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VALUE LINE INC

For the period ended Jan 31, 2024. Filed Mar 15, 2024.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jan 31, 2024 · Filed Mar 15, 2024

VALU$42.37-4.2%Stored close · as of Nov 6, 2026
See the whole filing, with its images and exhibits

Item 1. Consolidated Condensed Financial Statements

Consolidated Condensed Balance Sheets as of January 31, 2024 and April 30, 20233
Consolidated Condensed Statements of Income for the three and nine months ended January 31, 2024 and January 31, 20234
Consolidated Condensed Statements of Comprehensive Income for the three and nine months ended January 31, 2024 and January 31, 20235
Consolidated Condensed Statements of Cash Flows for the nine months ended January 31, 2024 and January 31, 20236
Consolidated Condensed Statement of Changes in Shareholders’ Equity for the three months ended July 31, 2023, six months ended October 31, 2023 and nine months ended January 31, 20247
Consolidated Condensed Statement of Changes in Shareholders’ Equity for the three months ended July 31, 2022, six months ended October 31, 2022 and nine months ended January 31, 20238
Notes to Consolidated Condensed Financial Statements9
Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations22
Item 3.Quantitative and Qualitative Disclosures About Market Risk33
Item 4.Controls and Procedures35
PART II. OTHER INFORMATION
Item 1.Legal Proceedings35
Item 1A.Risk Factors35
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds36
Item 4.Mine Safety Disclosures36
Item 5.Other Information36
Item 6.Exhibits37
Signatures38

Consolidated Condensed Balance Sheets

January 31,April 30,
20242023
(unaudited)
Assets
Current Assets:
Cash and cash equivalents (including short term investments of $4,739 and $7,240, respectively)$5,780$7,590
Equity securities15,37014,546
Available-for-sale Fixed Income securities46,14939,928
Accounts receivable, net of allowance for credit losses of $33 and $36, respectively1,3022,124
Prepaid and refundable income taxes6425
Prepaid expenses and other current assets1,0901,463
Total current assets69,69766,076
Long term assets:
Investment in EAM Trust59,64058,775
Restricted money market investments305305
Property and equipment, net4,7975,788
Capitalized software and other intangible assets, net102132
Total long term assets64,84465,000
Total assets$134,541$131,076
Liabilities and Shareholders' Equity
Current Liabilities:
Accounts payable and accrued liabilities$1,094$1,263
Accrued salaries920961
Dividends payable2,6392,642
Accrued taxes on income192307
Operating lease obligation-short term1,2411,344
Unearned revenue15,95316,771
Total current liabilities22,03923,288
Long term liabilities:
Unearned revenue6,5446,202
Operating lease obligation-long term3,8904,784
Deferred income taxes12,82213,129
Total long term liabilities23,25624,115
Total liabilities45,29547,403
Shareholders' Equity:
Common stock, $0.10 par value; authorized 30,000,000 shares; issued 10,000,000 shares1,0001,000
Additional paid-in capital991991
Retained earnings102,29295,979
Treasury stock, at cost (573,017 shares and 565,460 shares, respectively)(15,009)(14,671)
Accumulated other comprehensive income, net of tax(28)374
Total shareholders' equity89,24683,673
Total liabilities and shareholders' equity$134,541$131,076

Consolidated Condensed Statements of Income

(in thousands, except share & per share amounts)

For the Three Months Ended · For the Nine Months Ended
January 31,January 31,
2024202320242023
Revenues:
Investment periodicals and related publications$6,319$6,592$19,174$19,795
Copyright fees2,8123,3759,31010,182
Total publishing revenues9,1319,96728,48429,977
Expenses:
Advertising and promotion7827032,1392,247
Salaries and employee benefits3,7193,75811,15611,574
Production and distribution1,2191,3714,0943,829
Office and administration1,1791,1513,4423,614
Total expenses6,8996,98320,83121,264
Income from operations2,2322,9847,6538,713
Revenues and profits interests in EAM Trust3,4892,6859,3418,516
Investment gains/(losses)2,0091,2501,6851,276
Income before income taxes7,7306,91918,67918,505
Income tax provision1,8451,6714,4474,469
Net income$5,885$5,248$14,232$14,036
Earnings per share, basic & fully diluted$0.62$0.55$1.51$1.48
Weighted average number of common shares9,426,9839,456,8779,429,5759,465,955

