October 28, 2004

LookSmart Reports Third Quarter Results Ahead of Prior Guidance; Narrows Adjusted Net Loss Forecast for 2004

SAN FRANCISCO, Oct 28, 2004 /PRNewswire-FirstCall via COMTEX/ -- LookSmart (Nasdaq: LOOK; ASX: LOK), a leader in Internet search, today announced financial results for the third quarter ended September 30, 2004.

     3Q04 Financial Summary
     (In millions)
                                    3Q04 Actual   3Q04 Prior Guidance
     Revenue                          $17.5          $16.0 - 17.0
     GAAP Net Income                   $0.0          N/A
     Adjusted Net Income/( Loss)       $0.0         ($3.0 - 4.0)
     Cash & investments               $65.6          >$60.0

"LookSmart again exceeded guidance and analysts' expectations in the third quarter, most notably on the bottom-line, which is a testament to the strength of the Company's execution and discipline in delivering on its business objectives," stated Chief Executive Officer David Hills. "We continued to selectively expand and diversify our distribution partner network with the addition of eight new high quality traffic sources and continued to lay the foundations to support our strategic initiatives to drive proprietary traffic and paid listings growth. These include launching our first version of the family friendly Net Nanny software, the acquisition of Furl.net for differentiated online archiving functionality, and solid growth within our FindArticles offering. LookSmart has made a remarkable transition in the last nine months, setting the stage for a return to long-term profitability."

Financial Highlights

Revenue: LookSmart reported total revenue of $17.5 million for the third quarter of 2004, which is ahead of its prior guidance of $16.0 to $17.0 million and includes no material revenue from MSN or discontinued international operations, as anticipated. This represents a slight increase compared to core business revenue (excluding MSN and discontinued international operations) of $17.4 million in the second quarter of 2004 and an 82% increase from $9.6 million in the third quarter of 2003. For the nine months ended September 30, 2004, revenue from LookSmart's core business was $51.1 million, up 77% from $28.9 million in the same period of 2003.

Key Operating Metrics: Total paid clicks from LookSmart's core business of 103 million during the third quarter reflect typical seasonality and compare to 105 million in the preceding quarter. Average revenue per click was $0.17, up from $0.16 in the preceding quarter.

Distribution: The Company continued to grow its distribution network, adding eight new partners during the third quarter.

Cost of Revenue: Traffic acquisition costs of 47% in the third quarter were below the Company's guidance of 53% to 55%. The improvement in traffic acquisition costs was due to two factors: first, a one-time benefit relating to traffic sourced from international users, which is not expected to recur in future periods. The second factor, which is expected to be ongoing, was due to rigorous internal efforts to optimize traffic acquisition costs. Without the one-time benefit, third quarter traffic acquisition costs would have been 49%.

Operating Expenses: Total operating expenses exclude those related to LookSmart's discontinued operations, which are included in the separate line item "Gain from Discontinued Operations." Total operating expenses in the third quarter were $8.6 million, which included restructuring charges of $0.1 million. This compares to total operating expenses of $10.5 million in the second quarter of 2004, which included restructuring charges of $0.4 million.

Income/Loss from Continuing Operations: The loss from continuing operations for the third quarter, which includes the one-time benefit related to reduced traffic acquisition costs as previously mentioned, was $0.5 million, or effectively breakeven on a per share basis. Without this one time benefit, the loss from continuing operations would have been $1.0 million, or $0.01 per share. This compares to a loss from continuing operations in the preceding quarter of $2.3 million, or $0.02 per share, and to net income from continuing operations in the third quarter of 2003 of $2.1 million, or $0.02 per share.

Gain from Discontinued Operations: The gain from discontinued operations in the third quarter of 2004 was $0.6 million, which resulted from expenses related to the closure of the international businesses and the disposition and write-down of certain international assets, offset by reductions of estimated liabilities.

