoing goal of adding new subscribers has led us to introduce publications and packages at a range of price points. Further, new services and new features for existing services are regularly under consideration. Prominently introduced in fiscal 2020 and 2021 were new features in the Value Line Research Center, which are The New Value Line ETFs Service, new monthly publication Value Line Information You Should Know Wealth Newsletter, The Value Line M & A Service, and our Value Line Climate Change Investing Service.

The Value Line Proprietary Ranks (the “Ranking System”), a component of the Company’s flagship product, The Value Line Investment Survey, is also utilized in the Company’s copyright business. The Ranking System is made available to EAM for specific uses without charge. During the six month period ended January 31, 2022, the combined Ranking System “Rank 1 & 2” stocks’ decrease of 3.5% compared to the Russell 2000 Index’s decrease of 8.9% during the comparable period. During the twelve month period ended January 31, 2022, the combined Ranking System “Rank 1 & 2” stocks’ increase of 12.1% outperformed the Russell 2000 Index’s decrease of 2.2% during the comparable period.

Copyright fees

During the nine months ended January 31, 2022, copyright fees of $10,036,000 were 1.9% above those during the corresponding period in the prior fiscal year. The Company negotiated in fiscal year 2020 with the sponsor of the largest exchange traded fund (“ETF”) in the program, the restructuring of the Company’s asset based fees and overall fees of the ETF in light of the competitive market.

Investment management fees and services (unconsolidated)

The Company has substantial non-voting revenues and non-voting profits interests in EAM, the asset manager to the Value Line Mutual Funds. Accordingly, the Company does not report this operation as a separate business segment, although it maintains a significant interest in the cash flows generated by this business and will receive ongoing payments in respect of its non-voting revenues and non-voting profits interests.

Total assets in the Value Line Funds managed and/or distributed by EAM at January 31, 2022, were $4.41 billion, which is $490 million, or 10.1%, below total assets of $4.9 billion in the Value Line Funds managed and/or distributed by EAM at January 31, 2021. The decrease in net assets was primarily due to supply chain disruptions that have led to the highest inflation rates in 40 years, and spiking Omicron positivity levels across the United States. The decrease reflects negative net flows in all nine Value Line Funds during the twelve month period ended January 31, 2022.

24

Value Line Mutual Funds

  

As of January 31,

 

($ in millions)

 

2022

  

2021

  

Change

 

Variable annuity assets ("GIAC")

 $406  $409   -0.7%

All other open end equity and hybrid fund assets

  3,952   4,390   -10.0%

Total equity and hybrid funds

  4,358   4,799   -9.2%

Fixed income funds*

  49   103   -52.4%

Total EAM managed net assets

 $4,407  $4,902   -10.1%

* Tax-Exempt Fund was liquidated in October 2021.

As of January 31, 2022 four of six Value Line equity and hybrid mutual funds, excluding SAM and Centurion, held an overall four or five star ratings by Morningstar, Inc. The Advisor/Independent Broker Dealer channel has successfully become the largest channel for sales and distribution of The Value Line Funds. This is a growing channel as EAM continues to add more advisers each year.

EAM Trust - Results of operations before distribution to interest holders

The gross fees and net income of EAM’s investment management operations during the nine months ended January 31, 2022, before interest holder distributions, included total investment management fees earned from the Value Line Funds of $23,306,000, 12b-1 fees and other fees of $7,303,000 and other net income of $49,000. For the same period, total investment management fee waivers were $402,000 and 12b-1 fee waivers for three Value Line Funds were $493,000. During the nine months ended January 31, 2022, EAM's net income was $3,640,000 after giving effect to Value Line’s non-voting revenues interest of $12,532,000, but before distributions to voting profits interest holders and to the Company in respect of its 50% non-voting profits interest.

The gross fees and net income of EAM’s investment management operations during the nine months ended January 31, 2021, before interest holder distributions, included total investment management fees earned from the Value Line Funds of $21,318,000, 12b-1 fees and other fees of $7,194,000 and other income of $234,000. For the same period, total investment management fee waivers were $207,000 and 12b-1 fee waivers for nine Value Line Funds were $490,000. During the nine months ended January 31, 2021, EAM's net income was $2,958,000 after giving effect to Value Line’s non-voting revenues interest of $11,113,000, but before distributions to voting profits interest holders and to the Company in respect of its 50% non-voting profits interest.

As of January 31, 2022 and January 31, 2021, three of the Value Line Funds have all or a portion of the 12b-1 fees being waived, and one fund has partial investment management fee waivers in place. Although, under the terms of the EAM Declaration of Trust, the Company does not receive or share in the revenues from 12b-1 distribution fees, the Company could benefit from the fee waivers to the extent that the resulting reduction of expense ratios and enhancement of the performance of the Value Line Funds attracts new assets.

The Value Line equity and hybrid funds’ assets represent 89.7%, variable annuity funds issued by GIAC represent 9.2%, and fixed income fund assets represent 1.1%, respectively, of total fund assets under management (“AUM”) as of January 31, 2022. At January 31, 2022, equity, hybrid and GIAC variable annuities AUM decreased by 9.2% and fixed income AUM decreased by 52.4% as compared to the prior fiscal year.

EAM - The Companys non-voting revenues and non-voting profits interests

The Company holds non-voting revenues and non-voting profits interests in EAM which entitle the Company to receive from EAM an amount ranging from 41% to 55% of EAM's investment management fee revenues from its mutual fund and separate accounts business, and 50% of EAM’s net profits, not less than 90% of which is distributed in cash every fiscal quarter. The applicable recent non-voting revenues interest percentage for the third quarter of fiscal year 2022, that is, the fiscal quarter ending January 31, 2022, is 54.05%.

25

The Company recorded income from its non-voting revenues interest and its non-voting profits interest in EAM as follows:

  

Three Months Ended January 31,

  

Nine Months Ended January 31,

 

($ in thousands)

 

2022

  

2021

  

Change

  

2022

  

2021

  

Change

 

Non-voting revenues interest

 $4,120  $4,104   0.4% $12,532  $11,113   12.8%

Non-voting profits interest

  535   630   -15.1%  1,820   1,479   23.1%
  $4,655  $4,734   -1.7% $14,352  $12,592   14.0%

Operating expenses

  

Three Months Ended January 31,

  

Nine Months Ended January 31,

 

($ in thousands)

 

2022

  

2021

  

Change

  

2022

  

2021

  

Change

 

Advertising and promotion

 $722  $837   -13.7% $2,445  $2,709   -9.7%

Salaries and employee benefits

  4,285   4,716   -9.1%  13,245   13,778   -3.9%

Production and distribution

  1,269   1,189   6.7%  3,796   3,854   -1.5%

Office and administration

  1,107   1,105   0.2%  3,034   3,630   -16.4%

Total expenses

 $7,383  $7,847   -5.9% $22,520  $23,971   -6.1%

Expenses within the Company are categorized into advertising and promotion, salaries and employee benefits, production and distribution, office and administration. Operating expenses of $7,383,000 and $22,520,000 during the three and nine months ended January 31, 2022, decreased 5.9% and 6.1%, respectively, as compared to those during the three and nine months ended January 31, 2021, as a result of cost controls in fiscal year 2022.

Advertising and promotion

During the three and nine months ended January 31, 2022, advertising and promotion expenses of $722,000 and $2,445,000 decreased 13.7% and 9.7%, respectively, as compared to the prior fiscal year, primarily due to a decrease in direct mail campaigns’ volume based on more precise targeting.

Salaries and employee benefits

During the three and nine months ended January 31, 2022, salaries and employee benefits of $4,285,000 and $13,245,000 decreased 9.1% and 3.9%, respectively, as compared to the prior fiscal year, primarily due to decreases in salaries and employee benefits resulting from a reduced employee headcount in fiscal year 2022.

Production and distribution

During the nine months ended January 31, 2022, production and distribution expenses of $3,796,000 decreased 1.5%, as compared to the prior fiscal year, primarily due to decreases in service mailers and distribution expenses partially offset by an increase in production support of the Company’s website, maintenance of the Company’s publishing and application software and operating systems. During the three months ended January 31, 2022, production and distribution expenses of $1,269,000 increased 6.7% due to a reversal of accrued costs of operating system software maintenance during the three months ended January 31, 2021.