Consolidated Condensed Statements of Comprehensive Income

(in thousands)

For the Three Months Ended · For the Nine Months Ended
January 31,January 31,
2024202320242023
Net income$5,885$5,248$14,232$14,036
Other comprehensive income/(loss), net of tax:
Change in unrealized gains/(losses) on
Fixed Income securities, net of tax258123(402)125
Other comprehensive income/(loss)258123(402)125
Comprehensive income$6,143$5,371$13,830$14,161

Consolidated Condensed Statements of Cash Flows

(in thousands)

For the Nine Months Ended
January 31,
20242023
Cash flows from operating activities:
Net income$14,232$14,036
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization1,0541,006
Investment (gains)/losses133(438)
Non-voting revenues interest in EAM Trust(8,420)(7,917)
Non-voting profits interest in EAM Trust(921)(599)
Distributions received from EAM Trust8,4769,660
Deferred income taxes(190)57
Deferred rent(997)(920)
Changes in operating assets and liabilities:
Unearned revenue(476)(1,010)
Accounts payable & accrued expenses(169)(195)
Accrued salaries(41)(20)
Accrued taxes on income(126)80
Prepaid and refundable income taxes419278
Prepaid expenses and other current assets37362
Accounts receivable822(102)
Total adjustments(63)(58)
Net cash provided by operating activities14,16913,978
Cash flows from investing activities:
Purchases of equity securities(2,073)(1,322)
Purchases of fixed income securities classified as available-for-sale(38,855)(30,205)
Proceeds from sales of equity securities1,1291,421
Proceeds from sales of fixed income securities classified as available-for-sale32,1139,907
Acquisition of property and equipment(14)(23)
Expenditures for capitalized software(19)-
Net cash used in investing activities(7,719)(20,222)
Cash flows from financing activities:
Purchase of treasury stock at cost(338)(4,487)
Dividends paid(7,922)(7,111)
Net cash used in financing activities(8,260)(11,598)
Net change in cash and cash equivalents(1,810)(17,842)
Cash, cash equivalents and restricted cash at beginning of period7,89530,008
Cash, cash equivalents and restricted cash at end of period$6,085$12,166

Consolidated Condensed Statement of Changes in Shareholders' Equity

For the Three Months Ended July 31, 2023, Six Months Ended October 31, 2023,

and Nine Months Ended January 31, 2024

Common stock · Additional paid-in- · Treasury stock · Retained · Accumulated other comprehensive
SharesAmountcapitalSharesAmountearningsincomeTotal
Balance at April 30, 202310,000,000$1,000$991(565,460)$(14,671)$95,979$374$83,673
Net income4,8594,859
Change in unrealized gains on Fixed Income securities, net of taxes(212)(212)
Purchase of treasury stock(4,011)(188)(188)
Dividends declared(2,641)(2,641)
Balance at July 31, 202310,000,000$1,000$991(569,471)$(14,859)$98,197$162$85,491

Dividends declared per common share were $0.28 for the three months ending July 31, 2023.

Common stock · Additional paid-in- · Treasury stock · Retained · Accumulated other comprehensive
SharesAmountcapitalSharesAmountearningsincomeTotal
Balance at July 31, 202310,000,000$1,000$991(569,471)$(14,859)$98,197$162$85,491
Net income3,4883,488
Change in unrealized gains on Fixed Income securities, net of taxes(448)(448)
Purchase of treasury stock(3,546)(150)(150)
Dividends declared(2,639)(2,639)
Balance at October 31, 202310,000,000$1,000$991(573,017)$(15,009)$99,046$(286)$85,742

Dividends declared per common share were $0.56 for the six months ending October 31, 2023.