GAAP Net Income: GAAP net income for the third quarter of 2004, which reflects non-recurring gains from below normal traffic acquisition costs and the gain from discontinued operations, was $15,000, or effectively breakeven on a per diluted share basis. GAAP net income includes a charge of $0.1 million related to restructuring charges and a benefit of $41,000 due to stock compensation from variable stock options. This compares to GAAP net loss in the preceding quarter of $1.2 million, or $0.01 per share, which included a gain from discontinued international operations of $1.0 million, a charge of $0.4 million related to restructuring charges and a benefit of $9,000 due to stock compensation from variable stock options; and to GAAP net income in the third quarter of 2003 of $1.9 million, or $0.02 per diluted share, which included a $1.5 million charge due to stock compensation from variable stock options and a loss from discontinued international operations of $0.2 million.

GAAP net income for the third quarter of 2004 includes $2.1 million of depreciation and amortization, compared to $2.0 million each in the second quarter of 2004 and the third quarter of 2003.

Adjusted Net Income/Loss: Adjusted net income/loss is equal to GAAP net income/loss excluding compensation expense from variable stock options. For the third quarter of 2004, adjusted net loss was $26,000, or effectively break-even on a per share basis, which excludes a benefit of $41,000 of stock compensation from variable stock options. Adjusted net income is ahead of the Company's guidance for net loss of $3.0 to $4.0 million, and compares to adjusted net loss of $1.2 million, or $0.01 per share, in the preceding quarter, which excluded a benefit of $9,000 of stock compensation from variable stock options and included a restructuring charge of $0.4 million; and adjusted net income of $3.4 million, or $0.03 per diluted share, in the year-ago period, which excluded a charge of $1.5 million of stock compensation from variable stock options.

Notes Regarding Adjusted Net Income/Loss:

Adjusted net income/loss is not in accordance with, or an alternative to, GAAP financial measures and may be different from pro forma measures used by other companies. The Company has provided a clear reconciliation between GAAP net income/loss and adjusted net income/loss and has presented the information previously reported together with the financial statements attached to this earnings release. The Company does not provide certain guidance on a GAAP basis because information relating to the variable accounting for repriced stock options is not accessible on a forward-looking basis and its probable significance is not determinable.

Cash: Total cash and investments were $65.6 million at September 30, 2004, which consists of $54.3 million in cash and short-term investments and $11.3 million in longer-term securities, and compares to total cash and short- term investments of $67.2 million at June 30, 2004. The Company invested in slightly longer-term securities during the quarter, which significantly improved its returns.

Financial Outlook

For the fourth quarter ending December 31, 2004, revenues are expected to increase to $18.0 million to $20.0 million.

Traffic acquisition costs for the fourth quarter are expected to be within the range of 51% and 53%. In addition, the Company anticipates quarterly operating expenses of $9.0 to $9.5 million and expects a narrower adjusted net loss of less than $1.0 million for the quarter.

Based on this outlook, LookSmart expects to report 2004 revenue from continuing operations of $78.5 to $80.5 million, excluding $6.0 million for discontinued international operations. The Company also anticipates a narrower loss for fiscal 2004 than previously forecast with adjusted net loss of less than $9.4 million, including restructuring charges of approximately $4.2 million.

LookSmart expects to maintain its strong balance sheet and to report total cash and investments of more than $60.0 million at the end of the year.

Use of Non-GAAP Financial Information

Management believes that Adjusted Net Income/Loss is an appropriate measure of evaluating our operating performance because by excluding the impact of variable stock compensation, which we believe is not indicative of our core operating results, readers of the financial statements are provided with a valuable insight into our operating results. Non-GAAP financial measures should be considered in addition to, and not as a substitute for or superior to, cash flow from operations, net income, or other measures of financial performance prepared in accordance with generally accepted accounting principles.

Conference Call

LookSmart will host a conference call today at 6:00 p.m. ET (8:00 a.m. Australian ET, October 29, 2004) to discuss its financial results. To listen to the call from the U.S., dial 1-800-257-7063; from Australia, dial 1-800-730-220. The call will also be available live by webcast on LookSmart's Investor Relations Web site at http://www.shareholder.com/looksmart/ .