26

Office and administration

During the three months ended January 31, 2022, office and administrative expenses of $1,107,000 were comparable with the third quarter of the prior fiscal year. During the nine months ended January 31, 2022, office and administrative expenses of $3,034,000 decreased 16.4% as compared to the prior fiscal year, primarily due to a favorable settlement of a disputed fee with a contractor and decreases in professional fees.

Concentration

During the nine months ended January 31, 2022, 33.0% of total publishing revenues of $30,397,000 were derived from a single customer.

Investment gains / (losses)

  

Three Months Ended January 31,

  

Nine Months Ended January 31,

 

($ in thousands)

 

2022

  

2021

  

Change

  

2022

  

2021

  

Change

 

Dividend income

 $234  $155   51.0% $640  $413   55.0%

Interest income

  (2)  31   n/a   (1)  131   n/a 
                         

Investment gains/(losses) recognized on sale of equity securities during the period

  (19)  141   n/a   28   585   -95.2%
                         

Unrealized gains/(losses) recognized on equity securities held at the end of the period

  (215)  1,456   n/a   94   1,964   -95.2%
                         

Other

  (1)  2   n/a   (2)  -   n/a 
                         

Total investment gains/(losses)

 $(3) $1,785   -100% $759  $3,093   -75.5%

During the nine months ended January 31, 2022, the Company’s investment gains, primarily derived from dividend income, investment gains recognized on sales of equity securities during the period and unrealized gains recognized on equity securities held at the end of the period in fiscal year 2022, were $759,000. During the nine months ended January 31, 2021, the Company’s investment gains, primarily derived from dividend and interest income, investment gains recognized on sales of equity securities during the period and unrealized gains recognized on equity securities held at the end of the period in fiscal year 2021, were $3,093,000. Proceeds from maturities and sales of government debt securities classified as available-for-sale during the nine months ended January 31, 2022 and January 31, 2021, were $2,496,000 and $11,431,000, respectively. Proceeds from the sales of equity securities during the nine months ended January 31, 2022 and January 31, 2021 were $1,202,000 and $7,684,000, respectively.

Effective income tax rate

The overall effective income tax rates, as a percentage of pre-tax ordinary income for the nine months ended January 31, 2022 and January 31, 2021 were 20.94% and 23.03%, respectively. The decrease in the effective tax rate during nine months ended January 31, 2022 as compared to January 31, 2021, is primarily a result of the non-taxable revenue derived from forgiveness of the PPP loan by the SBA (see note 16) and a decrease in the state and local income taxes from 2.30% to 2.11% as a result of changes in state and local income tax allocations, such as the effect of the reduction in the New York State and New York City tax allocation factors, on deferred taxes in fiscal 2022. The Company's annualized overall effective tax rate fluctuates due to a number of factors, in addition to changes in tax law, including but not limited to an increase or decrease in the risks describedratio of items that do not have tax consequences to pre-income tax, the Company's geographic profit mix between tax jurisdictions, taxation method adopted by each locality, new interpretations of existing tax laws and rulings and settlements with tax authorities.                                                                

27

Lease Commitments

On November 30, 2016, Value Line, Inc. received consent from the landlord at 551 Fifth Avenue, New York, NY to the terms of a new sublease agreement between Value Line, Inc. and ABM Industries, Incorporated commencing on December 1, 2016. Pursuant to the agreement Value Line leased from ABM 24,726 square feet of office space located on the second and third floors at 551 Fifth Avenue, New York, NY (“Building” or “Premises”) beginning on December 1, 2016 and ending on November 29, 2027. Base rent under the sublease agreement is $1,126,000 per annum during the first year with an annual increase in Item 1A, “Risk Factors”base rent of 2.25% scheduled for each subsequent year, payable in equal monthly installments on the first day of each month, subject to customary concessions in the Company’s favor and pass-through of certain increases in utility costs and real estate taxes over the base year. The Company provided a security deposit represented by a letter of credit in the amount of $469,000 in October 2016. According to the sublease agreement the LOC and restricted cash were reduced to $305,000 in the third quarter of fiscal year 2022. It is to be fully refunded after the sublease ends. This Building became the Company’s new corporate office facility. The Company is required to pay for certain operating expenses associated with the Premises as well as utilities supplied to the Premises. The sublease terms provide for a significant decrease (23% initially) in the Company’s annual rental expenditure taking into account free rent for the first six months of the sublease. Sublandlord provided Value Line a work allowance of $417,000 which accompanied with the six months free rent worth $563,000 was applied against the Company’s obligation to pay rent at our NYC headquarters, delaying the actual rent payments until November 2017.

On February 29, 2016, the Company’s subsidiary VLDC and Seagis Property Group LP (the “Landlord”) entered into a lease agreement, pursuant to which VLDC has leased 24,110 square feet of warehouse and appurtenant office space located at 205 Chubb Ave., Lyndhurst, NJ (“Warehouse”) beginning on May 1, 2016 and ending on April 30, 2024 (“Lease”). Base rent under the Lease is $192,880 per annum payable in equal monthly installments on the first day of each month, in advance during fiscal year 2017 and will gradually increase to $237,218 in fiscal year 2024, subject to customary increases based on operating costs and real estate taxes. The Company’s provided a security deposit in cash in the amount of $32,146, which will be fully refunded after the lease term expires. The lease is a net lease requiring the Company to pay for certain operating expenses associated with the Warehouse as well as utilities supplied to the Warehouse.

Liquidity and Capital Resources

The Company had working capital, defined as current assets less current liabilities, of $36,015,000 as of January 31, 2022 and $23,312,000 as of April 30, 2021. These amounts include short-term unearned revenue of $17,392,000 and $19,162,000 reflected in total current liabilities at January 31, 2022 and April 30, 2021, respectively. Cash and short-term securities were $57,822,000 and $45,353,000 as of January 31, 2022 and April 30, 2021, respectively.

The Company’s cash and cash equivalents include $29,081,000 and $18,209,000 at January 31, 2022 and April 30, 2021, respectively, invested primarily in commercial banks and in Money Market Funds at brokers, which operate under Rule 2a-7 of the 1940 Act and invest primarily in short-term U.S. government securities.

Cash from operating activities

The Company had cash inflows from operating activities of $19,627,000 during the nine months ended January 31, 2022, compared to cash inflows from operations of $10,355,000 during the nine months ended January 31, 2021, respectively. The increase in cash flows from fiscal 2021 to fiscal 2022 is primarily attributable to higher net income, an increase in cash receipts from EAM, the timing of customers’ payments and the timing of Federal Income tax payments.

28

Cash from investing activities

The Company had cash outflows from investing activities of $1,614,000 during the nine months ended January 31, 2022, compared to cash inflows from investing activities of $7,954,000 for the nine months ended January 31, 2021, respectively. Cash outflows for the nine months ended January 31, 2022, were primarily due to decrease in sales of equity and fixed income securities in fiscal year 2022.

Cash from financing activities

During the nine months ended January 31, 2022, the Company’s cash outflows from financing activities were $7,439,000, compared to cash outflows from financing activities of $7,081,000 for the nine months ended January 31, 2021. During the nine months ended January 31, 2022, cash outflows for financing activities included $1,322,000 for the repurchase of 34,007 shares of the Company’s common stock under the April 17, 2020 and July 16, 2021 board approved common stock repurchase programs. Quarterly dividend payments of $0.22 per share during fiscal year 2022 aggregated $6,307,000. Quarterly regular dividend payments of $0.21 per share during fiscal year 2021 aggregated $6,056,000.

At January 31, 2022 there were 9,529,163 common shares outstanding as compared to 9,579,640 common shares outstanding at January 31, 2021. The Company expects financing activities to continue to include use of cash for dividend payments for the foreseeable future.

Debt and Liquid Assets

Management believes that the Company’s cash and other liquid asset resources used in its business together with the proceeds from the SBA PPP loan, which debt has been forgiven and the future cash flows from operations and from the Company’s non-voting revenues and non-voting profits interests in EAM will be sufficient to finance current and forecasted liquidity needs for the next twelve months. Management does not anticipate making any additional borrowings during the next twelve months. As of January 31, 2022, retained earnings and liquid assets were $86,216,000 and $57,822,000, respectively. As of April 30, 2021, retained earnings and liquid assets were $72,502,000 and $45,353,000, respectively. There are no off-balance-sheet arrangements, so none affect the interpretations of reported assets, liquidity, and debt.