Common stock · Additional paid-in- · Treasury stock · Retained · Accumulated other comprehensive
SharesAmountcapitalSharesAmountearningsincomeTotal
Balance at October 31, 202310,000,000$1,000$991(573,017)$(15,009)$99,046$(286)$85,742
Net income5,8855,885
Change in unrealized gains on Fixed Income securities, net of taxes258258
Dividends declared(2,639)(2,639)
Balance at January 31, 202410,000,000$1,000$991(573,017)$(15,009)$102,292$(28)$89,246

Dividends declared per common share were $0.84 for the nine months ending January 31, 2024.

Consolidated Condensed Statement of Changes in Shareholders' Equity

For the Three Months Ended July 31, 2022, Six Months Ended October 31, 2022

and Nine Months Ended January 31, 2023

Common stock · Additional paid-in- · Treasury stock · Retained · Accumulated other comprehensive
SharesAmountcapitalSharesAmountearningsincomeTotal
Balance at April 30, 202210,000,000$1,000$991(490,157)$(9,967)$87,645$(24)$79,645
Net income4,4584,458
Change in unrealized gains on Fixed Income securities, net of taxes55
Purchase of treasury stock(35,029)(2,382)(2,382)
Dividends declared(2,369)(2,369)
Balance at July 31, 202210,000,000$1,000$991(525,186)$(12,349)$89,734$(19)$79,357

Dividends declared per common share were $0.25 for the three months ending July 31, 2022.

Common stock · Additional paid-in- · Treasury stock · Retained · Accumulated other comprehensive
SharesAmountcapitalSharesAmountearningsincomeTotal
Balance at July 31, 202210,000,000$1,000$991(525,186)$(12,349)$89,734$(19)$79,357
Net income4,3304,330
Change in unrealized gains on Fixed Income securities, net of taxes(3)(3)
Purchase of treasury stock(17,314)(1,100)(1,100)
Dividends declared(2,364)(2,364)
Balance at October 31, 202210,000,000$1,000$991(542,500)$(13,449)$91,700$(22)$80,220

Dividends declared per common share were $0.50 for the six months ending October 31, 2022.

Common stock · Additional paid-in- · Treasury stock · Retained · Accumulated other comprehensive
SharesAmountcapitalSharesAmountearningsincomeTotal
Balance at October 31, 202210,000,000$1,000$991(542,500)$(13,449)$91,700$(22)$80,220
Net income5,2485,248
Change in unrealized gains on Fixed Income securities, net of taxes123123
Purchase of treasury stock(18,638)(1,005)(1,005)
Dividends declared(2,360)(2,360)
Balance at January 31, 202310,000,000$1,000$991(561,138)$(14,454)$94,588$101$82,226

Dividends declared per common share were $0.75 for the nine months ending January 31, 2023.

Notes to Consolidated Condensed Financial Statements

January 31, 2024

(Unaudited)

Note1 - 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 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, tothird parties under written agreements for use inthird-party managed and marketed investment products and for other purposes. The Company maintains a significant investment in Eulav Asset Management LLC ("EAM") from which it receives 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, 2024and April 30, 2023,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 Form10*-K for the fiscal year ended* April 30, 2023filed with the SEC on July 28, 2023 (the “Form10*-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") Topic810 “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 donot 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’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 isnot the primary beneficiary of a VIE (see Note3).

In accordance with FASB's Topic810, 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. The Company holds a significant non-voting revenues interest (excluding distribution revenues) and a significant non-voting profits interest in EULAV Asset Management, a Delaware statutory trust (“EAM” or “EAM Trust”). The Company relied on the guidance in FASB's ASC Topics323 and810 in its determinationnot to consolidate its investment in EAM and to account for such investment under the equity method of accounting. The Company reports the amount it earns 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 fees are derived from providing certain Value Line trademarks and the Value Line Proprietary Ranks tothird parties under written agreements for use in selecting securities forthird party marketed products, including unit investment trusts, annuities and exchange traded funds ("ETFs"). The Company earns asset-based copyright fees upon delivery 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.

9

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’s ASC323. 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.

The Company’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% 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. The 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. Although the Company doesnot 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.