About LookSmart

LookSmart is a leader in commercial search services and a developer of innovative web search solutions. The Company provides consumers with relevant search results through a distribution network that includes Lycos, CNET, InfoSpace (Excite, MetaCrawler, Webcrawler), Cox Interactive, Apple's Sherlock, U.C. Berkeley and LookSmart.com, while delivering high performance sales leads at a reasonable price to online businesses. LookSmart is based in San Francisco, California. For more information, visit www.looksmart.com.

Forward-Looking Statements

This press release contains forward-looking statements, such as references to our projected revenue, losses, Adjusted Net Losses, cash balances, traffic acquisition costs, operating expenses, restructuring implementation and costs, revenue from international operations, cash flow, other financial results, maintenance and growth of our distribution network, projected traffic growth, quality of traffic, acceptance of pricing models by advertisers, cost reductions, industry projections or other characterizations of future events or circumstances. These statements, including their underlying assumptions, are subject to risks and uncertainties and are not guarantees of future performance. Results may differ due to various factors such as the possibility that we may fail to preserve our expertise in search product development, that we may incur unexpected costs in our restructuring or in the wind down of our international operations, that potential distribution partners may opt to work with our competitors because our competitors offer different products or pricing terms, that our competitors may offer products at prices more favorable than we are able to offer, that we may fail to integrate the Net Nanny business and technology into our existing business in a timely or cost-effective manner, that the Net Nanny business may fail to provide significant gains in proprietary traffic, that changes in the distribution network composition may lead to decreases in traffic, that changes in the distribution network may lead to lesser quality traffic, that our customers or distribution partners may decide to modify or terminate their relationships with us because of decreased traffic quality or other reasons, that we may fail to achieve our customer growth rate and paid click projections because of unexpected changes in customer or user behavior or changes in our distribution network, that we will not restructure our business in a timely or cost-effective manner, or that we may have unexpected increases in other costs and expenses. In addition, you should read the risk factors detailed in our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other documents filed with the Securities and Exchange Commission.

The statements presented in this press release speak only as of the date of the release. Please note that we undertake no obligation to revise or update publicly any forward-looking statements for any reason.

NOTE: "LookSmart" is a trademark of LookSmart, Ltd., and/or its subsidiaries in the U.S. and other countries. All other trademarks mentioned are the property of their respective owners.

    Investor Contacts:
     Alex Wellins or Jennifer Jarman
     The Blueshirt Group
     415-217-7722
     alex@blueshirtgroup.com;
     jennifer@blueshirtgroup.com


                                 LOOKSMART, LTD.
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                     (In thousands, except per share amounts)

                                        Three Months Ended   Nine Months Ended
                                              September 30     September 30
                                             2004     2003     2004     2003

    Revenues:
         Listings                          $17,490  $30,068  $60,283  $85,833
         Licensing                             --     3,594      188   11,298
              Total revenues                17,490   33,662   60,471   97,131


    Cost of revenues                         9,563   17,885   34,389   51,461

    Gross profit                             7,927   15,777   26,082   45,670

    Operating expenses:
    Sales and marketing                      1,495    3,597    6,044   11,118
    Product development                      5,033    7,274   18,315   20,337
    General and administrative               1,958    2,558    7,321    8,589
    Restructuring costs                         98      --     4,152      --
              Total operating expenses       8,584   13,429   35,832   40,044

              Income (loss) from
               operations                     (657)   2,348   (9,750)   5,626

    Non-operating income (expenses)            227      (14)     374   (1,588)

              Income (loss) from
               continuing operations
               before income taxes            (430)   2,334   (9,376)   4,038

    Income taxes                              (117)    (236)    (117)    (809)

    Income (loss) from continuing
     operations                               (547)   2,098   (9,493)   3,229

    Gain (loss) from discontinued
     operations                                562     (240)   1,146      727

    Extraordinary gain from dissolution of
     BTLS Joint Venture                        --       --       --       202