Seasonality

Our publishing revenues are comprised of subscriptions which are generally annual subscriptions. Our cash flows from operating activities are minimally seasonal in nature, primarily due to the timing of customer payments made for orders and subscription renewals.

Critical Accounting Estimates and Policies

The Company prepares its Consolidated Financial Statements in accordance with Generally Accepted Accounting Principles as in effect in the United States (U.S. “GAAP”). The preparation of these financial statements requires the Company to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses. The Company bases its estimates on historical experience and on various other assumptions that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent, and the Company evaluates its estimates on an ongoing basis. Actual results may differ from these estimates under different assumptions or conditions. Our disclosures of critical accounting policies are reported in the Company’s Annual Report on Form 10-K for thefiscal year ended April 30, 2017 and in Part II, Item 1A of this Quarterly Report on Form 10-Q for the period ended January 31, 2018; and other risks and uncertainties arising from time to time.2021.

These factors are not necessarily all of the important factors that could cause actual results to differ materially from those expressed in any of our forward-looking statements. Other unknown or unpredictable factors which may involve external factors over which we may have no control or changes in our plans, strategies, objectives, expectations or intentions, which may happen at any time at our discretion, could also have material adverse effects on future results. Except as otherwise required to be disclosed in periodic reports required to be filed by public companies with the SEC pursuant to the SEC's rules, we have no duty to update these statements, and we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. In light of these risks and uncertainties, current plans, anticipated actions, and future financial conditions and results may differ from those expressed in any forward-looking information contained herein.

In this report, “Value Line,” “we,” “us,” “our” refers to Value Line, Inc. and the “Company” refers to Value Line and its subsidiaries unless the context otherwise requires.


29

Executive Summary of the Business

The Company's core business is producing investment periodicals and their underlying research and making available copyright data, including certain proprietary Ranking System and other proprietary information, to third parties under written agreements for use in third-party managed and marketed investment products and for other purposes. Value Line markets under well-known brands including Value Line®, the Value Line logo®, The Value Line Investment Survey®, Smart Research, Smarter Investing™ and The Most Trusted Name in Investment Research®. The name "Value Line" as used to describe the Company, its products, and its subsidiaries, is a registered trademark of the Company. Effective December 23, 2010, EULAV Asset Management Trust (“EAM”) was established to provide the investment management services to the Value Line Funds, institutional and individual accounts and provide distribution, marketing, and administrative services to the Value Line® Mutual Funds ("Value Line Funds"). The Company maintains a significant investment in EAM from which it receives payments in respect of its non-voting revenues and non-voting profits interests.

The Company’s target audiences within the investment research field are individual investors, colleges, libraries, and investment management professionals. Individuals come to Value Line for complete research in one package. Institutional licensees consist of corporations, financial professionals, colleges, and municipal libraries. Libraries and universities offer the Company’s detailed research to their patrons and students. Investment management professionals use the research and historical information in their day-to-day businesses. The Company has a dedicated department that solicits institutional subscriptions.

Payments received for new and renewal subscriptions and the value of receivables for amounts billed to retail and institutional customers are recorded as unearned revenue until the order is fulfilled. As the orders are fulfilled, the Company recognizes revenue in equal installments over the life of the particular subscription. Accordingly, the subscription fees to be earned by fulfilling subscriptions after the date of a particular balance sheet are shown on that balance sheet as unearned revenue within current and long-term liabilities.

The investment periodicals and related publications (retail and institutional) and fees from copyright data including the proprietary Ranking System information and other proprietary information consolidate into one segment called Publishing.

The Company’s move to new headquarters in February 2017 resulted in lower rent expense over the term of the sublease.

Asset Management and Mutual Fund Distribution Businesses

The business of EAM is managed by its trustees each owning 20% of the voting profits interest in EAM and by its officers subject to the direction of the trustees. The Company’s non-voting revenues and non-voting profits interests in EAM entitle it to receive a range of 41% to 55% of EAM’s revenues (excluding distribution revenues) from EAM’s mutual fund and separate account business and 50% of the residual profits of EAM (subject to temporary increase in certain limited circumstances). The Voting Profits Interest Holders will receive the other 50% of residual profits of EAM. Distribution is not less than 90% of EAM’s profits payable each fiscal quarter under the provisions of the EAM Trust Agreement. Value Line’s percent share of EAM’s revenues calculated each fiscal quarter was 49.73%, 50.28% and 50.88% during the first, second and third quarters of fiscal 2018, respectively, and 49.45%, 49.14% and 49.19% during the first, second and third quarters of fiscal 2017, respectively.

Pursuant to the EAM Declaration of Trust, the Company granted EAM the right to use the Value Line name for all existing Value Line Funds and agreed to supply the Value Line proprietary Ranking System information to EAM without charge or expense.


Business Environment 

The nation's long business expansion, which is now approaching a decade in duration, continues to press ahead. On point, after a trio of solid quarterly increases in the gross domestic product to close out the final nine months of 2017, recent trends in employment, wage growth, personal income and spending, and the leading indicators suggest that the opening three months of this year will bring additional improvement. 

Encouragingly, this latest buildup in economic momentum seems likely to continue this year. True, there could be some early-year choppiness, as there often is during the seasonally low  opening period, although weather-related  issues have been less numerous than in recent years. Meanwhile, once spring arrives, GDP should kick into somewhat higher gear, with growth moving back up into the 3% range that was in place during the middle quarters of last year. The likely improvement should be driven by increases in infrastructure spending, gains in industrial activity, additional durability in housing, and solid levels of consumer spending by a public that, for the most part, has seen its wealth expand due to the historic bull market, increasing pay checks and rising real estate values.

Of course, few up cycles continue without interruption, and this one figures to be no exception. And although we do not see a recession on the horizon--with the current expansion likely to last into the early years of the next decade given the absence of growth or inflation excesses to date--there are risks that should not be dismissed. Chief among these would be the failure of fiscal initiative and monetary policy adjustments to keep the economic ball rolling without inviting major overheating. Other risks would be serious political headwinds at home or damaging flare-ups overseas.

For now, though, the business outlook continues to be bright and this is helping to keep the stock market at a high level, albeit with a few high-profile reversals along the way, as P/E ratios remain at the upper end of their historic range. 

Results of Operations for the Three and Nine Months Ended January 31, 2018 and January 31, 2017

The following table illustrates the Company’s key components of revenues and expenses.

  

Three Months Ended January 31,

  

Nine Months Ended January 31,

 

($ in thousands, except earnings per share)

 

2018

  

2017

  

Change

  

2018

  

2017

  

Change

 

Income from operations including gain on sale of operating facility in fiscal 2017

 $787  $(212) 

#N/A

  $2,760  $7,948   -65.3%

Non-voting revenues and non-voting profits interests from EAM Trust

 $2,284  $1,934   18.1%  6,657   5,782   15.1%

Income from operations plus non-voting revenues and non-voting profits interests from EAM Trust

 $3,071  $1,722   78.3% $9,417  $13,730   -31.4%

Operating expenses

 $8,307  $8,859   -6.2% $24,237  $25,993   -6.8%

Income from securities transactions, net

 $258  $132   95.5% $445  $226   96.9%

Income before income taxes

 $3,329  $1,854   79.6% $9,862  $13,956   -29.3%

Net income

 $8,996  $1,445   522.6% $13,283  $9,283   43.1%

Earnings per share

 $0.93  $0.15   520.0% $1.37  $0.96   42.7%


During the nine months ended January 31, 2018, the Company’s net income of $13,283,000, or $1.37 per share, was $4,000,000 or 43.1% above net income of $9,283,000, or $0.96 per share, for the nine months ended January 31, 2017.  During the nine months ended January 31, 2018 there were 9,705,347 average common shares outstanding as compared to 9,724,377 average common shares outstanding during the nine months ended January 31, 2017.  Income from operations of $2,760,000 during the nine months ended January 31, 2018 was $5,188,000 below income from operations of $7,948,000, which included a pre-tax gain of $8,123,000 from the sale of the Company's operating facility during the nine months ended January 31, 2017 for which it received net proceeds of $11,555,000 on July 29, 2016.  During the three months ended January 31, 2018, the Company’s net income of $8,996,000, or $0.93 per share, was $7,551,000 above net income of $1,445,000, or $0.15 per share, for the three months ended January 31, 2017 due to the fiscal 2018 reduction in the U.S. statutory federal corporate income tax rate from 35% to 21% on the Company’s long-term deferred tax liabilities, resulting in a tax benefit of 65.87% of pre-tax income for the nine months ended January 31, 2018.  The Company re-calculated its net deferred tax assets and liabilities using the Federal Tax Rate under the Tax Act.  The effect of the re-calculation is reflected entirely in the third quarter ended January 31, 2018 (the period that includes the enactment date) and is allocated directly to both current and deferred income tax expenses from continuing operations.  The decrease in income from operations during the nine months ended January 31, 2018, was partially offset by a $2,913,000 decrease in depreciation and amortization expense in fiscal year 2018.