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, investments in equities including ETFs and fixed income securities invested primarily in short-term U.S. Treasury bills, and to a smaller extent bank certificates of deposit that are valued in accordance with the requirements of the Fair Value Measurements Topic of the FASB's ASC820. 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 UpdateNo. 2016-01 ("ASU2016-01"). 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. Investment gains and losses on sales of the equity securities are the difference between proceeds from sales and the fair value of the equity securities 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 all 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.

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 rule2a-7 under the1940 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 athree-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’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.

10

Thethree-tier hierarchy of inputs is summarized in thethree broad levels listed below.

Level1 – quoted prices in active markets for identical investments

Level2 – other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)

Level3 – 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’s investments:

($ in thousands) · Level 1 · Level 2 · Level 3 · Total
Cash equivalents$4,739$-$-$4,739
Equity securities15,370--15,370
Available-for-sale fixed income securities45,899250-46,149
$66,008$250$-$66,258
($ in thousands) · Level 1 · Level 2 · Level 3 · Total
Cash equivalents$7,240$-$-$7,240
Equity securities14,546--14,546
Available-for-sale fixed income securities39,178750-39,928
$60,964$750$-$61,714

The Company hadno other financial instruments such as futures, forwards and swap contracts. For the periods ended* January 31, 2024and April 30, 2023,there wereno* Level3 investments. The Company doesnot have any liabilities that are subject to fair value measurement.

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 ASU2015-17, Income taxes (Topic740) and 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, 2024,management has reviewed the tax positions for the years still subject to tax audit under the statute of limitations, evaluated the implications, and determined that there isno* 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 doesnot have any potentially dilutive common shares from outstanding stock options, warrants, restricted stock, or restricted stock units.

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 thanthree months to be cash and cash equivalents. As of* January 31, 2024and April 30, 2023,*cash equivalents included $4,739,000 and $7,240,000, respectively, for amounts invested in money market mutual funds that invest in short term U.S. government securities or savings accounts located in the United States.

Note2 - Investments:

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 ASC321, Investments - Equity Securities and with FASB's ASC320, Investments - Debt Securities. All of the Company's securities were readily marketable or had a maturity oftwelve months or less and are classified as current assets on the Consolidated Condensed Balance Sheets.

Equity Securities:

Equity securities on the Consolidated Condensed Balance Sheets, consist of ETFs held for dividend yield that attempt to replicate the performance of certain equity indexes.

As of* January 31, 2024and April 30, 2023,the aggregate cost of the equity securities, which consist of investments in the SPDR Series Trust S&P Dividend ETF (SDY), First Trust Value Line Dividend Index ETF (FVD), ProShares Trust S&P500* Dividend Aristocrats ETF (NOBL), IShares DJ Select Dividend ETF (DVY) and other Exchange Traded Funds was a combined total $11,109,000 and $10,169,000, respectively, and the fair value was $15,370,000 and $14,546,000, respectively.

Proceeds from sales of equity securities during thenine months ended* January 31, 2024and January 31, 2023,*were $1,129,000 and $1,421,000, respectively.

The carrying value and fair value of equity securities at* January 31, 2024*were as follows:

($ in thousands)CostGross Unrealized GainsGross Unrealized LossesFair Value
ETFs - equities$11,109$4,265$(4)$15,370

The carrying value and fair value of equity securities at* April 30, 2023*were as follows:

($ in thousands)CostGross Unrealized GainsGross Unrealized LossesFair Value
ETFs - equities$10,169$4,392$(15)$14,546

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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.

Proceeds from maturities and sales of government debt securities classified as available-for-sale during thenine months ended* January 31, 2024and January 31, 2023,were $32,113,000 and $9,907,000, respectively. As of January 31, 2024,Accumulated Other Comprehensive Income included unrealized losses of $34,000 net of deferred tax benefits of $6,000. As of April 30, 2023,*Accumulated Other Comprehensive Income included unrealized gains of $473,000, net of deferred taxes of $99,000.