              Net income (loss)                $15   $1,858  $(8,347)  $4,158


    Net income (loss) per common share:

        Basic net income (loss) per share
            Income (loss) from continuing
             operations                     $(0.00)   $0.02   $(0.09)   $0.03
            Extraordinary gain                $--      $--      $--     $0.00
            Gain (loss) from discontinued
             operations                      $0.00   $(0.00)   $0.01    $0.01
            Net income (loss)                $0.00    $0.02   $(0.08)   $0.04

        Fully diluted net income (loss)
         per share
            Income (loss) from continuing
             operations                     $(0.00)   $0.02   $(0.09)   $0.03
            Extraordinary gain                $--      $--      $--     $0.00
            Gain (loss) from discontinued
             operations                      $0.00   $(0.00)   $0.01    $0.01
            Net income (loss)                $0.00    $0.02   $(0.08)   $0.04

    Weighted average shares
     outstanding - basic                   112,530  104,730  110,661  102,596
    Weighted average shares
     outstanding - fully diluted           113,508  113,375  110,661  110,208



                                 LOOKSMART, LTD.
              GAAP NET INCOME TO ADJUSTED NET INCOME RECONCILIATION
                     (In thousands, except per share amounts)

                                          Three Months Ended Nine Months Ended
                                               September 30,   September 30,
                                               2004     2003   2004     2003

    GAAP to Adjusted Net Income (Loss)
     Reconciliation:
        GAAP Net income (loss)                 $15   $1,858  $(8,347)  $4,158
        Stock compensation related to
         variable options                      (41)   1,526      (23)   2,547

    Adjusted net income (loss)                $(26)  $3,384  $(8,370)  $6,705



    Adjusted net income (loss)
     per share - basic                      $(0.00)   $0.03   $(0.08)   $0.07
    Adjusted net income
     (loss) per share - diluted             $(0.00)   $0.03   $(0.08)   $0.06



    Weighted average shares
     outstanding - basic                   112,530  104,730  110,661  102,596
    Weighted average shares
     outstanding - diluted                 113,508  113,375  110,661  110,208



    Stock compensation related to variable
     options:
        Cost of revenue                         $2      $(7)      $9      $(4)
        Sales and marketing                    (15)     420      (17)     696
        Product development                    (33)     930      (20)   1,548
        General and administrative               5      183        5      307
            Total stock compensation
             related to variable options      $(41)  $1,526     $(23)  $2,547




                                 LOOKSMART, LTD
                      CONSOLIDATED CONDENSED BALANCE SHEETS
                                 (in thousands)

                                                 September 30     December 31,
                                                     2004              2003
                   ASSETS
    Cash                                           $50,590           $63,866
    Short-term investments                           3,683             6,068
        Total cash and short-term
         investments                                54,273            69,934

    Accounts receivable, net                         4,787            22,265
    Other current assets                             1,673             2,680
    Total Current Assets                            60,733            94,879

    Property, plant and equipment, net               6,660             8,444
    Goodwill and intangibles, net                   22,392            16,645
    Long term investments                           11,331                --
    Other assets                                     3,708             6,124
    Total Assets                                  $104,824          $126,092

    LIABILITIES AND STOCKHOLDERS' EQUITY

    Current portion of long-term debt               $1,191              $101
    Accounts payable                                 1,075             3,600
    Other current liabilities                        7,709            27,125
    Deferred revenue and customer
     deposits                                        2,641             5,362
    Total Current Liabilities                       12,616            36,188

    Long term liabilities                            5,421             3,607

    Total Liabilities                               18,037            39,795

    Total Equity                                    86,787            86,297

    Total Liabilities and Stockholders'
     Equity                                       $104,824          $126,092

SOURCE LookSmart

Jennifer Jarman, jennifer@blueshirtgroup.com, or Alex Wellins,
alex@blueshirtgroup.com, both of The Blueshirt Group, +1-415-217-7722, for
LookSmart
http://www.looksmart.com

Copyright (C) 2004 PR Newswire. All rights reserved.

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