Total operating revenues

  

Three Months Ended January 31,

  

Nine Months Ended January 31,

 

($ in thousands)

 

2018

  

2017

  

Change

  

2018

  

2017

  

Change

 

Investment periodicals and related publications:

                        

Print

 $3,479  $3,446   1.0% $10,405  $10,601   -1.8%

Digital

  3,912   4,022   -2.7%  11,852   12,146   -2.4%

Total investment periodicals and related publications

  7,391   7,468   -1.0%  22,257   22,747   -2.2%

Copyright data fees

  1,703   1,179   44.4%  4,740   3,071   54.3%

Total publishing revenues

  9,094   8,647   5.2%  26,997   25,818   4.6%

Gain on sale of operating facility

  -   -   n/a   -   8,123   n/a 

Total revenues

 $9,094  $8,647   5.2% $26,997  $33,941   -20.5%

Within investment periodicals and related publications, subscription sales orders are derived from print and digital products. The following chart illustrates the changes in the sales orders associated with print and digital subscriptions. 

Sources of subscription sales

  

Three Months Ended January 31,

  

Nine Months Ended January 31,

 
  

2018

      

2017

      

2018

      

2017

     
  

Print

  

Digital

  

Print

  

Digital

  

Print

  

Digital

  

Print

  

Digital

 

New Sales

  15.3%  14.2%  10.3%  13.4%  16.1%  15.2%  12.7%  16.2%

Conversion and Renewal Sales

  84.7%  85.8%  89.7%  86.6%  83.9%  84.8%  87.3%  83.8%

Total Gross Sales

  100.0%  100.0%  100.0%  100.0%  100.0%  100.0%  100.0%  100.0%

During the nine months ended January 31, 2018 new sales of print publications increased as a percent of the total gross print sales as a result of an increase in new print retail sales orders while conversion and renewal sales of print orders decreased from the prior fiscal year.  New sales of digital publications decreased as a percent of the total gross digital sales as a result of a decrease in new digital retail sales orders, related to a two-year trend of lower advertising expenditures.  Conversion and renewal sales of digital services slightly increased as a percent of the total gross digital sales over the prior fiscal year as a result of a slower decline than the decline in new sales due to efforts by our in-house Retail and Institutional Sales departments.


  

As of

January 31,

  

As of

April 30,

  

As of

January 31,

  

Change

 

($ in thousands)

 

2018

  

2017

  

2017

  

Jan-18 vs.

Apr-17

  

Jan-18 vs.

Jan-17

 

Unearned subscription revenue (current and long-term liabilities)

 $24,112  $25,659  $24,239   -6.0%  -0.5%

Unearned subscription revenue as of January 31, 2018 is comparable to January 31, 2017 and is 6.0% below April 30, 2017. The decline from April 30, 2017, reflects both the timing of advertising for order generation and the fact that April 30th is the usual annual peak. A certain amount of variation is to be expected due to the volume of new orders and timing of renewal orders, direct mail campaigns and large Institutional Sales orders.

Investment periodicals and related publications revenues

Investment periodicals and related publications revenues of $22,257,000 decreased $490,000, or 2.2%, for the nine months ended January 31, 2018, as compared to the prior fiscal year. The Company continued its efforts to attract new subscribers through various marketing channels, primarily direct mail, e-mail, and by the efforts of our sales personnel. Total product line circulation at January 31, 2018 was 3.7% below total product line circulation at January 31, 2017. The Company has been successful in growing revenues from digitally-delivered investment periodicals within the institutional market. Institutional Sales generated total sales orders of $9,789,000 for the nine months ended January 31, 2018 which were 1.1%, above comparable total sales orders of $9,687,000 for the nine months ended January 31, 2017. Revenues from institutional subscribers increased 1.6% above the prior fiscal year. This revenue growth continues a positive trend for Institutional Sales, but is not sufficient to wholly offset the lost revenues from retail subscribers. We have also benefited from the ability to realize modest price increases as well as “converting” an increased volume of customers from lower cost retail to the more robust professional priced services. The retail telemarketing sales team generated total sales orders of $6,102,000 for the nine months ended January 31, 2018 which compares to $6,661,000 in the prior fiscal year.     

Print publication revenues of $10,405,000 decreased $196,000 or 1.8% for the nine months ended January 31, 2018 as compared to the prior fiscal year. Revenues from institutional print publications increased $146,000 or 8.6% while print publications revenues from retail subscribers decreased $342,000 or 3.8% for the nine months ended January 31, 2018, as compared to the prior fiscal year. Total print circulation at January 31, 2018 was 3.1% above total print circulation at January 31, 2017. Digital publications revenues of $11,852,000 during the nine months ended January 31, 2018 were $294,000 or 2.4% below the prior fiscal year. Revenues from institutional digital publications increased less than 1% as compared to the prior fiscal year. Digital publications revenues from retail subscribers decreased $315,000 or 9.5% as compared to the prior fiscal year. Total digital circulation at January 31, 2018 was 12.6% below total digital circulation at January 31, 2017.           


Value Line serves primarily individual and professional investors in stocks, who pay, primarily on annual subscription plans, for basic services or as much as $100,000 or more annually for comprehensive premium quality research, not obtainable elsewhere. The ongoing goal of adding new subscribers has led us to experiment with varying terms for our reliable, proprietary research including periods of intensive promotion of “starter” services and publications.

Copyright data fees

The Value Line proprietary Ranking System information (the “Ranking System”), a component of the Company’s flagship product, The Value Line Investment Survey, is also utilized in the Company’s copyright data business. The Ranking System is made available to EAM for specific uses without charge. The Ranking System is designed to be predictive over a six to twelve month period. For the six month period ended January 31, 2018, the combined Ranking System “Rank 1 & 2” stocks’ increase of 13.2% outperformed the Russell 2000 index’s increase of 10.5% during the comparable period. For the twelve month period ended January 31, 2018, the combined Ranking System “Rank 1 & 2” stocks’ increase of 16.0% outperformed the Russell 2000 index’s increase of 15.7% during the comparable period.

During the three and nine months ended January 31, 2018, copyright data fees of $1,703,000 and $4,740,000, respectively, were 44.4% and 54.3%, respectively, above the prior fiscal year. As of January 31, 2018, total third party sponsored assets were attributable to three contracts for copyright data representing $4.4 billion in various products, as compared to three contracts for copyright data representing $3.2 billion in assets at January 31, 2017.

The Company believes this part of the business is dependent upon the desire of third parties to use the Value Line trademarks and proprietary research for their products, on competition and on fluctuations in segments of the equity markets. Our quantitative specialists are seeking to develop and confirm reliable models for additional copyright data products.

Gain on sale of operating facility

On July 29, 2016, Value Line closed the sale of its 85,000 sq. ft. distribution, fulfillment and warehouse operating facility located at 125 East Union Avenue, East Rutherford, NJ, received net proceeds of $11,555,000 and reported an increment to net profits after tax during the first quarter of fiscal 2017 of approximately $5.2 million. The distribution, fulfillment and warehouse operations were relocated to an alternative 24,110 sq. ft. leased facility.

Investment management fees and services – (unconsolidated)

The Company has a substantial non-voting revenues and non-voting profits interests in EAM, the asset manager to the Value Line Mutual Funds. Accordingly, the Company does not report this operation as a separate business segment, although it maintains a significant interest in the cash flows generated by this business and will receive ongoing payments in respect of its non-voting revenues and non-voting profits interests.

Total assets in the Value Line Funds managed and/or distributed by EAM at January 31, 2018, were $2.6 billion, which is $300 million, or 13%, above total assets of $2.2 billion in the Value Line Funds managed and/or distributed by EAM at January 31, 2017. The increase reflects successful investment selection capturing market appreciation, offset by net redemptions in nine of the eleven Value Line Funds over the twelve month period ended January 31, 2018.