The aggregate cost and fair value at* January 31, 2024*of fixed income securities classified as available-for-sale were as follows:

Amortized · Gross Unrealized · Gross Unrealized
($ in thousands)Historical CostHolding GainsHolding LossesFair Value
Maturity
Due within 1 year$41,126$39$(4)$41,161
Due 1 year through 5 years5,058-(70)4,988
Total investment in government debt securities$46,184$39$(74)$46,149

The increase in gross unrealized losses of $508,000 on fixed income securities classified as available-for-sale net of deferred income tax benefits of $106,000, was included in Accumulated Other Comprehensive Income on the Consolidated Condensed Balance Sheet as of* January 31, 2024.*

The aggregate cost and fair value at* April 30, 2023*of fixed income securities classified as available-for-sale were as follows:

Amortized · Gross Unrealized · Gross Unrealized
($ in thousands)Historical CostHolding GainsHolding LossesFair Value
Maturity
Due within 1 year$34,384$486$(5)$34,865
Due within 1 year through 5 years5,071(8)5,063
Total investment in government debt securities$39,455$486$(13)$39,928

The increase in gross unrealized gains of $503,000 on fixed income securities classified as available-for-sale net of deferred income tax liability of $105,000, was included in Accumulated Other Comprehensive Income on the Consolidated Balance Sheet as of* April 30, 2023.*

The average yield on the Government debt securities classified as available-for-sale at* January 31, 2024and April 30, 2023*was 4.56% and 2.55%, respectively.

Investment Gains/(Losses):

Investment gains/(losses) were comprised of the following:

Three Months Ended January 31,Nine Months Ended January 31,
($ in thousands)2024202320242023
Dividend income$153$190$431$444
Interest income5111941,387395
Investment gains/(losses) recognized on sales of equity securities during the period27(1)12
Unrealized gains/(losses) recognized on equity securities held at the end of the period1,343859(132)425
Total investment gains/(losses)$2,009$1,250$1,685$1,276

Taxable realized gains/(losses) on equity securities sold during fiscal years2024 and2023, which are generally the difference between the proceeds from sales and our original cost, were losses of $16,000 in fiscal2024 and losses of $2,000 in fiscal2023.

13

Investment in Unconsolidated Entities:

Equity Method Investment:

As of* January 31, 2024and April 30, 2023,*the Company's investment in EAM Trust on the Consolidated Condensed Balance Sheets was $59,640,000 and $58,775,000, respectively.

The value of VLI’s investment in EAM at* January 31, 2024and April 30, 2023*reflects the fair value of contributed capital of $55,805,000 at inception which included $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 willnot need additional funding.

The Company monitors its Investment in EAM Trust for impairment to determine whether an event or change in circumstances has occurred that* mayhave a significant adverse effect on the fair value of the investment. Impairment indicators include, but arenot* 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’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 didnot record any impairment losses for its assets during the fiscal years2024 or2023.

The components of EAM’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)2024202320242023
Investment management fees earned from the Value Line Funds, net of waivers shown below$6,320$4,809$17,388$14,951
12b-1 fees and other fees, net of waivers shown below$1,632$1,457$4,811$4,507
Other income$192$146$295$150
Investment management fee waivers and reimbursements$77$73$239$104
12b-1 fee waivers$24$26$72$80
Value Line’s non-voting revenues interest$3,083$2,512$8,420$7,917
EAM's net income (1)$812$346$1,842$1,198

(1) Represents EAM's net income, after giving effect to Value Line’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)20242023
(unaudited)
EAM's total assets$62,610$61,389
EAM's total liabilities (1)(5,532)(4,357)
EAM's total equity$57,078$57,032

(1) At* January 31, 2024and April 30, 2023,*EAM's total liabilities included a payable to VLI for its accrued non-voting revenues interest and non-voting profits interest of $3,448,000 and $2,601,000, respectively.

Note 3 - Variable Interest Entity

The Company holds a non-voting revenues interest and a 50% non-voting profits interest in EAM, the adviser to the Value Line asset management and mutual fund distribution businesses. EAM is considered to be a 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 doesnot have an interest in any other VIEs.