Shares of Value Line Strategic Asset Management Trust (“SAM”) and Value Line Centurion Fund (“Centurion”) are within certain variable annuity and variable life insurance contracts issued by The Guardian Insurance & Annuity Company, Inc. (“GIAC”); new contracts of this type are no longer sold.

Value Line Mutual Funds

  

As of January 31,

 

($ in millions)

 

2018

  

2017

  

Change

 

Variable annuity assets ("GIAC")

 $418  $419   -0.2%

All other open end equity and hybrid fund assets

  2,078   1,754   18.5%

Total equity and hybrid funds

  2,496   2,173   14.9%

Fixed income funds

  116   129   -10.1%

Total EAM managed net assets

 $2,612  $2,302   13.5%

The Daily Income Fund managed by Reich & Tang Asset Management LLC was liquidated on July 29, 2015. Since then the Value Line Fund shareholders have been provided a money market fund alternative investment managed by Federated Government Obligations Fund.

EAM has successfully broadened distribution, particularly within the Adviser/Independent Broker Dealer (“IBD”) channel. Assets in that channel are up $105 million or 17% year over year as a result of market appreciation. The channel accounts for approximately 61% of gross sales for the year.   Due to stronger gross annual sales than that of the prior year, the Advisor/IBD channel continues to be positive and the leading channel for net sales for the period. The marketing efforts have led to clients of over 4,000 financial advisers (individual reps or RIAs) owning a Value Line fund as of January 31, 2018. The largest distribution channel for the Value Line Funds remains the fund supermarket platforms such as Charles Schwab & Co., Inc., Fidelity, Pershing and E-Trade.

As of January 31, 2018, four of six Value Line equity and hybrid mutual funds, excluding SAM and Centurion, held an overall four or five star rating by Morningstar, Inc. As of January 31, 2018, three of the six equity and hybrid funds were in the top quintile of their respective peer groups for the one year period, and three of the six funds were in the top quintile for the three year period according to Morningstar.

Several of the Value Line Funds have received national recognition.  The Value Line Mid-Cap Focused Fund, the Value Line Small Cap Opportunities Fund and the Value Line Income and Growth Fund have been named “Category Kings” in The Wall Street Journal in multiple months in calendar 2017.

EAM Trust - Results of operations before distribution to interest holders

The overall results of EAM’s investment management operations during the nine months ended January 31, 2018, before interest holder distributions, included total investment management fees earned from the Value Line Funds of $12,096,000, 12b-1 fees and other fees of $4,844,000 and other income of $156,000 which included dividend, interest and licensing fees income. For the same period, total investment management fee waivers were $392,000 and 12b-1 fee waivers for four Value Line Funds were $583,000. During the nine months ended January 31, 2018, EAM's net income was $1,166,000 after giving effect to Value Line’s non-voting revenues interest of $6,074,000, but before distributions to voting profits interest holders and to the Company in respect of its 50% non-voting profits interest.


The overall results of EAM’s investment management operations during the nine months ended January 31, 2017, before interest holder distributions, included total investment management fees earned from the Value Line Funds of $10,991,000, 12b-1 fees and other fees of $4,357,000 and other income of $136,000 which includes, dividend, interest and licensing fees income. For the same period, total investment management fee waivers were $308,000 and 12b-1 fee waivers for four Value Line Funds were $700,000. During the nine months ended January 31, 2017, EAM's net income was $786,000 after giving effect to Value Line’s non-voting revenues interest of $5,389,000, but before distributions to voting profits interest holders and to the Company in respect of its 50% non-voting profits interest.

As of January 31, 2018, three of the Value Line Funds have all or a portion of the 12b-1 fees being waived, and one fund has partial investment management fee waivers in place. Although, under the terms of the EAM Declaration of Trust, the Company no longer receives or shares in the revenues from 12b-1 distribution fees, the Company could benefit from the fee waivers to the extent that the resulting reduction of expense ratios and enhancement of the performance of the Value Line Funds attracts new assets.

The Value Line equity and hybrid funds assets represent 79.6%, variable annuity funds issued by GIAC represent 16.0%, and fixed income fund assets represent 4.4%, respectively, of total fund assets under management (“AUM”) as of January 31, 2018. At January 31, 2018, equity, hybrid and GIAC variable annuities AUM increased by 14.9% and fixed income AUM decreased by 10.1% as compared to the prior fiscal year.

EAM - The Company’s non-voting revenues and non-voting profits interests

The Company holds non-voting revenues and non-voting profits interests in EAM which entitle the Company to receive from EAM an amount ranging from 41% to 55% of EAM's investment management fee revenues from its mutual fund and separate accounts business, and 50% of EAM’s net profits, not less than 90% of which is distributed in cash every fiscal quarter.

The Company recorded income from its non-voting revenues interest and its non-voting profits interest in EAM as follows:

  

Three Months Ended January 31,

  

Nine Months Ended January 31,

 

($ in thousands)

 

2018

  

2017

  

Change

  

2018

  

2017

  

Change

 

Non-voting revenues interest

 $2,057  $1,803   14.1% $6,074  $5,389   12.7%

Non-voting profits interest

  227   131   73.3%  583   393   48.3%
  $2,284  $1,934   18.1% $6,657  $5,782   15.1%

During the nine months ended January 31, 2018 and January 31, 2017, the Company recorded revenues of $6,657,000 and $5,782,000, respectively, consisting of $6,074,000 and $5,389,000, from its non-voting revenues interest in EAM and $583,000 and $393,000, from its non-voting profits interest in EAM without incurring any directly related expenses.


Operating expenses

  

Three Months Ended January 31,

  

Nine Months Ended January 31,

 

($ in thousands)

 

2018

  

2017

  

Change

  

2018

  

2017

  

Change

 

Advertising and promotion

 $1,096  $908   20.7% $2,718  $2,436   11.6%

Salaries and employee benefits

  4,739   4,621   2.6%  13,813   12,830   7.7%

Production and distribution

  1,524   2,134   -28.6%  4,322   6,958   -37.9%

Office and administration

  948   1,196   -20.7%  3,384   3,769   -10.2%

Total expenses

 $8,307  $8,859   -6.2% $24,237  $25,993   -6.8%

Expenses within the Company are categorized into advertising and promotion, salaries and benefits, production and distribution, office and administration.

Operating expenses of $24,237,000 for the nine months ended January 31, 2018 decreased $1,756,000, or 6.8%, as compared to the nine months ended January 31, 2017 primarily due to a $2,913,000 decrease in depreciation and amortization expense partially offset by a $282,000 increase in advertising expenses and a $983,000 increase in salaries and employee benefits in fiscal 2018. During the three months ended January 31, 2018 operating expenses of $8,307,000 decreased $552,000, or 6.2%, as compared to the three months ended January 31, 2017 primarily due to a $619,000 decrease in depreciation and amortization expense partially offset by a $188,000 increase in advertising expenses and a $118,000 increase in salaries and employee benefits during the third quarter of fiscal 2018 as compared to the third quarter of the prior fiscal year.

Advertising and promotion

During the three and nine months ended January 31, 2018, advertising and promotion expenses of $1,096,000 and $2,718,000, respectively, increased $188,000 and $282,000, respectively, as compared to the prior fiscal year primarily due to an increase in media advertising expense. Direct marketing expenses of $889,000 during the nine months ended January 31, 2018 increased $170,000 as compared to the prior fiscal year due to the increases in expenses for TheValue Line Investment Survey and The Value Line Special Situations in fiscal 2018

Salaries and employee benefits

During the three and nine months ended January 31, 2018 salaries and employee benefits of $4,739,000 and $13,813,000, respectively, increased $118,000 and $983,000, respectively, above those of the prior fiscal year’s which included the effect of a decrease of $215,000 in the capitalization of internal salaries and benefits expenses for digital project development during the nine months ended January 31, 2018, as compared to the prior fiscal year.  The remaining increases in salaries and employee benefits, primarily in the Information Technology department (“IT”) related to the Company’s digital infrastructure and production processes, and Research and Quantitative Research departments. 