The Company has determined that it doesnot have a controlling financial interest in EAM because it doesnot have the power to direct the activities of EAM that most significantly impact its economic performance. Value Line doesnot hold any voting stock of EAM and it doesnot 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 doesnot 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 profit interest shareholders in EAM are subject to variability based on EAM’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 hasnot 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 hasno obligation to fund EAM in the future and, as a result, hasno 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, 2024 (unaudited)$62,610$59,640$-$59,640
As of April 30, 2023$61,389$58,775$-$58,775

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

Note4 - Supplementary Cash Flows 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)20242023
Cash and cash equivalents$5,780$11,861
Restricted cash305305
Total cash, cash equivalents, and restricted cash shown in the Consolidated Condensed Statement of Cash Flows$6,085$12,166

Income Tax Payments:

The Company made income tax payments as follows:

Nine Months Ended January 31,
($ in thousands)20242023
State and local income tax payments$656$732
Federal income tax payments$4,000$3,327

Note5 - 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. For thenine months ended* January 31, 2024and January 31, 2023,the estimated profit sharing plan contributions, which are included as expenses in salaries and employee benefits in the Consolidated Condensed Statements of Income, were $287,000 and $318,000 in fiscal2024* and fiscal2023, respectively.

Note6 - 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 wouldnot be recognized in the calculation of net income.

As of* January 31, 2024and January 31, 2023*the Company held fixed income securities consisting of certificates 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 fixed income securities, net of deferred income taxes, has been recorded in Accumulated 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 thenine months ended* January 31, 2024*are as follows:

($ in thousands)Amount Before TaxTax (Expense) / BenefitAmount Net of Tax
Change in unrealized gains/(losses) on available-for-sale fixed income securities$(508)$106$(402)
$(508)$106$(402)

The components of comprehensive income included in the Consolidated Condensed Statements of Income and Changes in Shareholders' Equity for thenine months ended* January 31, 2023*are as follows:

($ in thousands)Amount Before TaxTax (Expense) / BenefitAmount Net of Tax
Change in unrealized gains/(losses) on available-for-sale fixed income securities$158$(33)$125
$158$(33)$125

Note7 - 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 doesnot report this operation as a separate business segment, although it maintains a significant interest in the cash flows generated by this business and receives non-voting revenues and non-voting profits interests, as discussed below.

Total assets in the Value Line Funds managed and/or distributed by EAM at* January 31, 2024,were $4.06 billion,33.6% above total assets of $3.04 billion in the Value Line Funds managed and/or distributed by EAM at January 31, 2023.*

The Company’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 receive the other 50% of residual profits of EAM. Distribution isnot less than 90% of EAM’s profits payable each fiscal quarter under the provisions of the EAM Trust Agreement.

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 hasno separately managed account fees. The Company recorded income from its non-voting revenues interest and its non-voting profits interests in EAM as follows:

Three Months Ended January 31,Nine Months Ended January 31,
($ in thousands)2024202320242023
Non-voting revenues interest in EAM$3,083$2,512$8,420$7,917
Non-voting profits interest in EAM406173921599
$3,489$2,685$9,341$8,516

At* January 31, 2024,*the Company's investment in EAM includes a receivable of $3,448,000 representing the quarterly distribution of the non-voting revenues share and non-voting profits share. That amount was subsequently paid to the Company.

Transactions with Parent:

During thenine months ended* January 31, 2024and January 31, 2023,the Company was reimbursed $230,000 and $232,000, 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 wereno receivables from the Parent on the Consolidated Condensed Balance Sheets at January 31, 2024and April 30, 2023.*

The Company is a party to a tax-sharing arrangement with the Parent which allocates the tax liabilities of thetwo Companies between them. The Company made federal tax payments of $4,000,000 and $3,327,000 to the Parent during thenine months ended* January 31, 2024and January 31, 2023,*respectively.

As of* January 31, 2024,*the Parent owned 91.59% of the outstanding shares of common stock of the Company.