Production and distribution

During the three and nine months ended January 31, 2018 production and distribution expenses of $1,524,000 and $4,322,000, respectively, decreased $610,000 and $2,636,000, respectively, as compared to the prior fiscal year. During the nine months ended January 31, 2018 a decrease of $2,945,000 was attributable to a decline in amortization of internally developed software costs related to digital security and product production software. During the nine months ended January 31, 2018 the decrease in production costs was partially offset by a $280,000 increase in production support of the Company’s website, maintenance of the Company’s publishing and application software and operating systems and web “framework”.

Office and administration

During the three and nine months ended January 31, 2018 office and administration expenses of $948,000 and $3,384,000, respectively, decreased $248,000 and $385,000, respectively, as compared to the prior fiscal year. During the nine months ended January 31, 2018 a decrease in office and administration expenses was primarily as a result of a $321,000 decrease in the cost of space rental due to lower rent payments resulting from the sub-lease agreement with ABM Industries, Incorporated (“ABM” or the “Sublandlord”). In accordance with GAAP, we allocated the benefit of the free rent period and other concessions over the term of our new NYC sublease, commenced on December 1, 2016. In fact, however, the Company did not pay cash rent for the new New York City office facility from December 2016 through October 2017. Additional decreases include $109,000 savings in real estate taxes due to the relocation of VLDC operations to a new leased NJ facility upon the sale of the operating facility in July 2016 and relocation of the NYC office to a new smaller facility at 551 Fifth Ave., NY in February 2017.

Concentration

During the nine months ended January 31, 2018, 17% of total publishing revenues of $26,997,000 were derived from a single customer.

Income from Securities Transactions, net

During the three months ended January 31, 2018 and January 31, 2017 the Company’s income from securities transactions, net, primarily derived from dividend income, was $258,000 and $132,000, respectively. During the nine months ended January 31, 2018 and January 31, 2017 the Company’s income from securities transactions, net, primarily derived from dividend income, was $445,000 and $226,000, respectively. There were no sales, or gains or losses from sales of equity securities during the nine months ended January 31, 2018. Proceeds from maturities and sales of government debt securities classified as available-for-sale during the nine months ended January 31, 2018 were $1,634,000. Proceeds from equity securities classified as available-for-sale were $152,000 and $14,000 during the nine months ended January 31, 2018 and January 31, 2017, respectively. There were no sales or proceeds from sales of government debt securities in fiscal 2017. In fiscal 2018 income from securities transactions, net, included capital gain distribution from ETFs of $152,000 which compares to capital gain distribution from ETFs of $39,000 in fiscal 2017.

Lease Commitments

In February 2017 the Company's headquarters and offices moved to a new location. On November 30, 2016, Value Line, Inc., received consent from the landlord at 551 Fifth Avenue, New York, NY to the terms of a new sublease agreement between Value Line, Inc. and ABM Industries, Incorporated commencing on December 1, 2016. Pursuant to the agreement Value Line leased from ABM 24,726 square feet of office space located on the second and third floors at 551 Fifth Avenue, New York, NY (“Building” or “Premises”) beginning on December 1, 2016 and ending on November 29, 2027. Base rent under the sublease agreement is $1,126,000 per annum during the first year with an annual increase in base rent of 2.25% scheduled for each subsequent year, payable in equal monthly installments on the first day of each month, subject to customary concessions in the Company’s favor and pass-through of certain increases in utility costs and real estate taxes over the base year. The Company provided a security deposit represented by a letter of credit in the amount of $469,000 in October 2016, which is scheduled to be reduced to $305,000 on September 30, 2021 and fully refunded after the sublease ends. This Building became the Company’s new corporate office facility. The Company is required to pay for certain operating expenses associated with the Premises as well as utilities supplied to the Premises. The sublease terms provide for a significant decrease (23% initially) in the Company’s annual rental expenditure taking into account free rent for the first six months of the sublease. Sublandlord provided Value Line a work allowance of $417,000 which accompanied with the six months free rent worth $563,000 was applied against the Company’s obligation to pay rent at our NYC headquarters, delaying the actual rent payments until November 2017.


On February 29, 2016, the Company’s subsidiary Value Line Distribution Center (“VLDC”) and Seagis Property Group LP (the “Landlord”) entered into a lease agreement, pursuant to which VLDC has leased 24,110 square feet of warehouse and appurtenant office space located at 205 Chubb Ave., Lyndhurst, NJ (“Warehouse”) beginning on May 1, 2016 and ending on April 30, 2024 (“Lease”). Base rent under the Lease is $192,880 per annum payable in equal monthly installments on the first day of each month, in advance during fiscal 2017 and will gradually increase to $237,218 in fiscal 2024, subject to customary increases based on operating costs and real estate taxes. The Company provided a security deposit in cash in the amount of $32,146, which will be fully refunded after the lease term expires. The lease is a net lease requiring the Company to pay for certain operating expenses associated with the Warehouse as well as utilities supplied to the Warehouse.

Effective income tax rate

The overall effective income tax rates, as a percentage of pre-tax ordinary income for the nine months ended January 31, 2018 and January 31, 2017 were (34.69%) and 33.48%, respectively. The aforementioned reduction in the income tax rate results in a tax benefit of 65.87% of pre-tax income for the nine months ended January 31, 2018, primarily attributable to the effect on the long-term deferred tax liability.  The Company re-calculated its net deferred tax assets and liabilities using the Federal Tax Rate under the Tax Act.  The effect of the re-calculation is reflected entirely in the third quarter ended January 31, 2018 (the period that includes the enactment date) and is allocated directly to both current and deferred income tax expenses from continuing operations.  The Company's annualized overall effective tax rate fluctuates due to a number of factors, in addition to the new tax law, including but not limited to an increase or decrease in the ratio of items that do not have tax consequences to pre-tax income, the Company's geographic profit mix between tax jurisdictions, taxation method adopted by each locality, new interpretations of existing tax laws and rulings and settlements with tax authorities.  

Liquidity and Capital Resources

The Company had working capital, defined as current assets less current liabilities, of $2,008,000 as of January 31, 2018 and working capital of $1,200,000 as of April 30, 2017. These amounts include short term unearned revenue of $18,361,000 and $20,188,000 reflected in total current liabilities at January 31, 2018 and April 30, 2017, respectively. Cash and short term securities were $22,622,000 and $23,133,000 as of January 31, 2018 and April 30, 2017, respectively.

The Company’s cash and cash equivalents include $3,716,000 and $6,066,000 at January 31, 2018 and April 30, 2017, respectively, invested primarily in Money Market Funds at brokers, which operate under Rule 2a-7 of the 1940 Securities and Exchange Act and invest primarily in short term U.S. government securities.

Cash from operating activities

The Company had cash outflows from operating activities of $2,232,000 during the nine months ended January 31, 2018 compared to cash outflows from operations of $5,241,000 during the nine months ended January 31, 2017.  The decrease in cash outflows from fiscal 2017 to fiscal 2018 was primarily attributable to the payment of federal state and local income taxes on the sale of the Company’s operating facility in fiscal 2017, partially offset by the timing of receipts from accounts receivable, payments of invoices to relocate the Company’s operating facilities and the timing of prepaid expenses. 

Cash from investing activities

The Company’s cash inflows from investing activities of $5,327,000 during the nine months ended January 31, 2018, compared to cash inflows from investing activities of $4,293,000 for the nine months ended January 31, 2017. During fiscal 2018, the Company continued to invest in fixed income securities. During the nine months ended January 31, 2017, the Company invested $11,089,000 in fixed income and equity securities from the net proceeds of $11,555,000 received from sale of the Company’s operating facility and invested $469,000 in a bank money market fund and pledged this investment to represent cash securing a Bank Letter of Credit issued to the sublandlord as a security deposit for the Company's new leased corporate office facility.


Cash from financing activities

During the nine months ended January 31, 2018, the Company’s cash outflows from financing activities were $5,434,000 and compared to cash outflows from financing activities of $5,646,000 for the nine months ended January 31, 2017. Cash outflows for financing activities included $191,000 and $681,000 for the repurchase of 11,150 and 41,461 shares of the Company’s common stock under the September 19, 2012 board approved common stock repurchase program, during fiscal years 2018 and 2017, respectively. Quarterly dividend payments of $0.18 per share during the nine months ended January 31, 2018 aggregated $5,243,000 as compared to $4,965,000 aggregated quarterly dividend payments of $0.17 per share during the nine months ended January 31, 2017.

On January 19, 2018, the Board of Directors of Value Line declared a quarterly dividend of $0.18 per share and a special dividend of $0.20 per share. At January 31, 2018 there were 9,700,515 common shares outstanding as compared to 9,715,128 common shares outstanding at January 31, 2017. The Company expects financing activities to continue to include use of cash for dividend payments and common share repurchases for the foreseeable future.    

Management believes that the Company’s cash and other liquid asset resources used in its business together with the future cash flows from operations and from the Company’s non-voting revenues and non-voting profits interests in EAM will be sufficient to finance current and forecasted liquidity needs for the next twelve months. Management does not anticipate making any borrowings during the next twelve months. As of January 31, 2018, retained earnings and liquid assets were $45,288,000 and $22,622,000, respectively.

Seasonality

Our publishing revenues are comprised of subscriptions which are generally annual subscriptions, paid in advance. Our cash flows from operating activities are minimally seasonal in nature, primarily due to the timing of customer payments made for orders and subscription renewals.

Off-balance sheet arrangements

We are not a party to any off-balance sheet arrangements, other than operating leases entered into in the ordinary course of business.

Recent Accounting Pronouncements

In November 2015, the FASB issued ASU 2015-17, Income taxes (Topic 740): Balance Sheet Classification of Deferred Taxes. Under existing standards, deferred taxes for each tax-paying jurisdiction are presented as a net current asset or liability and net long-term asset or liability. To simplify presentation, the new guidance will require that all deferred tax assets and liabilities, along with related valuation allowances, be classified as long-term on the balance sheet. As a result, each tax-paying jurisdiction will now only have one net long-term asset or liability. The new guidance does not change the existing requirement that prohibits offsetting deferred tax liabilities from one jurisdiction against deferred tax assets of another jurisdiction. ASU 2015-17 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2016, which will be our fiscal year 2018 beginning May 1, 2017. Due to the full valuation allowance on our U.S. deferred tax assets, we do not expect the adoption of ASU 2015-17 to have a material impact on our consolidated financial statements and related disclosures.

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) (“ASU 2016-02").  The core principle of Topic 842 requires that a lessee should recognize the assets and liabilities on the balance sheet and disclose key information about leasing arrangements.  The amendments in ASU 2016-2 are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years.  The guidance is required to be adopted at the earliest period presented using a modified retrospective approach.  The Company is in the process of evaluating the impact of this standard on the consolidated financial statements.

In August, 2016, the FASB issued Accounting Standards Update No. 2016-15, Classification of Certain Cash Receipts and Cash Payments ( a consensus of the Emerging Issues Task Force) ( “ASU 2016-15”). The amendments in ASU 2016-15 address eight specific cash flow issues and apply to all entities that are required to present a statement of cash flows under ASC Topic 230, Statement of Cash Flows. The amendments in ASU 2016-15 are effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, including adoption during an interim period. The Company is in the process of evaluating the impact of this standard on the consolidated financial statements.

In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606)”, which requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which it expects to be entitled in exchange for those goods or services. In addition, ASU No. 2014-09 requires disclosures of the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. ASU No. 2014-09 supersedes most existing U.S. GAAP revenue recognition principles, and it permits the use of either the retrospective or cumulative effect transition method. ASU No. 2014-09 is effective for annual reporting periods beginning after December 15, 2017, including interim periods within those annual periods.  The Company is evaluating the effect that ASU No. 2014-09 will have on its consolidated condensed financial statements and related disclosures, as well as the expected method of adoption. The Company plans to adopt ASU No. 2014-09 in the first quarter of fiscal 2019, and does not believe it will have a material impact on its consolidated condensed financial statements and related disclosures.

Critical Accounting Estimates and Policies

The Company prepares its Consolidated Condensed Financial Statements in accordance with accepted accounting principles as in effect in the United States (U.S. “GAAP”). The preparation of these financial statements requires the Company to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses. The Company bases its estimates on historical experience and on various other assumptions that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent, and the Company evaluates its estimates on an ongoing basis. Actual results may differ from these estimates under different assumptions or conditions. The Company believes the following critical accounting policies reflect the significant judgments and estimates used in the preparation of its Consolidated Condensed Financial Statements.


 

Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

 

Market Risk Disclosures

 

The Company’sCompany’s Consolidated Condensed Balance Sheet includes a substantial amount of assets whose fair values are subject to market risks. The Company’s market risks are primarily associated with interest rates and equity price risk. The following sections address the significant market risks associated with the Company’s investment activities.

Interest Rate Risk

 

The Company’s strategy has been to acquire debt securities with low credit risk. Despite this strategy management recognizes and accepts the possibility that losses may occur. To limit the price fluctuation in these securities from interest rate changes, the Company’s management invests primarily in short-term obligations maturing within one year.

 

The fair values of the Company’sCompany’s fixed maturity investments will fluctuate in response to changes in market interest rates. Increases and decreases in prevailing interest rates generally translate into decreases and increases in fair values of those instruments. Additionally, fair values of interest rate sensitive instruments may be affected by prepayment options, relative values of alternative investments, and other general market conditions.

 

Fixed income securities consist of certificates of deposits and securitiessecurities issued by federal, state and local governments within the United States. As of January 31, 2018 and April 30, 20172022 the aggregate cost and fair value of fixed income securities classified as available-for-sale were $8,486,000$598,000 and $7,484,000, respectively,$597,000, respectively. As of April 30, 2021 the aggregate cost and fair value was $8,478,000of fixed income securities classified as available-for-sale were $2,596,000 and $7,479,000,$2,600,000, respectively.

 

The following table summarizes the estimated effects of hypothetical increases and decreases in interest rates on assets that are subject to interest rate risk. It is assumed that the changes occur immediately and uniformly to each category of instrument containing interest rate risks. The hypothetical changes in market interest rates do not reflect what could be deemed best or worst case scenarios. Variations in market interest rates could produce significant changes in the timing of repayments due to prepayment options available. For these reasons, actual results might differ from those reflected in the table.

 

Fixed Income Securities

 

     

Estimated Fair Value after

Hypothetical Change in Interest Rates

  Estimated Fair Value after 
   (in thousands)  Hypothetical Change in Interest Rates 
                     (in thousands) 
     

(bp = basis points)

  (bp = basis points) 
                     
     

6 mos.

  

6 mos.

  

1 yr.

  

1 yr.

    

1 year

 

1 year

 

1 year

 

1 year

 
            
 

Fair

  

50bp

  

50bp

  

100bp

  

100bp

  

Fair

 

50 bp

 

50 bp

 

100 bp

 

100 bp

 
 

Value

  

increase

  

decrease

  

increase

  

decrease

  

Value

  

increase

  

decrease

  

increase

  

decrease

 
                     
                    

As of January 31, 2018

                    

As of January 31, 2022

 

Investments in securities with fixed maturities

 $8,478  $8,550  $8,548  $8,673  $8,583  $597  n/a  n/a  n/a  n/a 
                     

As of April 30, 2017

                    

As of April 30, 2021

 

Investments in securities with fixed maturities

 $7,479  $7,473  $7,504  $7,473  $7,500  $2,600  n/a  n/a  n/a  n/a 

 

Management regularly monitors the maturity structure of the Company’sCompany’s investments in debt securities in order to maintain an acceptable price risk associated with changes in interest rates.

 


30

 

Equity Price Risk

 

The carrying values of investments subject to equity price risks are based on quoted market prices as of the balance sheet dates. Market prices are subject to fluctuation and, consequently, the amount realized in the subsequent sale of an investment may significantly differ from the reported market value. Fluctuation in the market price of a security may result from perceived changes in the underlying economic characteristics of the issuer, the relative price of alternative investments and general market conditions. Furthermore, amounts realized in the sale of a particular security may be affected by the relative quantity of the security being sold.

 

The Company’s equity investment strategy has been to acquire equity securities across a diversediversity of industry group.groups. The portfolio consists of ETFs held for dividend yield that attempt to replicate the performance of certain equity indexes and ETFs that hold preferred shares primarily of ETFs and select common stock holdings of blue chip companies with a concentration on large capitalization companies with high relative dividend yields.financial institutions. In order to maintain liquidity in these securities, the Company’s policy has been to invest in and hold in its portfolio, no more than 5% of the approximate average daily trading volume in any one issue. Additionally, the Company may purchase and hold non-leveraged ETFs whose performance inversely corresponds to the market value changes of investments in other ETF securities held in the equity portfolio for dividend yield.