Note8 - 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)2024202320242023
Current tax expense:
Federal$1,195$1,191$3,657$3,581
State and local469364979831
Current tax expense1,6641,5554,6364,412
Deferred tax expense (benefit):
Federal288184(18)85
State and local(107)(68)(171)(28)
Deferred tax expense (benefit):181116(189)57
Income tax provision$1,845$1,671$4,447$4,469

17

On* December 22, 2017H.R.1, originally known as the Tax Cuts and Jobs Act (the "Tax Act"), was enacted. The Tax Act lowered the U.S. federal income tax rate ("Federal Tax Rate") from35%* to21% effective* January 1, 2018.Accordingly, the Company computes Federal income tax expense using the Federal Tax Rate of 21% in fiscal year2019* and each year thereafter.

The overall effective income tax rates, as a percentage of pre-tax ordinary income for thenine months ended* January 31, 2024and January 31, 2023were 23.80% and 24.15%, respectively. The lower effective tax rate duringnine* months ended* January 31, 2024as compared to January 31, 2023,is primarily a result of a decrease in the state and local income tax rate to 3.04% from 3.39% due to changes in state and local income tax allocations. The Company's annualized overall effective tax rate fluctuates due to a number of factors, in addition to changes in tax law, including butnot* limited to an increase or decrease in the ratio of items that donot 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.

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)20242023
Federal tax liability (benefit):
Deferred gain on deconsolidation of EAM$10,669$10,669
Deferred non-cash post-employment compensation(372)(372)
Depreciation and amortization7059
Unrealized gain/(loss) on fixed income securities held for sale(7)99
Unrealized gain on equity securities895919
Right of Use Asset(154)(174)
Deferred charges(133)(136)
Other(461)(432)
Total federal tax liability10,50710,632
State and local tax liabilities (benefits):
Deferred gain on deconsolidation of EAM2,2522,062
Deferred non-cash post-employment compensation(78)(72)
Depreciation and amortization15125
Unrealized gain/(loss) on fixed income securities held for sale(2)19
Unrealized gain on equity securities189178
Other(61)185
Total state and local tax liabilities2,3152,497
Deferred tax liability, long-term$12,822$13,129

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.

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,
20242023
U.S. statutory federal tax rate21.00%21.00%
Increase (decrease) in tax rate from:
State and local income taxes, net of federal income tax benefit3.04%3.39%
Effect of dividends received deductions(0.24)%(0.25)%
Other, net-0.01%
Effective income tax rate23.80%24.15%

The Company believes that, as of* January 31, 2024,there wereno* material uncertain tax positions that would require disclosure under GAAP.

18

The Company is included in the consolidated federal income tax return of the Parent. 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.

The Company’s federal income tax returns (included in the Parent’s consolidated returns) and state and city tax returns for fiscal years ended2020 through2022, are subject to examination by the tax authorities, generally forthree years after they are filed with the tax authorities.

Note9 - 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)20242023
Building and leasehold improvements$1,013$1,013
Operating lease - right-of-use asset4,3995,300
Furniture and equipment4,0924,079
9,50410,392
Accumulated depreciation and amortization(4,707)(4,604)
Total property and equipment, net$4,797$5,788

Note10 - Accounting for the Costs of Computer Software Developed for Internal Use:

The Company has adopted the provisions of the Statement of Position98-1 (SOP98-1), "Accounting for the Costs of Computer Software Developed for Internal Use". SOP98-1 requires companies to capitalize as long-lived assets many of the costs associated with developing or purchasing 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 thenine months ended* January 31, 2024and January 31, 2023,*were $49,000 and $36,000, respectively.

During thenine months ended* January 31, 2024and January 31, 2023,the Company didnot* incur and didnot capitalize expenditures related tothird party programmers' costs nor internal costs to develope software for internal use.

Note11 - Treasury Stock and Repurchase Program:

During* October 2022,the Company's Board of Directors approved a renewal of a share repurchase program authorizing the repurchase of shares of the Company’s common stock up to an aggregate purchase price of $3,000,000. The repurchases maybe 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 maybe suspended or discontinued at any time at the Company’s discretion and hasno* set price limit andno expiration date. There is a remainder of $1,396,000 before the authorized limit is reached.