 

As of January 31, 20182022 and April 30, 2017,2021, the aggregate cost of the equity securities, classified as available-for-sale, which consist of investments in the SPDR Series Trust S&P Dividend ETF (SDY), First Trust Value Line Dividend Index ETF (FVD), PowerSharesInvesco Financial Preferred ETF (PGF), Select Utilities Select Sector SPDR ETF (XLU), First Trust Value Line 100 ETF (FVL) and ProsharesProShares Trust S&P 500 Dividend Aristocrats ETF (NOBL), iShares Preferred & Income Securities ETF (PFF), and other Exchange Traded Funds and common stock equity securities was $8,385,000a combined total $22,746,000 and $19,105,000, respectively, and the fair value was $9,926,000$27,316,000 and $9,097,000,$23,582,000, respectively.

 

Equity Securities

       

 

Estimated Fair

Value after

  

 

Hypothetical

Percentage

       

Estimated Fair

Value after

 

Hypothetical

Percentage

 
     

 

Hypothetical

 

Hypothetical

  

Increase

(Decrease) in

     

Hypothetical

 

Hypothetical

 

Increase (Decrease) in

 

($ in thousands)

  

Fair Value

 

Price Change

 

Change in Prices

  

Shareholders

Equity

   

Fair Value

 

Price Change

 

Change in Prices

 

Shareholders’ Equity

 

As of January 31, 2018

Equity Securities and ETFs held for dividend yield

 $9,926 

30% increase

 $12,904   4.39%

As of January 31, 2022

Equity Securities and ETFs held for dividend yield

 $27,316 

30% increase

 $35,512  7.64%
     

30% decrease

 $6,948   -4.39%    

30% decrease

 $19,122  -7.64%

 


 

 

Equity Securities

       

 

Estimated Fair

Value after

  

 

Hypothetical

Percentage

 
      

 

Hypothetical

 

Hypothetical

  

Increase

(Decrease) in

 

($ in thousands)

  

Fair Value

 

Price Change

 

Change in Prices

  

Shareholders

Equity

 

As of April 30, 2017

Equity Securities and ETFs held for dividend yield

 $9,097 

30% increase

 $11,826   4.69%
      

30% decrease

 $6,368   -4.69%

Equity Securities

       

Estimated Fair

Value after

  

Hypothetical

Percentage

 
      

Hypothetical

 

Hypothetical

  

Increase (Decrease) in

 

($ in thousands)

  

Fair Value

 

Price Change

 

Change in Prices

  

Shareholders’ Equity

 

As of April 30, 2021

Equity Securities and ETFs held for dividend yield

 $23,582 

30% increase

 $30,657   7.81%
      

30% decrease

 $16,507   -7.81%

 


 


31

 

Item 4. CONTROLS AND PROCEDURES

 

 

(a)

The Company maintains disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) that are designed to ensure that information required to be disclosed in the Company’s reports filed with the SEC is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to the Company’s management, including its Principal Executive Officer and Principal Financial Officer, as appropriate, to allow timely decisions regarding disclosure.

 

The Company’sCompany’s management has evaluated, with the participation of the Company’s Principal Executive Officer and Principal Financial Officer, the effectiveness of the Company’s disclosure controls and procedures, (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) as of the end of the period covered by this report. Based on that evaluation, the Principal Executive Officer and Principal Financial Officer have concluded that the Company’s disclosure controls and procedures were effective as of the end of the period covered by this report.

 

 

(b)

The registrant’s Principal Executive Officer and Principal Financial Officer have determined that there have been no changes in the registrant’s internal control over financial reporting that occurred during the registrant’s last fiscal quarter that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting that occurred during the registrant’s last fiscal quarter that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

 

Part II – OTHER INFORMATION

 

 

Item 1. Legal Proceedings

 

None.

 

Item 1A. Risk Factors

 

ThereIn Part II, Item 1A of this Quarterly Report on Form 10-Q for the period ended January 31, 2022 new risk factors have been no material changesadded to the risk factors disclosed in Item 1A - Risk Factors in the Company’sCompany's Annual Report on Form 10-K for the year ended April 30, 20172021 filed with the SEC on July 26, 2017.29, 2021. The new risk factors reflect management's continuing analysis of developments in the Company's business environment, rather than any specific event or particular issue.

 


32

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

 

(a)

(c) Purchases of Equity Securities by the Company

 

The following table provides information with respect to all repurchases of common stock made by or on behalf of the Company during the fiscal quarter ended January 31, 2018.2022. All purchases listed below were made in the open market at prevailing market prices.

 

  

ISSUER PURCHASES OF EQUITY SECURITIES

 
  

(a) Total Number of

Shares (or Units)

Purchased

  

(b) Average Price

Paid per Share (or

Unit)

  

(c) Total Number of

Shares (or Units)

Purchased as Part of

Publicly Announced

Plans or Programs

  

(d) Maximum Number

(or Approximate Dollar

Value) of Shares (or

Units) that May Yet Be

Purchased Under the

Plans or Programs

 

November 1 - 30, 2017

  2,285  $18   2,285  $418,000 
                 

December 1 - 31, 2017

  -   -   -   418,000 
                 

January 1 - 31, 2018

  -   -   -   418,000 

Total

  2,285  $18   2,285  $418,000 

  ISSUER PURCHASES OF EQUITY SECURITIES 
  

(a) Total Number of

Shares (or Units)

Purchased

  

(b) Average Price

Paid per Share (or

Unit)

  

(c) Total Number of

Shares (or Units)

Purchased as Part of

Publicly Announced

Plans or Programs

  

(d) Maximum Number

(or Approximate Dollar

Value) of Shares (or

Units) that May Yet Be

Purchased Under the

Plans or Programs

 
                 

November 1 - 30, 2021

  6,074  $41.54   6,074  $1,394,000 
                 

December 1 - 31, 2021

  3,944   41.88   3,944   1,229,000 
                 

January 1 - 31, 2022

  7,400   52.35   7,400   841,000 

Total

  17,418  $46.21   17,418  $841,000 
                 
March 14, 2022             $2,000,000 

 

All shares represent shareswere repurchased pursuant to authorization of the Board ofof Directors.

On September 19, 2012,July 16, 2021, the Company’sCompany's Board of Directors authorizedapproved a share repurchase program authorizing the repurchase of shares of the Company’s common stock at such times and prices as management determined to be advisable, up to an aggregate purchase price of $3,000,000.$2,000,000. On March 14, 2022, the Board reviewed the program and approved a refreshed authorization again in the maximum amount of $2,000,000. The repurchases may be made from time to time on the open market at prevailing market prices, in negotiated transactions off the market, in block purchases or otherwise. The repurchase program may be suspended or discontinued at any time at the Company’s discretion and has no set expiration date.

Item 4. Mine Safety Disclosures

Not applicable.

 

Item 5. Other Information

 

None.

 


33

 

Item 6. Exhibits

 

31.1

Certificate of Principal Executive Officer Required Under Section 302 of the Sarbanes-Oxley Act of 2002.

31.2

Certificate of Principal Financial Officer Required Under Section 302 of the Sarbanes-Oxley Act of 2002.

32.1

Joint Principal Executive Officer/Principal Financial Officer Certificate Required Under Section 906 of the Sarbanes-Oxley Act of 2002.

101.INS

101.SCH

101.CAL

101.DEF

101.LAB

101.PRE

Inline XBRL Instance Document

 

101.SCH

Inline XBRL Taxonomy Extension Schema Document

 

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase Document

 

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase Document

 

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase Document

 

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase Document

104

The cover page of this Quarterly Report on Form 10-Q, formatted in inline XBRL (including Exhibit 101).

 


34

 

VALUE LINE, INC.

 

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 thereunto duly authorized.

 

 

 

Value Line, Inc.

(Registrant)

 

 

 

By:

/s/

  /s/ Howard A. Brecher

 

Howard A. Brecher

 

Chief Executive Officer

 

(Principal Executive Officer)

 
    
    
    
 

By:

  /s/ Stephen R. Anastasio

 
 

Stephen R. Anastasio

 
 By:

/s/ Stephen R. Anastasio

Vice President & Treasurer

 
 

Stephen R. Anastasio

(Principal Financial Officer)

 
Vice President & Treasurer
(Principal Financial Officer)

 

 

 

Date: March 14, 201816, 2022

 

38

35