Treasury stock, at cost, consists of the following:

(in thousands except for shares and cost per share)SharesCost AssignedAverage Cost per ShareAggregate Purchase Price Remaining Under the Program
Balance as of October 31, 2023573,017$15,009$26.19$1,396
Purchases effected in open market during the months ended:
November 30, 2023---1,396
December 31, 2023---1,396
January 31, 2024---1,396
Balance as of January 31, 2024573,017$15,009$26.19$1,396

Note12 - Lease Commitments:

In* February 2016,the FASB issued ASUNo.* 2016-02, “Leases (Topic842)”. This ASU requires that, for leases longer thanone year, a lessee recognizes in the statements of financial position a right-of-use asset, representing the right to use the underlying asset for the lease term, and a lease liability, representing the liability to make lease payments. It also requires that for finance leases, a lessee recognizes interest expense on the lease liability, separately from the amortization 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* May 2019*under a modified retrospective approach.

The Company adopted ASU2016-02 using a modified retrospective transition approach as of the Effective Date as permitted by the amendments in ASU2018-11, which provides an alternative modified retrospective transition method. As a result, the Company wasnot 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, hasnot* 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 and a warehouse and appurtenant office space in Lyndhurst, NJ. The Company has evaluated these leases and determined that they are operating leases under the definitions of the guidance of ASU2016-02. The lease in Lyndhurst, NJ will expire and the Company is making alternative arrangements for the functions performed at the Warehouse, subsequent to the expiration of the lease.

The right-of-use asset is initially measured at cost, 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, 2019,the Company recorded a right-of-use asset in the amount of $9,575,000, which represents 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 in the amount equal to the difference between the calculated straight-line expense of the total lease payments less the monthly interest calculated on the remaining lease liability. As of January 31, 2024,*the Company had a long-term lease asset of $4,399,000 recorded in property and equipment in its Consolidated Condensed Balance Sheets.

The Company recognizes lease expense, calculated as the remaining cost of the lease allocated over the remaining lease term on a straight-line basis. Lease expense is presented as part of continuing operations in the consolidated condensed statements of income. The Company recognized $375,000 and $1,125,000 in lease expenses in both fiscal years2024 and2023 during thethree andnine months ended* January 31, 2024and January 31, 2023,*respectively.

For thenine months ended* January 31, 2024,*the Company paid $1,221,000 in rent relating to the leases. As a payment arising from an operating lease, the $1,221,000 is classified within operating activities in the consolidated condensed statements of cash flows.

The Company’s leases generally donot 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 ASC842 as 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* January 31, 2024:*

Fiscal years ended April 30,($ in thousands)
2024 *$413
20251,429
20261,461
20271,493
2028883
Total undiscounted future minimum lease payments5,679
Less: difference between undiscounted lease payments & the present value of future lease payments548
Total operating lease liabilities$5,131

** Excludes thenine months ended* January 31, 2024**

The following table summarizes the weighted-average remaining lease terms and weighted-average discount rates for our operating leases:

Weighted-average remaining lease term (in years)3.8
Weighted-average discount rate5.25%

Note13 - Restricted Cash and Deposits:

Restricted Money Market Investment in the noncurrent assets on the Consolidated Condensed Balance Sheet at* January 31, 2024,includes $305,000, which represents cash invested in a bank money market fund securing a letter of credit ("LOC") in the amount of $305,000 issued to the sublandlord as a security deposit for the Company's New York City leased corporate office facility. According to the sublease agreement the LOC and restricted cash were reduced from $469,000 to $305,000 in thethird* quarter of fiscal year2022.

Note14 - Concentration:

During thenine months ended* January 31, 2024,*32.7% of total publishing revenues of $28,484,000 were derived from a single customer.

Note15 - 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, 2024and January 31, 2023,the Company had $2,268,000 and $2,427,000, respectively, in excess of the FDIC insured limit. Management has concluded the excess doesnot* represent a material risk, based on the creditworthiness of the counter parties.

Note16 – Segment Information:

The investment periodicals and related publications (such as digital equivalents), along with supplying the embedded Proprietary information and intellectual property rights, are treated asone segment, Publishing. It is the Company’s only reportable segment, and all required segment financial information can be found directly in the consolidated financial statements. The accounting policies for our reportable segment are the same as those described in Note1.

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